Globant (NYSE: GLOB) outlines 2025 AI, tax and client concentration risks
Filing Impact
Filing Sentiment
Form Type
20-F
Rhea-AI Filing Summary
Globant S.A. has filed its annual report for the year ended December 31, 2025, outlining its global IT services business, capital structure and key risks. The company had 43,835,604 common shares outstanding at year-end and prepares its consolidated financial statements under IFRS in U.S. dollars.
Globant highlights heavy exposure to fast-evolving AI markets, workforce management challenges and rising attrition, which reached 13.6% in 2025 versus 9.5% in 2024 and 8.1% in 2023. Revenue remains concentrated: its largest customer, The Walt Disney Company, contributed 8.7% of revenues in 2025, and the top ten clients together accounted for 29.2%.
The report stresses risks from macroeconomic volatility, inflation, foreign-exchange swings and shifting tax regimes. Fixed-price contracts represented 28.0% of 2025 revenues, adding margin risk if costs are misestimated. Globant also discloses higher tax pressure, with its effective tax rate rising to 25.3% in 2025 from 19.7% in 2024, and notes potential impacts from indebtedness, acquisitions, cybersecurity threats and expanding ESG and AI regulation.
Positive
- None.
Negative
- None.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 20-F
| (Mark One) | |||||
| REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
| OR | |||||
| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
For the fiscal year ended December 31 , 2025
| OR | |||||
| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
| OR | |||||
| SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
| Date of event requiring this shell company report | |||||
| For the transition period from to . | |||||
Commission file number: 001-36535
(Exact name of Registrant as specified in its charter)
Not applicable
(Translation of Registrant's name into English)
Grand Duchy of Luxembourg
(Jurisdiction of incorporation or organization)
L-1855 , Luxembourg
Tel: + 352 20 30 15 96
(Address of principal executive offices)
General Counsel
L-1855 , Luxembourg
+ 352 20 30 15 96
(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)
Securities registered or to be registered pursuant to Section 12(b) of the Act.
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Securities registered or to be registered pursuant to Section 12(g) of the Act.
None
Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act.
None
Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report: 43,835,604 common shares.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☒ Yes ☐ No
If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. ☐ Yes ☒ No
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 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 90 days. ☒ 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, or an emerging growth company. See definitions of "large accelerated filer," "accelerated filer," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| ☒ | Accelerated filer ☐ | Non-accelerated filer ☐ | Emerging growth company | ||||||||||||||
If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, 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. ☐
† The term "new or revised financial accounting standard" refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012.
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 reporting 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 the correction 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 the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:
U.S. GAAP ☐ International Financial Reporting Standards as issued by the International Accounting Standards Board ☒
Other ☐
If "Other" has been checked in response to the previous question indicate by check mark which financial statement item the registrant has elected to follow. ☐ Item 17 ☐ Item 18
If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No
TABLE OF CONTENTS
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS | 1 | ||||
CURRENCY PRESENTATION AND DEFINITIONS | 2 | ||||
PRESENTATION OF FINANCIAL INFORMATION | 3 | ||||
PRESENTATION OF INDUSTRY AND MARKET DATA | 3 | ||||
PART I | 4 | ||||
ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS | 4 | ||||
ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE | 4 | ||||
ITEM 3. KEY INFORMATION | 4 | ||||
A. [Reserved] | 4 | ||||
B. Capitalization and Indebtedness | 4 | ||||
C. Reasons for the Offer and Use of Proceeds | 4 | ||||
D. Risk Factors | 4 | ||||
ITEM 4. INFORMATION ON THE COMPANY | 26 | ||||
A. History and Development of the Company | 26 | ||||
B. Business Overview | 28 | ||||
C. Organizational Structure | 46 | ||||
D. Property, Plant and Equipment | 46 | ||||
ITEM 4A. UNRESOLVED STAFF COMMENTS | 46 | ||||
ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS | 46 | ||||
A. Operating Results | 47 | ||||
B. Liquidity and Capital Resources | 56 | ||||
C. Research and Development, Patents and Licenses, etc. | 60 | ||||
D. Trend Information | 60 | ||||
E. Critical Accounting Estimates | 61 | ||||
ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES | 61 | ||||
A. Directors and Senior Management | 61 | ||||
B. Compensation | 68 | ||||
C. Board Practices | 75 | ||||
D. Employees | 77 | ||||
E. Share Ownership | 85 | ||||
ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS | 85 | ||||
A. Major Shareholders | 85 | ||||
B. Related Party Transactions | 87 | ||||
C. Interests of Experts and Counsel | 87 | ||||
ITEM 8. FINANCIAL INFORMATION | 87 | ||||
A. Consolidated statements and other financial information | 87 | ||||
B. Significant Changes | 88 | ||||
ITEM 9. THE OFFER AND LISTING | 88 | ||||
A. Offering and listing details | 88 | ||||
B. Plan of Distribution | 89 | ||||
C. Markets | 89 | ||||
D. Selling Shareholders | 89 | ||||
E. Dilution | 89 | ||||
F. Expenses of the Issue | 89 | ||||
ITEM 10. ADDITIONAL INFORMATION | 89 | ||||
A. Share capital | 89 | ||||
B. Memorandum and Articles of Association | 89 | ||||
C. Material Contracts | 97 | ||||
D. Exchange Controls | 97 | ||||
E. Taxation | 97 | ||||
F. Dividends and Paying Agents | 103 | ||||
G. Statement by Experts | 104 | ||||
H. Documents on Display | 104 | ||||
I. Subsidiaries Information | 104 | ||||
ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 104 | ||||
ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES | 104 | ||||
A. Debt Securities | 104 | ||||
B. Warrants and Rights | 104 | ||||
C. Other Securities | 104 | ||||
D. American Depositary Shares | 104 | ||||
PART II | 105 | ||||
ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES | 105 | ||||
ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS | 105 | ||||
ITEM 15. CONTROLS AND PROCEDURES | 105 | ||||
ITEM 16. [Reserved] | 106 | ||||
ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT | 106 | ||||
ITEM 16B. CODE OF ETHICS | 106 | ||||
ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES | 106 | ||||
ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES | 107 | ||||
ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS | 107 | ||||
ITEM 16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT | 109 | ||||
ITEM 16G. CORPORATE GOVERNANCE | 109 | ||||
ITEM 16H. MINE SAFETY DISCLOSURE | 110 | ||||
ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS | 111 | ||||
ITEM 16J. INSIDER TRADING POLICY | 111 | ||||
ITEM 16K. CYBERSECURITY | 111 | ||||
PART III | 113 | ||||
ITEM 17. FINANCIAL STATEMENTS | 113 | ||||
ITEM 18. FINANCIAL STATEMENTS | 113 | ||||
ITEM 19. EXHIBITS | 113 | ||||
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS
This annual report includes forward-looking statements. These forward-looking statements include, but are not limited to, all statements other than statements of historical facts contained in this annual report, including, without limitation, those regarding our future financial position and results of operations, strategy, plans, objectives, goals and targets, future developments in the markets in which we operate or are seeking to operate or anticipated regulatory changes in the markets in which we operate or intend to operate. In some cases, you can identify forward-looking statements by terminology such as "aim", "anticipate", "believe", "continue", "could", "estimate", "expect", "forecast", "guidance", "intend", "may", "plan", "potential", "predict", "projected", "should" or "will" or the negative of such terms or other comparable terminology.
You should carefully consider all the information in this annual report, including the information set forth under "Risk Factors.". We believe our primary challenges are:
•We are subject to numerous risks associated with the evolving market for products with AI capabilities.
•Our results of operations may be adversely affected if we are unable to effectively manage our workforce, including utilization rates, productivity and attrition.
•We have been, and may in the future be, unable to achieve anticipated growth, which has had, and may in the future have, an adverse effect on our results of operations, business and prospects.
•If the pricing structures we use for our client contracts are based on inaccurate assumptions regarding the cost, complexity or scope of our services, our contracts could be unprofitable, which could adversely affect our results of operations, financial condition and cash flows from operations.
•If we were to lose the services of our senior management team or other key employees, our business operations, competitive position, client relationships, revenues and results of operations may be adversely affected.
•If we do not continue to innovate and remain at the forefront of emerging technologies and related market trends, we may lose clients and not remain competitive, which could cause our revenues and results of operations to suffer.
•Our business, results of operations and financial condition may be adversely affected by fluctuations in currency exchange rates.
•If any of our largest clients terminates, decreases the scope of, or fails to renew its business relationship or short-term contract with us, our revenues, business and results of operations may be adversely affected.
•Our results of operations could be adversely affected by economic and geopolitical conditions, in particular, in the markets in which we operate.
By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance and are based on numerous assumptions. Our actual results of operations, financial condition and the development of events may differ materially from (and be more negative than) those made in, or suggested by, the forward-looking statements. Readers should read "Risk Factors" in this annual report and the description of our business under "Business Overview" in this annual report for a more complete discussion of the factors that could affect us.
Unless required by law, we undertake no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or developments or otherwise.
1
CURRENCY PRESENTATION AND DEFINITIONS
In this annual report, references to “Globant”, “we”, “our”, “us” or the “Company” means Globant S.A. and its consolidated subsidiaries, unless the context otherwise requires, or where we make clear that such term refers only to Globant S.A. and not to its subsidiaries.
In this annual report references to currencies are defined in the following table:
| "U.S. dollars" and "$" | refer to the lawful currency of the United States | ||||
| "Argentine pesos" | refers to the lawful currency of the Republic of Argentina | ||||
| "Colombian pesos" | refers to the lawful currency of the Republic of Colombia | ||||
| "Uruguayan pesos" | refers to the lawful currency of the Republic of Uruguay | ||||
| "Mexican pesos" | refers to the lawful currency of Mexico | ||||
| "Chilean pesos" | refers to the lawful currency of Chile | ||||
| "Rupees" or "Indian rupees" | refers to the lawful currency of the Republic of India | ||||
| "Reais" or "Brazilian Real" | refers to the lawful currency of Brazil | ||||
| "Peruvian Sol" | refers to the lawful currency of Peru | ||||
| "Euro" or "€" | refers to the single currency of the participating member states of the European and Monetary Union of the Treaty Establishing the European Community, as amended from time to time | ||||
| "Pound", "British Sterling pound" or "£" | refer to the lawful currency of the United Kingdom | ||||
| "Canadian dollars" | refers to the lawful currency of Canada | ||||
| "Saudi Riyal" | refers to the lawful currency of the Kingdom of Saudi Arabia | ||||
| "Australian dollars" | refers to the lawful currency of the Commonwealth of Australia | ||||
| "Danish Krone" | refers to the lawful currency of Denmark | ||||
| "Swiss Franc" | refers to the lawful currency of Switzerland | ||||
| "United Arab Emirates dirham" | refers to the lawful currency of United Arab Emirates | ||||
| "South African rand" | refers to the lawful currency of South Africa | ||||
| "Qatari Riyal" | refers to the lawful currency of Qatar | ||||
Unless otherwise specified or the context requires otherwise in this annual report:
•"IT" refers to information technology;
•"ISO" means the International Organization for Standardization, which develops and publishes international standards in a variety of technologies and in the IT services sector;
•"Attrition rate," during a specific period, refers to the ratio of IT professionals that voluntarily left our company during the period to the number of IT professionals that were on our payroll on the last day of the period; and
•"Globers" refers to the employees that work for Globant;
•"New Markets" refers to Asia, Oceania and the Middle East, collectively.
"GLOBANT" and its logo are our trademarks. Solely for convenience, we refer to our trademarks in this annual report without the TM and ® symbols, but such references are not intended to indicate, in any way, that we will not assert, to the fullest extent under applicable law, our rights to our trademarks. Other service marks, trademarks and trade names referred to in this annual report are the property of their respective owners.
2
PRESENTATION OF FINANCIAL INFORMATION
Our consolidated financial statements are prepared under IFRS Accounting Standards ("IFRS") as issued by the International Accounting Standards Board ("IASB") and presented in U.S. dollars. Our fiscal year ends on December 31 of each year. Accordingly, unless otherwise indicated, all references to a particular year are to the year ended December 31 of that year.
Some percentages and amounts included in this annual report have been rounded for ease of presentation. Accordingly, figures shown as totals in certain tables may not be an exact arithmetic aggregation of the figures that precede them.
Unless otherwise indicated or the context requires otherwise, all financial information in this annual report is presented in U.S. dollars.
PRESENTATION OF INDUSTRY AND MARKET DATA
In this annual report, we rely on, and refer to, information regarding our business and the markets in which we operate and compete. The market data and certain economic and industry data and forecasts used in this annual report were obtained from International Data Corporation (“IDC”), Gartner, Inc. (“Gartner”), Forrester Research, Inc. and/or one of its affiliates (collectively, “Forrester”), internal surveys, market research, governmental and other publicly available information, independent industry publications and reports prepared by industry consultants. Industry publications, surveys and forecasts generally state that the information contained therein has been obtained from sources believed to be reliable, but that the accuracy and completeness of such information is not guaranteed. We believe that these industry publications, surveys and forecasts are reliable, but we have not independently verified them and cannot guarantee their accuracy or completeness.
Certain market share information and other statements presented herein regarding our position relative to our competitors are not based on published statistical data or information obtained from independent third parties, but reflect our best estimates. We have based these estimates upon information obtained from our clients, trade and business organizations and associations and other contacts in the industries in which we operate.
3
PART I.
ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS
Not applicable.
ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE
Not applicable.
ITEM 3. KEY INFORMATION
A. [Reserved]
B. Capitalization and Indebtedness
Not applicable.
C. Reasons for the Offer and Use of Proceeds
Not applicable.
D. Risk Factors
Summary Risk Factors
The following summarizes the principal factors that make an investment in our company speculative or risky, all of which are more fully described in the Risk Factors below. This summary should be read in conjunction with the Risk Factors below and should not be relied upon as an exhaustive summary of the material risks facing our business. The following factors could result in harm to our business, reputation, revenue, financial results and prospects, among other impacts:
Risks Related to Our Business and Industry
•We are subject to numerous risks associated with the evolving market for products with AI capabilities.
•Our results of operations may be adversely affected if we are unable to effectively manage our workforce, including utilization rates, productivity and attrition.
•We have been, and may in the future be, unable to achieve anticipated growth, which has had, and may in the future have, an adverse effect on our results of operations, business and prospects.
•Our business may be vulnerable to changes in political and economic conditions globally, including the effects of tariffs and other trade measures.
•If the pricing structures we use for our client contracts are based on inaccurate assumptions regarding the cost, complexity or scope of our services, our contracts could be unprofitable, which could adversely affect our results of operations, financial condition and cash flows from operations.
•If we were to lose the services of our senior management team or other key employees, our business operations, competitive position, client relationships, revenues and results of operations may be adversely affected.
•If we do not continue to innovate and remain at the forefront of emerging technologies and related market trends, we may lose clients and not remain competitive, which could cause our revenues and results of operations to suffer.
•If any of our largest clients terminates, decreases the scope of, or fails to renew its business relationship or short-term contract with us, our revenues, business and results of operations may be adversely affected.
•We face intense competition from technology and IT services providers, and an increase in competition, our inability to compete successfully, pricing pressures or loss of market share could materially adversely affect our revenues, results of operations and financial condition.
•Our business depends on a strong brand and corporate reputation, and if we are not able to maintain and enhance our brand, our ability to expand our client base will be impaired and our business and operating results will be adversely affected.
•Our labor costs and the operating restrictions that apply to us could increase as a result of collective bargaining negotiations and changes in labor laws and regulations, and disputes resulting in work stoppages, strikes, or disruptions could adversely affect our business.
•Evolving and conflicting environmental, social and governance (“ESG”) related laws and regulations, stakeholders' expectations with respect to ESG or our voluntary ESG goals, could increase our compliance costs, expose us to litigation or reputational harm and adversely affect our business, performance and results of operations.
4
Risks Related to our Global Operations
•Our results of operations could be adversely affected by economic and geopolitical conditions, in particular, in the markets in which we operate.
•The governments of many countries in which we operate have exercised and may continue to exercise significant influence over those countries' economies, which could adversely affect our business, financial condition, results of operations and prospects.
•Inflation in the countries in which we operate could adversely affect our business and results of operations.
•Our business, results of operations and financial condition may be adversely affected by fluctuations in currency exchange rates.
•Changes in the tax laws or in the interpretation or enforcement or the loss of any country-specific tax benefits could have a material adverse effect on our financial condition and results of operations.
•Our business, results of operations and financial condition may be adversely affected by the various conflicting and/or onerous legal and regulatory obligations required in the countries where we operate.
Risks Related to the Company and the Ownership of Our Common Shares
•The price of our common shares may be highly volatile.
•We may be classified by the Internal Revenue Service as a "passive foreign investment company" (a "PFIC"), which may result in adverse tax consequences for U.S. investors.
•Our business and results of operations may be adversely affected by the increased strain on our resources from complying with the reporting, disclosure, and other requirements applicable to public companies in the United States.
You should carefully consider the risks and uncertainties described below, together with the other information contained in this annual report, before making any investment decision. Any of the following risks and uncertainties could have a material adverse effect on our business, prospects, results of operations, margins and financial condition. The market price of our common shares could decline due to any of these risks and uncertainties, and you could lose all or part of your investment. The risks described below are those that we currently believe may materially affect us.
Risks Related to Our Business and Industry
We are subject to numerous risks associated with the evolving market for products with AI capabilities.
The markets and use cases for products with AI capabilities have been rapidly evolving, are difficult to predict and may impact demand for our products and services, pricing and margin. We use AI and machine learning (“ML”) technologies in certain of our products and services, using Globant’s own proprietary AI models, as well as third-party models. We have also deployed AI enabled solutions to enhance our internal processes, including proprietary AI assistants such as “Geno”, a tool to optimize staffing and talent management processes, and “Sensei,” a system that offers tailored learning and career development experiences, each of which leverage OpenAI’s GPT models. In addition, during 2025, we introduced new AI Pods powered by Globant Enterprise AI that provide clients with access to agentic AI capabilities. The significant investments we have made to develop products intended to satisfy the increasing demand for AI capabilities may be insufficient. Conversely, demand for AI-enabled products and services may not materialize. In addition, we face significant hurdles, including whether third-party developers will develop software that utilizes or is based on the AI capabilities of our products and whether we will be successful in developing AI-enabled products that can compete with offerings by established competitors.
5
Our use of AI technology may subject us to reputational, financial, legal or regulatory risks. As we incorporate AI technology into our products and services, any failure to address concerns relating to the responsible use of the evolving AI technology in our products and services may cause harm to our reputation or financial liability and, as such, may increase our costs to address or mitigate such risks and issues. AI technology may create ethical issues, generate defective algorithms, and present other risks that create challenges with respect to its adoption. In addition, evolving rules, regulations, and industry standards governing AI may require us to expend significant resources to modify, maintain, or align our business practices or products to comply with rules and regulations, the nature of which cannot be determined at this time. Several jurisdictions, including the EU and certain US states, have already proposed or enacted laws governing AI. For example, the EU has adopted the EU AI Act, a risk-based framework, subjecting certain AI technologies to numerous compliance obligations, including transparency, conformity and risk assessment, monitoring and human oversight requirements. Under the EU AI Act, non-compliant companies may be subject to administrative fines of up to 35 million Euros or 7% of a company’s total worldwide annual turnover for the preceding financial year, whichever amount is higher. As of early 2025, the EU AI Act imposed prohibitions on specific unacceptable AI practices, such as social scoring by public authorities, alongside new obligations related to AI literacy. In August 2026, the majority of the EU AI Act’s provisions, including extensive transparency requirements and obligations for most high-risk systems (e.g., in critical infrastructure, law enforcement, and education) will become fully enforceable; while all remaining obligations for high-risk AI systems will take effect in August 2027, requiring comprehensive compliance across all AI use cases. There is still limited guidance on the EU AI Act, but it could, depending on how provisions are interpreted and enforced, limit the ability to create and deploy AI systems for uses deemed high-risk in the EU or add increased compliance costs associated with developing, marketing and/or implementing AI systems. The regulatory environment surrounding the impact of the implementation of AI on our products and services may adversely affect our ability to provide our services and as a result may cause harm to our reputation and financial liability.
Our results of operations may be adversely affected if we are unable to effectively manage our workforce, including utilization rates, productivity and attrition.
Our profitability and operating results depend in part on our ability to maintain appropriate utilization rates and productivity levels of our Globers, which are affected by a number of factors, including our ability to forecast client demand, appropriately size, deploy and transition Globers between projects, manage attrition, invest in training and professional development, control payroll costs and win new client engagements.
Our success also depends on our ability to attract, develop and retain highly-skilled IT professionals in a competitive labor market. Competition for qualified personnel, including as a result of remote and hybrid work models, has increased and may continue to increase, which could limit our ability to hire qualified technology professionals in sufficient numbers. Labor shortages and/or increased competition for talent could prevent us from completing our services in a timely manner and may result in contractual penalties, the loss of clients or the failure to renew existing contracts. In addition, in April 2025, we launched a business optimization plan (the "Business Optimization Plan") to strategically transform our operations, which is expected to generate cost savings for the Company, including by examining practices and efficiencies in methods of working, reduction in headcount and optimizing external spend. The Business Optimization Plan may increase the risk of employee attrition, particularly among key personnel, senior leadership, or employees with critical technical, industry or client-specific expertise. Workforce actions, organizational changes, or uncertainty associated with our transformation efforts may negatively affect employee morale, engagement or retention, and may make it more difficult to attract and retain highly skilled professionals in a competitive labor market. In addition, as part of such optimization efforts, we may in the future face wrongful termination, discrimination or other legal claims from employees affected by ongoing changes in our workforce. We may incur substantial costs defending against such claims, regardless of their merits, and such claims may significantly increase our severance costs.
The total attrition rate among our Globers was 13.6%, 9.5% and 8.1% for the years ended December 31, 2025, 2024 and 2023, respectively. If attrition increases above historical levels, or if we are unable to hire or retain qualified personnel in sufficient numbers to appropriately staff projects, our operating efficiency, utilization rates and productivity levels could decline, while personnel and training costs could increase. In addition, we may be unable to timely deliver services, renew existing engagements or win new business, any of which could have a material adverse effect on our business, results of operations and financial condition.
We have been, and may in the future be, unable to achieve anticipated growth, which has had, and may in the future have, an adverse effect on our results of operations, business and prospects.
In recent periods, we have been unable to achieve anticipated growth. Several factors, including macroeconomic conditions, clients’ IT spending reductions, intense competition and the evolution of products with AI capabilities, have adversely affected, and may continue to adversely affect, clients’ demand for our services. As a result, our anticipated growth has slowed and could continue to slow for an indefinite period, which could adversely affect our results of operations.
6
We intend to continue our expansion and pursue existing and potential market opportunities. However, as we restructure our Studios, introduce new services or enter new markets, we may face new market, technological and operational risks and challenges with which we are unfamiliar, and which we may not be able to successfully mitigate, limiting our ability to grow these services or markets.
Our future growth also depends on our ability to recruit, hire and train technology professionals, grow our international operations, expand our delivery capabilities, add effective sales staff and management personnel, expand service offerings, maintain existing clients and win new business. Client demand, the availability of high-quality technical and operational personnel and their compensation rates, regulatory environments, the deployment of employees onsite or near client locations and other factors may place additional operational and structural demands on our business. If these demands are not managed effectively, they could have a material adverse effect on the delivery and quality of our services and on our ability to attract and retain technology professionals.
Any slowdown in our growth and/or failure to effectively manage growth through the continued improvement of our infrastructure, quality standards or ability to expand our services could adversely affect our results of operations.
Our business may be vulnerable to changes in political and economic conditions globally, including the effects of tariffs and other trade measures.
Our overall performance depends in part on global economic conditions. Global economic and business activities continue to face widespread macroeconomic uncertainties, including market volatility, changes in international economic and trade relations, supply chain disruptions, changes in the labor market, elevated interest rates and potential increases in inflation, foreign currency exchange rate fluctuations and recession risks, which may continue for an extended period. Additionally, the instability in the political environment in many parts of the world, including in the United States, and changes and uncertainty with respect to trade policies, actual or threatened tariffs, treaties, government regulations, executive orders, directives and enforcement priorities could have an adverse effect on the global economy and/or our business. Given the volatility and uncertainty regarding the scope and duration of tariffs and other aspects of U.S. and foreign government trade policies, the ultimate impact on our operations and financial results remains uncertain. Political tensions as a result of such trade policies could reduce trade volume, investment, technological exchange and other economic activities between major international economies, resulting in a material adverse effect on global economic conditions and the stability of global financial markets.
Adverse macroeconomic conditions may result in decreased or delayed spending on IT-related services by our current and prospective customers and business partners, reduced demand for or usage of our products and services, longer or delayed sales cycles, including current and prospective customers delaying contract signing or contract renewals, reduced budgets or minimum commitments related to the products that we offer, or delays in customer payments or our ability to collect accounts receivable, all of which could negatively affect our revenue and business. Additionally, our customers may be affected by changes and uncertainty in the global political environment with respect to trade and other policies. For example, uncertainty regarding the impact of tariffs on certain countries by the U.S. administration, as well as potential or actual retaliatory measures taken by trade partners, have adversely affected trade relations, put increased pressure on supply chains, and led to increased market volatility, and such effects may continue. Any resulting harm to our customers’ businesses could depress their usage levels and/or purchasing power and lead them to reduce their spending with us. Further, if customers fail to pay us as a result of adverse macroeconomic or geopolitical conditions or otherwise, we may be required to take steps to enforce the terms of our contracts and collect amounts due, which may not succeed. In an inflationary environment, we may be unable to raise the sales prices of our products and services at or above the rate at which our costs increase, which could have a material adverse effect on our financial results.
Further, if the equity and credit markets deteriorate, including as a result of political unrest or war, it may make any necessary debt or equity financing more difficult to obtain in a timely manner or on favorable terms, more costly or more dilutive. Increased inflation rates can adversely affect us by increasing our costs, including labor and employee benefit costs. In addition, higher inflation could also increase our clients’ operating costs, which could result in reduced budgets for our clients and potentially less demand for our products and services. Consistent high inflation and any related high interest rates could have a material adverse effect on our business, results of operations and financial condition.
7
If the pricing structures we use for our client contracts are based on inaccurate assumptions regarding the cost, complexity or scope of our services, our contracts could be unprofitable, which could adversely affect our results of operations, financial condition and cash flows from operations.
We perform our services primarily under time-and-materials contracts. We charge clients for our services under these contracts at hourly rates, which are highly dependent on the complexity of the project, the anticipated staffing mix, internal forecasts of our operating costs, and expectations regarding future cost increases driven by wage inflation and other marketplace conditions. Typically, we do not have the ability to increase our hourly rates to offset salary and other costs increases. Because we conduct a substantial part of our operations through our operating subsidiaries located in Argentina, Colombia, México and India, our costs are subject to wage inflation and other local market conditions in these countries, which have increased significantly in recent years.
We also enter into fixed-price contracts, which are based on our assumptions and forecasts regarding the resources, time and costs required to deliver the agreed-upon services or complete the related project. These assumptions and forecasts are inherently uncertain and are often based on limited data. As a result, the actual resources, time and costs required may materially differ from our expectations. Revenues from our fixed-price contracts represented 28.0%, 25.1% and 18.3% of our total revenues for the years ended December 31, 2025, 2024 and 2023, respectively.
During 2025, we introduced a new subscription-based pricing model for certain of our AI-powered services, including engineering, product definition, design and testing at scale, which are delivered through our AI Pods powered by Globant Enterprise AI. These new AI Pods provide clients with access to agentic AI capabilities through monthly, token-based, metered subscriptions. We cannot provide assurance that this subscription-based pricing model will achieve market acceptance, that client demand for our AI-powered services will develop or grow as expected, that revenues generated under this model will meet our expectations, or that any revenue growth will be sustainable or indicative of continued customer demand or broad adoption of this model.
In addition, we rely, to a limited extent, on third-party suppliers of goods and services, and we cannot assure that our suppliers’ pricing terms will not increase and/or that we will be able to carry-forward such pricing increases to our clients.
Unexpected increases in salaries and other operating costs beyond our forecasts that we are not able to carry-forward to our clients, inaccuracies in estimated costs, resources and time required to perform time-and-materials or fixed-price engagements, any failure to meet contractual specifications, timelines or client expectations, unforeseen changes in a project’s scope, inaccuracies or uncertainties related to the pricing, demand, usage patterns or cost structure of our subscription-based pricing model, or the increase of our third-party suppliers’ pricing, could render certain contracts or subscriptions unprofitable. Any of these events could adversely affect our results of operations, financial condition and cash flows from operations.
If we were to lose the services of our senior management team or other key employees, our business operations, competitive position, client relationships, revenues and results of operations may be adversely affected.
Our future success heavily depends upon the continued services of our senior management team and other key employees. The loss of one or more of our senior executives or key employees, whether due to resignation, termination or otherwise, could disrupt our operations, impair the execution of our strategy and adversely affect our relationship with clients. We may not be able to replace them in a timely manner or at all, particularly considering the intense competition for experienced executives and highly skilled professionals in our industry.
Our ability to attract and retain senior executives and key employees depends, in part, on the competitiveness of our total compensation arrangements, including equity-based incentive compensation. If the anticipated value of such incentives does not materialize due to volatility or declines in our share price, or if our overall compensation arrangements are not perceived as competitive, we may be unable to retain our senior executives and key employees or attract and retain new senior executives and key employees in the future, which could adversely affect our business and results of operations.
In addition, if any member of our senior management team, key employees or sales personnel were to join a competitor or establish a competing business, we may lose clients, suppliers, know-how and/or key IT professionals to any such competitor, and our revenues could be adversely affected. Certain of our senior executives and employees maintain close relationships with our clients, and their departure could increase the risk of client losses. Additionally, any unauthorized disclosure or use of our technical knowledge, practices or procedures by such personnel could further harm our competitive position and result of operations. Although we have entered into non-competition, non-solicitation and nondisclosure agreements with certain of our founders, senior executives and key employees, the enforceability of such agreements may be subject to legal, jurisdictional and practical limitations, and such agreements may not provide effective protection to us.
8
If we do not continue to innovate and remain at the forefront of emerging technologies and related market trends, we may lose clients and not remain competitive, which could cause our revenues and results of operations to suffer.
Technological advances and innovation are constant in the technology services industry. As a result, we must continue to invest significant resources in research and development to stay abreast of technology developments so that we may continue to deliver software products that our clients will wish to purchase. If we are unable to anticipate technology developments, enhance our existing services or develop and introduce new services to keep pace with such changes and meet changing client needs, we may lose clients and our revenues and results of operations could suffer.
Our results of operations would also suffer if our innovations were not responsive to the needs of our clients, are not appropriately timed with market opportunities or are not effectively brought to market. Our competitors may be able to offer engineering, design and innovation services that are, or that are perceived to be, substantially similar or better than those we offer. This may force us to compete on other fronts in addition to the quality of our services and to expend significant resources to remain competitive, which we may be unable to do. As we expand our software products and services, we may be exposed to new operational, legal, regulatory, ethical and technological risks that require us to take effective actions to protect our business.
If any of our largest clients terminates, decreases the scope of, or fails to renew its business relationship or short-term contract with us, our revenues, business and results of operations may be adversely affected.
We generate a significant portion of our revenues from our ten largest clients. During the years ended December 31, 2025, 2024 and 2023, our largest customer based on revenues, The Walt Disney Company, accounted for 8.7% of our revenues in each such year. During the years ended December 31, 2025, 2024 and 2023, our ten largest clients accounted for 29.2%, 29.3% and 32.0% of our revenues, respectively.
Our ability to maintain close relationships with these and other major clients is essential to the growth and profitability of our business. However, most of our client's contracts are limited to short-term, discrete projects without any commitment to a specific volume of business or future work, and the volume of work performed for a specific client is likely to vary from year to year, especially since we are generally not our clients' exclusive technology services provider. A major client in one year may not provide the same level of revenues for us in any subsequent year. The technology services we provide to our clients, and the revenues and income from those services, may decline or vary as the type and quantity of technology services we provide changes over time. In addition, our reliance on any individual client for a significant portion of our revenues may give that client a certain degree of pricing leverage against us when negotiating contracts and terms of service.
The loss or diminution in business from any of our major clients could have a material adverse effect on our revenues and results of operations.
We face intense competition from technology and IT services providers, and an increase in competition, our inability to compete successfully, pricing pressures or loss of market share could materially adversely affect our revenues, results of operations and financial condition.
The market for technology and IT services is intensely competitive, highly fragmented and subject to rapid change and evolving industry standards and we expect competition to intensify. We believe that the principal competitive factors that we face are the ability to innovate; technical expertise and industry knowledge; end-to-end solution offerings; reputation and track record for high-quality and on-time delivery of work; effective employee recruiting; training and retention; responsiveness to clients' business needs; scale; financial stability; and price.
We face competition primarily from large global consulting and outsourcing firms, digital agencies and design firms, traditional technology outsourcing providers, and the in-house product development departments of our clients and potential clients. Some of our competitors have substantially greater financial, technical and marketing resources and greater name recognition than we do, and may devote greater resources towards the development, promotion and sale of their services or pursue acquisitions or strategic relationships that enhance their competitive position. As a result, they may be able to compete more aggressively on pricing or devote greater resources to the development and promotion of technology and IT services. Companies based in some emerging markets also present significant price competition due to their competitive cost structures and tax advantages.
9
In addition, we expect to continue to face competition from new technology services providers. Further, there is a risk that our clients may elect to increase their internal resources to satisfy their services needs as opposed to relying on a third-party vendor, such as us. The technology services industry is also undergoing consolidation, which may result in increased competition in our largest target markets in North America and Europe from larger firms that may have substantially greater financial, marketing or technical resources, may be able to respond more quickly to new technologies or processes and changes in client demands, and may be able to devote greater resources to the development, promotion and sale of their services than we can. Increased competition could also result in price reductions, reduced operating margins and loss of our market share. We cannot assure you that we will be able to compete successfully with existing or new competitors or that competitive pressures will not materially adversely affect our business, results of operations and financial condition.
Our business depends on a strong brand and corporate reputation, and if we are not able to maintain and enhance our brand, our ability to expand our client base will be impaired and our business and operating results will be adversely affected.
Since many of our specific client engagements involve highly tailored solutions, our corporate reputation is a significant factor in our clients' and prospective clients' determination of whether to engage us. We believe the Globant brand name and our reputation are important corporate assets that help distinguish our services from those of our competitors and also contribute to our efforts to recruit and retain talented IT professionals. However, our corporate reputation is susceptible to damage by actions or statements made by current or former employees or clients, competitors, vendors, adversaries in legal proceedings and government regulators, as well as members of the investment community and the media. There is a risk that negative information about our company, even if based on false rumors or misunderstanding, could adversely affect our business. In particular, damage to our reputation could be difficult and time-consuming to repair, make potential or existing clients reluctant to select us for new engagements, resulting in a loss of business, and adversely affect our recruitment and retention efforts. Damage to our reputation could also reduce the value and effectiveness of our Globant brand name and could reduce investor confidence in us and result in a decline in the price of our common shares.
Our labor costs and the operating restrictions that apply to us could increase as a result of collective bargaining negotiations and changes in labor laws and regulations, and disputes resulting in work stoppages, strikes, or disruptions could adversely affect our business.
As of December 31, 2025, approximately 13.5% of our Globers are covered by Collective Bargaining Agreements (“CBAs”), including Globers from our Brazilian, French, Spanish, Portuguese and Italian subsidiaries, as well as from some of our Argentinean subsidiaries. For complete details of the covered employees see “Directors, Senior Management and Employees — Employees”.
There can be no assurance that our non-unionized employees will not become unionized or become covered by existing or new CBAs, including as a result of acquisitions of businesses whose employees are subject to such agreements. In addition, existing CBAs may be amended, and we may become subject to new CBAs, that may impose more stringent or costly labor obligations, work rules or other restrictions than those currently applicable to us. We cannot assure you that we or our operating subsidiaries will not experience work disruptions, strikes or work stoppages in the future, including in connection with CBA negotiations or otherwise. In addition, we cannot assure you that we will be able to negotiate new CBAs on the same terms as those currently in effect. Any disruptions, strikes, work stoppages, changes to existing or new CBAs or to labor laws and regulations could materially adversely affect our business and results of operations.
Evolving and conflicting environmental, social and governance (“ESG”) related laws and regulations, stakeholders’ expectations with respect to ESG or our voluntary ESG goals could increase our compliance costs, expose us to litigation or reputational harm, and adversely affect our business, performance and results of operations.
ESG-related regulatory requirements and stakeholder expectations regarding our ESG strategy and commitments continue to evolve and diverge across jurisdictions, increasing the complexity and risks associated with ESG compliance. As investor policy and public sentiment changes, and regulations and legislation and presidential executive orders related to ESG disclosure and initiatives are adopted or suspended regionally and globally, our compliance obligations may not be aligned with investor, political, or legal support for or opposition to ESG investments, programs, and disclosure. Failure to invest in and comply with ESG initiatives and regulations could limit our access to certain markets, result in fines, or cause reputational harm. Likewise, our commitment to ESG policies and programs could similarly harm our business and reputation with investors, clients, and the public.
10
In the United States, certain states, including California, have enacted laws that impose significant climate-related disclosure and reporting requirements, including with respect to greenhouse gas emissions, climate-related financial risks and climate-related claims. In Europe, ESG regulation is also expanding and becoming more prescriptive. European Union laws and regulations, including those related to sustainability reporting, supply chain due diligence, climate transition planning and human rights, may impose extensive disclosure, governance and operational requirements on companies operating in or doing business with the EU.
The differing and sometimes inconsistent approaches taken by federal, state and international authorities increase the complexity and cost of ESG compliance. ESG regulatory requirements may require significant changes to our processes, controls and data collection practices and may expose us to additional compliance costs, regulatory scrutiny, penalties or civil liability if we fail to comply or if implementation requirements change, which may adversely affect our business, results of operations and financial condition.
At the same time, there has been increasing scrutiny of ESG- and, diversity, equity and inclusion (“DEI”)-related initiatives, including the enactment of, or proposals for, anti-ESG or anti-DEI legislation and policies in the United States, and heightened regulatory and public attention. Further, some advocacy groups and federal and state officials have asserted that the U.S. Supreme Court’s decision striking down race-based affirmative action in higher education in June 2023 should be analogized to private employment matters and private contract matters and several media campaigns and cases alleging discrimination based on such arguments have been initiated since the decision. If we were sued under any of these claims, our financial condition, reputation or business could be adversely impacted.
Increasingly, different stakeholder groups have divergent views on ESG matters, which increases the risk that any action or lack thereof with respect to ESG matters will be perceived negatively by at least some of them and adversely impact our reputation and business. Our actual or perceived ESG-related initiatives, policies or commitments and any failure to achieve or pursue them could result in unfavorable ESG ratings and/or negatively impact our reputation, and result in ESG-focused investors not purchasing and holding our common shares, loss of business from ESG-focused clients and potential clients, and difficulty attracting and retaining talent. This could negatively impact our revenue, profitability, share price and our access to and cost of capital, or otherwise materially harm our business.
Achieving our ESG goals and commitments, responding to ESG considerations, regulations, and policies and any potential litigation or enforcement actions involves risks and uncertainties, requires management attention and investments, and depends in part on third-party performance or data that is outside our control. We cannot assure that we will achieve our announced ESG goals and commitments, and our failure or perceived failure to achieve them, to maintain practices aligned with regulations and stakeholders’ expectations, or to comply with new ESG regulations or expectations could harm our reputation, adversely impact our ability to attract and retain customers and talent, and expose us to legal and regulatory proceedings and increased scrutiny from a range of stakeholders, what could have a material adverse effect on our business, results of operations, value chain and financial condition.
Our revenues are dependent on a limited number of industries, and any decrease in demand for technology services in these industries could reduce our revenues and adversely affect our results of operations.
During the years ended December 31, 2025, 2024 and 2023, an aggregate of 59.3%, 58.7% and 56.9% of our total revenues were generated from clients in the banks, financial services and insurance industries, media and entertainment, and consumer, retail and manufacturing. Our business growth largely depends on continued demand for our services from clients in these industries, as well as on trends in these industries to purchase technology services or to move such services in-house.
A downturn in any of these industries, or a slowdown or reversal of the trend to spend on technology services, or other developments in any of these industries could result in a decrease in the demand for our services and materially adversely affect our revenues, financial condition and results of operations. For example, consolidation in any of these industries or acquisitions, particularly involving our clients, may adversely affect our business. Our clients may experience rapid changes in their prospects, substantial price competition and pressure on their profitability. This, in turn, may result in increasing pressure on us from clients in these key industries to lower our prices, which could adversely affect our revenues, results of operations and financial condition.
11
We operate in a rapidly evolving industry, which makes it difficult to evaluate our future prospects, may increase the risk that we will not continue to be successful and, accordingly, may increase the risk of your investment.
The technology services industry is continuously evolving. Competition, fueled by rapidly changing consumer demands and constant technological developments, renders the technology services industry one in which success and performance metrics are difficult to predict and measure. Because services and technologies are rapidly evolving and each company within the industry can vary greatly in terms of the services it provides, its business model, and its results of operations, it can be difficult to predict how many companies' services, including ours, will be received in the market. While enterprises have been willing to devote significant resources to incorporate emerging technologies and related market trends into their business models, enterprises may not continue to spend any significant portion of their budgets on our services in the future. The increasing reliance on automation, AI, ML and other new technologies by our clients may reduce the demand for our services and adversely impact our results of operations. Neither our past financial performance nor the past financial performance of any other company in the technology services industry is indicative of how our company will fare financially in the future. Our future profits may vary substantially from those of other companies, and those we have achieved in the past, making investment in our company risky and speculative. If our clients' demand for our services declines, as a result of economic conditions, market factors or shifts in the technology industry, our business would suffer and our results of operations and financial condition would be adversely affected.
If our services are inadequate and/or our software solutions are defective, our clients may have claims for substantial damages against us, which could cause us to lose clients, have a negative effect on our reputation and adversely affect our results of operations.
The services we provide and the software solutions we develop are often critical to our clients’ businesses. If our services consistently fail to meet our clients’ requirements or our software solutions contain defects, our clients’ businesses could be disrupted, which could result in the loss of clients or business, a reduction in our revenues or claims for substantial damages against us, and could seriously damage our reputation and limit our ability to attract new business.
We are often required to make certain representations and warranties regarding the quality and functionality of our software. Undetected software defects could result in contractual liability and litigation, which could have a material adverse effect on our business, financial condition, results of operations and reputation.
In addition, certain of our clients’ contracts require us to comply with security obligations including maintaining network security and backup data, ensuring our network is virus-free, maintaining business continuity planning procedures, and verifying the integrity of employees that work with our clients by conducting background checks. Any failure in a client’s system or breach of security relating to the services we provide to the client could damage our reputation or result in a claim for substantial damages against us. Any significant failure of our equipment or systems, or any major disruption to basic infrastructure like power and telecommunications in the locations in which we operate, could impair our ability to provide services to clients, result in the loss of clients, have a negative impact on our reputation, and adversely affect our results of operations.
Although certain of our client contracts limit to some extent our liability for breaches of our obligations, such limitations may be unenforceable, may not apply in all circumstances, or otherwise may not protect us from liability for damages. In addition, certain liabilities, such as claims of third parties for which we may be required to indemnify our clients, may not be limited under our contracts.
If client damages are not limited or exceed our insurance coverage, or if coverage is denied by our insurance carriers for any reason, we could be exposed to significant uninsured losses, which could have a material adverse effect on our business, results of operations, financial condition and reputation.
12
Our client relationships, revenues, results of operations and financial condition may be adversely affected if we experience disruptions in our business.
Disruptions in telecommunications, system failures, internet infrastructure, computer virus attacks or other operational disruptions caused by factors outside of our control, such as hostilities, political unrest, terrorist attacks, natural disasters, and public health emergencies (including pandemics) could adversely impact our ability to deliver services to our clients, which could result in client dissatisfaction, harm to our reputation, and a loss of business and related reduction of our revenues. Our business continuity and disaster recovery plans may not be effective at preventing or mitigating the effects of such disruptions, and we may not be able to consistently maintain active voice and data communications between our various global operations and with our clients due to disruptions in telecommunication networks and power supply, system failures, computer virus attacks or other operational disruptions. Any significant failure in our ability to communicate could result in a disruption in business, which could hinder our performance and our ability to complete projects on time. Such failure to perform on client contracts could have a material adverse effect on our business, results of operations and financial condition.
If our computer systems or data, or our service providers’ systems or data, are subject to security incidents or breaches, or if any of our employees misuses or misappropriates data, it may disrupt our operations, and we may face reputational damage, lose clients and revenues, or incur losses.
Our business is heavily dependent on the security of our IT networks and those of our clients, as well as our third-party providers. We have access to, and we collect, transmit and store data, including confidential client and client customer data, intellectual property, and personal data. Threats to network and data security are increasingly diverse and sophisticated, and despite our efforts, they have increased in number due in part to the growing breadth and complexity of IT networks and systems and large number of employees working remotely. Our internal or external IT servers and networks, or those of our third party processors, providers or clients, are vulnerable to cybersecurity risks, including viruses and worms, phishing attacks, ransomware attacks, denial-of-service attacks, physical or electronic break-ins, third party or employee theft or misuse, and similar disruptions, which could disrupt the normal operations of our engagements and impede our ability to provide critical services to our clients, thereby subjecting us to liability under our contracts and applicable data protection laws.
While we take measures designed to protect the security of, and unauthorized access to, our systems and data, and the privacy of confidential information and personal data, our security controls over our systems and the systems of our processors, vendors and clients with which we operate and rely upon, as well as any other security practices we follow, may not prevent the improper access to or the unauthorized acquisition, use or disclosure of data, including confidential information, personal data, intellectual property and proprietary information. We do not control the operations or facilities of our service providers that collect, store, and process data on our behalf. If any of these service providers is subject to a security incident, we may not initially be aware of it, and we may not be able to control the investigation into the incident. In addition, we may be required to notify our clients if one of our service providers is subject to a security incident that affects our clients’ data, and it may disrupt our operations and impede our ability to provide our services. Many of our client contracts do not limit our potential liability for breaches of confidentiality.
In the past, we have experienced, and in the future, we may again experience, data security incidents resulting from unauthorized access to our and our service providers’ systems and unauthorized acquisition of our data and our clients’ data including, but not limited to: inadvertent disclosure, misconfiguration of systems, phishing ransomware or malware attacks. In addition, our clients have experienced, and may in the future experience, breaches of systems and cloud-based services enabled by or provided by us.
In addition, we may also be bound by contractual obligations related to data privacy and security. If any person, including any of our employees, negligently disregards or intentionally breaches our established controls with respect to client, third-party or our data, or otherwise mismanages or misappropriates that data, we could be subject to significant litigation, monetary damages, regulatory enforcement actions, fines and/or criminal prosecution in one or more jurisdictions. These monetary damages might not be subject to a contractual limit of liability or an exclusion of consequential or indirect damages and could be significant. In addition, we may not be able to obtain insurance coverage for, or full insurance coverage for, all damages and losses related to security incidents, cyberattacks and other related incidents or similar risks, and any or all such damages and losses could exceed our insurance coverage or be denied by the insurance carriers for any reason, which could have a material adverse effect on our reputation and/or on our business, results of operations and financial condition.
13
Unauthorized access, disclosure of confidential client and client customer data, intellectual property or personal data or other loss of information, whether through breach of our or others' computer systems, systems failure, loss or theft of confidential information or intellectual property belonging to our clients or our clients' customers, or otherwise, could result in legal claims or proceedings, liability and damages under applicable laws, regulatory investigations or penalties, breach notification obligations, a requirement to provide monitoring services, breach of contract claims, significant fines, administrative sanctions, and could adversely affect our business, revenues, reputation, brand and competitive position and result in financial and other potential losses, as well as require us to expend significant resources to protect against further incidents and to rectify any problems caused by these events.
Our business results of operations and financial condition could be adversely affected by the unauthorized use of our intellectual property or our violation of the intellectual property of others.
Our success depends in part on certain methodologies, practices, tools and technical expertise we utilize in designing, developing, implementing and maintaining applications and other proprietary intellectual property (including trade secrets, patents, copyrights and trademarks); and on our ability to avoid infringing on the intellectual property of third parties.
In order to protect our intellectual property rights, we rely on a combination of nondisclosure, confidentiality and other contractual arrangements as well as trade secret, patent, copyright and trademark laws. We cannot assure you that we will be successful in maintaining existing, or obtaining future, intellectual property rights or registrations or that the current or future laws of the countries in which we operate or the contractual and other protective measures we take are adequate to protect us from misappropriation or unauthorized use of our intellectual property, or that such laws will not change. We further cannot assure you that we will be able to detect unauthorized use of our intellectual property and take appropriate steps to enforce our rights, and that any such steps will be successful or that we have taken all necessary steps to enforce our intellectual property rights in every jurisdiction in which we operate and that such intellectual property laws are adequate to protect our interest.
Further, our current and former Globers and independent contractors could challenge our exclusive rights to the software they have developed in the course of their employment or service. In certain countries in which we operate, the employer is deemed to own the copyright work created by its employees during the course, and within the scope, of their employment, but the employer may be required to satisfy additional legal requirements in order to make further use and dispose of such works. While we believe that we have fulfilled all requirements necessary to acquire all rights in software developed by our employees and independent contractors, these requirements are often ambiguously defined and enforced. As a result, we cannot guarantee success in defending against claims from current or former Globers or independent contractors challenging our rights over their work or seeking extra compensation for such works.
We may also be subject to litigation involving claims of patent infringement or violation of other intellectual property rights of third parties. We typically indemnify clients who purchase our services and solutions against potential infringement of intellectual property rights, which subjects us to the risk of indemnification claims. In addition, we are subject to additional risks as a result of our recent and possible future acquisitions and the hiring of new employees who may misappropriate intellectual property from their former employers. Indemnification and other rights under acquisition documents may be limited in term and scope and may therefore provide little or no protection from these risks. Parties making infringement claims may be able to obtain an injunction to prevent us from delivering our services or using technology involving the allegedly infringing intellectual property.
Intellectual property litigation is expensive, time-consuming, could divert management's attention away from our business and are often not subject to liability limits or exclusions. A successful infringement claim against us, could, among other things, require us to pay substantial damages, develop substitute non-infringing technology, or rebrand our name or enter into royalty or license agreements that may not be available on acceptable terms, if at all, and would require us to cease making, licensing or using products that have infringed a third party's intellectual property rights. Protracted litigation could also result in existing or potential clients deferring or limiting their purchase or use of our software product development services or solutions until resolution of such litigation, or could require us to indemnify our clients against infringement claims in certain instances. In addition, any intellectual property claim or litigation, whether we ultimately win or lose, could damage our reputation and materially adversely affect our business, financial condition and results of operations.
14
Our cash flows and results of operations may be adversely affected if we are unable to collect on billed and unbilled receivables from clients.
Our business depends on our ability to successfully obtain payment from our clients of the amounts they owe us for work performed. We evaluate the financial condition of our clients and usually bill and collect on relatively short cycles. We maintain provisions against receivables. Actual losses on client balances could differ from those that we anticipate and, as a result, we may need to adjust our provisions. We cannot assure you that we will accurately assess the creditworthiness of our clients. Macroeconomic conditions, such as a potential credit crisis in the global financial system, could also result in financial difficulties for our clients, including limited access to the credit markets, insolvency or bankruptcy. Such conditions could cause clients to delay payment, request modifications of their payment terms, or default on their payment obligations to us, all of which could increase our receivables balance. Timely collection of fees for client services also depends on our ability to complete our contractual commitments and subsequently bill for and collect our contractual service fees. If we are unable to meet our contractual obligations, we might experience delays in the collection of or be unable to collect our client balances, which could adversely affect our results of operations and cash flows. In addition, if we experience an increase in the time required to bill and collect for our services, our cash flows could be adversely affected, which could affect our ability to make necessary investments and, therefore, our results of operations.
Strategic acquisitions to complement and expand our business have been and will likely remain an important part of our competitive strategy. If we fail to acquire companies whose prospects, when combined with our company, would increase our value, or if we acquire and fail to efficiently integrate such other companies, then our business, results of operations, and financial condition may be adversely affected.
We have expanded, and may continue to expand, our operations through strategically targeted acquisitions focused on deepening our relationships with key clients, extending our technological capacities including services over platforms, broadening our service offering and expanding the geographic footprint of our delivery centers. We completed a number of acquisitions in 2023, 2024 and 2025. Financing of any future acquisitions could require the incurrence of indebtedness, the issuance of equity or a combination of both. In addition, if we finance acquisitions by issuing shares or convertible debt, our existing shareholders may be diluted, which could affect the market price of our shares. There can be no assurance that we will be able to identify, acquire or profitably manage additional businesses or successfully integrate any acquired businesses without substantial expense, delays or other operational or financial risks and problems. Furthermore, acquisitions may involve a number of special risks, including diversion of management's attention, failure to retain key acquired personnel, unanticipated events or legal liabilities, amortization of acquired intangible assets and difficulties entering into new markets. Acquisitions may also result in significant costs and expenses, including retention payments, equity compensation, assumed and/or acquired litigation and other unforeseen claims and liabilities. In addition, any client satisfaction or performance problems within an acquired business could have a material adverse impact on our company's corporate reputation and brand.
We cannot assure you that any acquired businesses would achieve anticipated revenues and earnings. Any failure to manage our acquisition strategy successfully could have a material adverse effect on our business, results of operations and financial condition.
We have a significant amount of goodwill and intangible assets on our balance sheet, which could give rise to impairment charges in the future.
The amount of goodwill and intangible assets in our consolidated financial statements has increased significantly in recent years. Goodwill is assessed for impairment at least annually, or more frequently if conditions indicate that an impairment may have occurred. Acquired intangibles are assessed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Our impairment assessments are based on estimates and assumptions regarding future operating results and cash flows, which are inherently uncertain and unpredictable and may differ from actual results. While we have concluded, for each year presented in the consolidated financial statements included in this report, that our goodwill and intangible assets are not impaired, changes in economic or operating conditions impacting our estimates and assumptions could result in the impairment of our goodwill and intangible assets in future periods. We cannot assure you that any future impairment of goodwill and other intangible assets will not have a material adverse effect on our business, financial condition or results of operations. See “Part I – Item 5.E Operating and Financial Review and Prospects – Critical Accounting Estimates” and “Part III – Item 18. Financial Statements of this Annual Report on Form 20-F” for more information.
15
Our indebtedness may affect our ability to operate our business and secure additional financing in the future.
On June 18, 2025, Globant LLC, one of our U.S. subsidiaries, entered into Amendment No. 1 to the Fourth Amended and Restated Credit Agreement, with certain financial institutions listed therein, as lenders, and HSBC Bank USA, N.A., as administrative agent, issuing bank and swingline lender (the “Fourth A&R Credit Agreement Amendment”). Globant LLC’s obligations under the Fourth A&R Credit Agreement Amendment are guaranteed by the Company and its subsidiaries Globant España S.A. and Globant IT Services Corp., and are secured by substantially all of Globant LLC’s assets. The Fourth A&R Credit Agreement Amendment also contains certain customary negative and affirmative covenants, which compliance may limit our flexibility in operating our business and our ability to take actions that might be advantageous to us and our shareholders. For more information, see "Additional Information - Material Contracts."
We may also incur additional indebtedness under other credit facilities or debt securities in the future. The governing instruments of such indebtedness could contain additional restrictive covenants that may further restrict our operations and capacity of incurring additional indebtedness. Our ability to meet these covenants may be affected by events beyond our control, which could result in a default, and the exercise of remedies, including acceleration, which could materially adversely affect our financial condition.
We may need additional capital and we may not be able to obtain it.
We may require additional cash resources due to changed business conditions or other future developments, including any investments or acquisitions we may decide to pursue. If these resources are insufficient to satisfy our cash requirements, we may seek to sell additional equity or debt securities or obtain another credit facility or expand the existing one. The sale of additional equity securities could result in dilution to our shareholders. The incurrence of indebtedness would result in increased debt service obligations and could require us to agree to additional operating and financing covenants that would restrict our operations.
Our ability to obtain additional capital on acceptable terms is subject to a variety of uncertainties, including:
•investors' perception of, and demand for, securities of technology services companies;
•conditions of the capital markets of the United States or other markets in which we may seek to raise funds;
•our future results of operations and financial condition;
•government regulation of foreign investment;
•global economic, political and other conditions in jurisdictions in which we do business; and
•favorability of our credit-rating.
Financing or raising of capital may not be available in amounts or on terms acceptable to us, or at all. This could limit our ability to grow our business and develop or enhance our service offerings required to respond to market demand or competitive challenges.
Our ability to expand our business and procure new contracts or enter into beneficial business arrangements could be affected to the extent we enter into agreements with clients containing non-competition clauses.
Some of our services agreements restrict our ability to perform similar services for certain of our clients' competitors under specific circumstances. We may in the future enter into additional agreements with clients that restrict our ability to accept assignments from, or render similar services to, those clients' competitors or customers, or restrict our ability to compete with our clients. These restrictions may hamper our ability to compete for and provide services to other clients in a specific industry in which we have expertise and could materially adversely affect our business, financial condition and results of operations.
16
Risks Related to our Global Operations.
Our results of operations could be adversely affected by economic and geopolitical conditions, in particular, the markets in which we operate.
We have offices and operations in more than 31 countries around the world. If we are unable to manage the risks of our global operations and strategy, our results of operations and ability to grow could be materially adversely affected. The global economy has experienced and may continue to experience extreme volatility and disruptions caused by, among others, health pandemics, terrorist acts, political, social and civil unrest, wars and natural disasters. In connection with some of these disruptions, including the war between Russia and Ukraine as well as the conflict in the Middle East, the U.S. and other countries have imposed and may further impose significant sanctions to certain countries and certain individuals and entities from those countries, and, in addition, some of our customers and suppliers may restrict their business with entities in those countries, all of which could adversely affect us and our business, which in turn could have a material adverse effect on our financial condition and results of operations.
The technology services industry is particularly sensitive to the broader economic environment and tends to decline during general economic downturns. If the economy of the countries in which we operate weakens or slows, inflation, or a negative or uncertain political climate develops or persists, demand for our services may be depressed significantly, which may negatively affect our revenues and profitability.
We have business in countries generally considered to be emerging markets, which are subject to rapid change and greater legal, economic and political risks than more established markets. Current and future changes in governments of those countries, could lead to political instability and disrupt or reverse political, economic and regulatory reforms, which could materially adversely affect our business and operations in those countries.
Our four largest delivery centers are based in Colombia, Argentina, India and Mexico. Latin American countries are highly sensitive to fluctuations in the global economy, adverse global market conditions and declines in commodity prices. Historically, they have experienced uneven periods of economic growth, as well as recession, periods of high inflation and economic instability, government deadlock and political instability.
Decline in economic growth, reduction of demand for our services, economic sanctions and certain countries' response to those sanctions, restrictions or conditions by customers on the contracting of our services and other adverse effects derived from global economic and political volatility and uncertainty could affect us or our business partners and clients, what in turn could have a material adverse effect on our business, financial condition and results of operations.
The governments of many countries in which we operate have exercised and may continue to exercise significant influence over those countries' economies, which could adversely affect our business, financial condition, results of operations and prospects.
Many commercial laws and regulations in Europe and Latin America are relatively new and have been subject to limited interpretation; and, therefore, their application can be unpredictable. In addition, in certain countries in which we operate, the governmental authorities have a high degree of discretion in the interpretation and application of the regulations.
Historically, governments in Latin America have frequently intervened in the economies of their respective countries and have occasionally made significant changes in policy and regulations. Our business, financial condition, results of operations and prospects may be adversely affected by:
•changes in government policies or regulations, including such factors as exchange rates and exchange control policies;
•inflation and interest rates;
•prices, tariff and inflation control policies;
•liquidity of domestic capital and lending markets;
•energy rationing;
•tax policies, royalty and tax increases and retroactive tax claims; and
•other political, diplomatic, social and economic developments.
Government influence and intervention could materially adversely affect our business, financial condition and results of operations.
17
Inflation in the countries in which we operate could adversely affect our business and results of operations.
Some of the countries in which we operate have experienced, are currently experiencing or may experience, high rates of inflation. Periods of higher inflation may slow economic growth and significantly impact our results of operations. Inflation is also likely to increase some of our costs and expenses, which we may not be able to fully pass on to our clients, which could adversely affect our operating margins and operating income. In addition, higher inflation could also increase our customers’ operating costs, which could result in reduced budgets for our customers and potentially less demand for our products and services.
As a result of rising inflation, wage costs in the technology services industry in certain countries may increase at a faster rate than in the past and wage inflation for the IT industry may be higher than the overall wage inflation within these countries. We may need to increase the levels of employee compensation more rapidly than in the past to remain competitive, and we may not be able to pass on these increased costs to our clients.
Inflation has risen worldwide and the United States has recently experienced historically high levels of inflation. In addition, Latin American countries have historically experienced uneven periods of economic growth, recessions, periods of high inflation and economic instability.
Unless we are able to continue reducing our costs and increasing the efficiency and productivity of our employees as well as the prices we can charge for our services, inflation may materially adversely affect our financial condition and results of operations.
Our business, results of operations and financial condition may be adversely affected by fluctuations in currency exchange rates.
Our functional and reporting currency is the U.S. dollar. However, we conduct a substantial portion of our operations outside the United States and, as such, a significant portion of our costs are incurred in local currencies.
Our business, results of operations and financial condition may be adversely impacted by significant fluctuations in foreign currency exchange rates. In particular, Latin American countries have historically experienced and continue to experience high levels of exchange rate volatility and significant devaluations against the U.S. dollar, and imposed exchange controls and other measures seeking to control such volatility, which could have a material adverse effect on our business, results of operations and financial condition. The appreciation of certain currencies, particularly in our main delivery centers in Colombia, Argentina, India and Mexico, against the U.S. dollar could increase the costs of delivering our services off-shore, reducing our profitability from services provided from those countries; while the depreciation of certain currencies against the U.S. dollar could adversely affect our results of operations. In addition, fluctuations in exchange rates relative to the U.S. dollar could impair the comparability of our results from period to period.
We periodically evaluate the need for hedging strategies, including the use of such instruments to mitigate the effect of foreign exchange rate fluctuations. Some of our operating subsidiaries have entered into hedging contracts, and may continue to do so, for the purpose of hedging the risk of exposure to fluctuations of different currencies in certain countries against the U.S. dollar. If we do not hedge such exposure or we do not do so effectively, an appreciation of those local currencies against the U.S. dollar may raise our costs, which could adversely impact our business, results of operations and financial condition.
Changes in the tax laws, or in their interpretation or enforcement, or the loss of any country-specific tax benefits could have a material adverse effect on our financial condition and results of operations.
We conduct business globally and file income tax returns in multiple jurisdictions. Our consolidated effective income tax rate and other tax liabilities worldwide could be materially adversely affected by several factors, including changes in the amount of income taxed by or allocated to the various jurisdictions in which we operate that have differing statutory tax rates; changes in the tax laws, regulations, interpretations and enforcement; and the resolution of issues arising from tax audits or examinations and any related interest or penalties.
We report our results of operations based on our determination of the amount of taxes owed in the various jurisdictions in which we operate. We have transfer pricing arrangements among our subsidiaries in relation to various aspects of our business, including operations, marketing, sales and delivery functions. Transfer pricing regulations require that any international transaction involving associated enterprises be on arm’s-length terms. We consider the transactions among our subsidiaries to be on arm’s-length terms. The determination of our consolidated provision for income taxes and other tax liabilities requires estimation, judgment and calculations where the ultimate tax determination may not be certain. Our determination of tax liability is always subject to review or examination by authorities in various jurisdictions.
18
Currently, we enjoy tax benefits from promotion regimes and certain tax incentives in Uruguay, India, and Argentina, among other countries, and we may benefit from additional promotional regimes and tax benefits in the future. For detailed explanations and further discussion, see "Business Overview — Government Support and Incentives". If these tax incentives are changed, terminated, not extended or restricted, or comparable new tax incentives are not introduced, we expect that our effective income tax rate and/or our operating expenses would increase significantly, which could materially adversely affect our financial condition and results of operation. In addition, other circumstances may impact the tax benefits that we receive. For example, since 2024, due to the limited allocation of funds in the Argentina’s Annual National Budget to finance the benefits granted under the Knowledge Economy Law No. 27,506 (the "Knowledge Economy Law"), the benefits received by our Argentine subsidiaries under such law have been reduced in real terms.
Tax laws, including tax rates, in the jurisdictions in which we operate may change as a result of macroeconomic or other factors outside of our control.
For example, on January 1, 2024 we became subject to the new OECD Pillar Two model rules ("Pillar Two") on global minimum tax, which includes a global minimum tax rate of 15% for groups with a global turnover in excess of EUR 750 million, subject to certain exclusions. Despite a reduction in our effective tax rate to 19.7% in 2024, our effective tax rate increased to 25.3% in 2025 and may increase in the current and future years. See "Regulatory Overview - Taxation - Global Minimum Tax" and "Operating Results - Certain Income Statement Line Items - Income Tax Expense".
In September 2024, the Brazilian Parliament enacted the Lei da Reoneração Gradual da Folha (Gradual Payroll Tax Reimposition Law). Under this law, the Contribuição Previdenciária sobre a Receita Bruta (Social Security Contribution on Gross Revenue) tax rate will be gradually reduced by 20% in 2025, 40% in 2026, 60% in 2027, and fully eliminated by 2028. Simultaneously, the Folha Alíquota (Payroll Tax Rate) will gradually increase to 5% in 2025, 10% in 2026, 15% in 2027, and 20% from 2028 onward. In addition, Brazil is undergoing a significant structural overhaul of its consumption tax system pursuant to Constitutional Amendment No 132/2023, transitioning from a fragmented indirect tax model to a dual Value-Added Tax (VAT) framework composed of the federal Contribution on Goods and Services (CBS) and the state and municipal Tax on Goods and Services (IBS). The reform provides for a phased implementation period from 2026 through 2033 and is intended to simplify compliance and eliminate tax cascading. However, the implementation of the reform still remains subject to supplementary legislation that has to establish, among other matters, final tax rates and input credit recovery mechanisms. As a result, we are currently unable to determine the ultimate impact of this reform on our Brazilian subsidiaries.
On December 22, 2025, pursuant to Legislative Decree No. 1390 of 2025, the national government of Colombia declared a State of Economic, Social and Ecological Emergency for a period of 30 days. As a result of this declaration, the President of Colombia has been granted temporary exceptional powers to issue legislative decrees strictly intended to address the crisis, including authority to adopt economic, budgetary, fiscal and tax-related measures without the ordinary legislative process. The scope, duration and ultimate impact of such measures remain uncertain. In this context, Legislative Decree No. 1474 of 2025 introduced a number of tax measures, including: (i) changes to value-added tax (VAT) and excise duties; (ii) an increase in the income tax surcharge applicable to financial institutions to 15%; (iii) amendments to the wealth tax regime; and (iv) relief measures, including reductions in penalties and default interest, intended to facilitate compliance with outstanding tax, customs and foreign-exchange obligations. In addition, the decree introduced a tax normalization mechanism allowing taxpayers who previously omitted assets or reported non-existent liabilities to regularize their tax position. On January 29, 2026, the Constitutional Court of Colombia ordered the provisional suspension of the Decree No. 1390 declaring the state of emergency and, therefore, implementation of the foregoing measures remain subject to constitutional review.
In addition, on December 26, 2025, the Argentine Congress approved Law No. 27,799 which introduced broad amendments to the Federal Tax Procedure Law, the Civil and Commercial Code and other tax rules in Argentina. Among other changes, the law significantly increased penalties for formal tax infringements, modified the statute of limitations for federal taxes by allowing a reduction from five to three years when certain conditions are met and introduced new mechanisms for avoiding or extinguishing criminal tax actions, including additional cases in which the tax authorities will abstain from filing criminal complaints.
These and other changes in the tax laws could increase our tax burden and materially adversely affect our financial condition and results of operations.
Our business, results of operations and financial condition may be adversely affected by the various conflicting and/or onerous legal and regulatory obligations required in the countries where we operate.
We have a presence in many countries and plan to continue expanding our international operations, which may subject us to increased business and economic risks that could affect our financial results.
19
Compliance with complex international laws and regulations that apply to our international operations increases our cost of doing business. These numerous, and sometimes conflicting laws and regulations include, among others, import/export controls, content requirements, trade restrictions, tariffs, taxation, anti-corruption laws such as the U.S. Foreign Corrupt Practices Act ("FCPA"), the U.K. Bribery Act ("UKBA"), anti-money laundering, whistle blowing, regulations to prevent modern slavery in supply chains, internal control and disclosure rules, such as the SEC Rules on Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure by Public Companies.
Since we provide services to clients throughout the world, and we collect, store, process, use and transfer personal data and other sensitive information, we are subject to laws and regulations related to data security and privacy, as well as other numerous, and sometimes conflicting, legal requirements, including but not limited to the European Union’s General Data Protection Regulation (“GDPR”), the United Kingdom’s GDPR and the Privacy and Electronic Communications Directive 2002/58/EC, the California Consumer Privacy Act (as succeeded by the California Privacy Rights Act), and various other laws governing the protection of privacy, health or other personally identifiable information and data privacy and cybersecurity laws. These laws and regulations continue to evolve, are increasing in complexity and number and increasingly conflict among the various countries in which we operate, which has resulted in greater compliance risk and cost for us. Various privacy laws impose compliance obligations regarding the handling of personal data, including the cross-border transfer of data, and significant financial penalties for noncompliance. For example, failure to comply with the GDPR may lead to regulatory enforcement actions, which can result in monetary penalties of up to the greater of 20 million Euros (or 17.5 million Pounds) or 4% of our worldwide revenue, orders to discontinue certain data processing operations, civil lawsuits, or reputational damage.
Also, we may be unable to transfer personal data between different countries due to data localization laws, regulations, requirements and limitations on cross-border data flows. In the United States, federal, state, and local governments have enacted numerous privacy and data security laws, including consumer protection laws (e.g., Section 5 of the Federal Trade Commission Act), data breach notification laws, and personal data privacy laws. For example, state data breach notification laws may come into play in the event of a data breach, thus requiring notice to any affected individuals.
We are also subject to risks relating to compliance with a variety of national and local labor laws including, employee health safety, wages and benefits laws and independent contractor regulations. We may, from time to time, be subject to litigation or administrative actions resulting from claims against us by current or former Globers, individually or as part of class actions, including claims of wrongful termination, discrimination, misclassification or other alleged violations of labor law or other conduct. We may also, from time to time, be subject to litigation resulting from claims against us by third parties, including claims of breach of non-compete and confidentiality provisions of our employees' former employment agreements with such third parties.
In addition, legislation that restricts the performance of outsourcing services could also materially adversely affect our business, financial condition and results of operations. For example, measures aimed at limiting or restricting outsourcing by U.S. companies have been put forward for consideration by the U.S. Congress and in state legislatures to address concerns over the perceived association between offshore outsourcing and the loss of jobs domestically; and Mexico prohibited outsourcing and regulated subcontracting.
Compliance efforts can be expensive and burdensome, and we could be subject to regulatory investigations and orders, significant fines and penalties, mitigation and breach notification expenses, private litigation and contractual damages, corrective action plans and related regulatory oversight and reputational harm. Our real or perceived failure to comply with these regulations in the conduct of our business could result in fines, penalties (including revocation of licenses or registrations), criminal sanctions against us or our officers, disgorgement of profits, prohibitions on doing business and adverse impact on our brand and reputation. In addition, our failure to comply with these regulations in the context of our obligations to our clients could also result in liability for monetary damages, unfavorable publicity and allegations by our clients that we have not performed our contractual obligations. Due to the varying degree of development of the legal systems of the countries in which we operate, local laws might be insufficient to defend us and preserve our rights. Our failure to comply with applicable regulatory requirements could have a material adverse effect on our business, results of operations and financial condition.
20
If we are faced with immigration or work permit restrictions in any country where we currently have personnel onsite at a client location or would like to expand our delivery footprint, then our business, results of operations and financial condition may be adversely affected.
A key part of our strategy is to expand our delivery footprint, including through an increase in the number of employees that we deploy onsite and near client locations. Therefore, we must comply with the immigration, work permit and visa laws and regulations of the countries in which we operate or plan to operate. Our future inability to comply with any of these laws or regulations or to obtain or renew sufficient work permits and/or visas due to the impact of these regulations, including any changes to immigration, work permit and visa regulations in jurisdictions such as the United States and European countries, could have a material adverse effect on our business, results of operations and financial condition.
Risks Related to the Company and the Ownership of Our Common Shares
The price of our common shares may be highly volatile.
The market price of our common shares may be volatile, has experienced, and in the future may experience, sudden declines and may be influenced by many factors, some of which are beyond our control, including:
•the failure of financial analysts to cover our common shares or changes in financial estimates by analysts;
•actual or anticipated variations in our operating results, financial performance or growth prospects;
•changes in financial estimates by financial analysts, or any failure by us to meet or exceed any of these estimates, or changes in the recommendations of any financial analysts that elect to follow our common shares or the shares of our competitors;
•changes in market conditions and macroeconomic developments;
•changes in industry-wide developments;
•announcements by us or our competitors of significant contracts or acquisitions;
•future sales of our common shares;
•any repurchases by us of our outstanding common shares under our share repurchase program;
•trading volume of our shares; and
•investor perceptions of us and the industries in which we operate.
In addition, the U.S. capital markets have experienced extreme price and volume fluctuations that have affected and continue to affect the market prices of equity securities of many companies. These fluctuations often have been unrelated or disproportionate to the operating performance or results of operations of those companies. These broad market fluctuations, as well as general economic, political and market conditions such as recessions, interest rate changes or international currency fluctuations, as well as volatility in international capital markets, may cause the market price of our common shares to decline.
Downgrades to the U.S. government's sovereign credit rating by any rating agency, as well as negative changes to the perceived creditworthiness of U.S. government-related obligations, could also have a material adverse impact on financial markets and economic conditions in the United States and worldwide. In the past, following periods of volatility in the market price of certain companies' securities, securities class action litigation has been instituted against these companies. This litigation, if instituted against us, could adversely affect our financial condition or results of operations.
We may be classified by the Internal Revenue Service as a "passive foreign investment company" (a "PFIC"), which may result in adverse tax consequences for U.S. investors.
We believe that we will not be a PFIC for U.S. federal income tax purposes for our current taxable year and do not expect to become one in the foreseeable future. However, because PFIC status depends upon the composition of our income and assets and the market value of our assets (including, among others, less than 25% owned equity investments) from time to time, there can be no assurance that we will not be considered a PFIC for any taxable year. Because we have valued goodwill based on the market value of our equity for purposes of taxation, a decrease in the price of our common shares may also result in us becoming a PFIC. The composition of our income and our assets will also be affected by how, and how quickly, we utilize the cash. Under circumstances where the cash is not deployed for active purposes, our risk of becoming a PFIC may increase. If we were treated as a PFIC for any taxable year during which a U.S. investor held common shares, certain adverse tax consequences could apply to such U.S. investor. See "Additional Information — Taxation — U.S. Federal Income Tax Considerations — Passive foreign investment company rules."
21
Our business and results of operations may be adversely affected by the increased strain on our resources from complying with the reporting, disclosure, and other requirements applicable to public companies in the United States.
Compliance with existing, new and changing corporate governance and public disclosure requirements adds uncertainty to our compliance policies and increases our costs of compliance. Changing laws, regulations and standards include those relating to accounting, corporate governance and public disclosure; these include but are not limited to the Dodd-Frank Wall Street Reform and Consumer Protection Act, the Sarbanes-Oxley Act of 2002, new SEC regulations and New York Stock Exchange ("NYSE") listing guidelines that result out of the NYSE listing. These laws, regulations and guidelines may lack specificity and are subject to varying interpretations. Their application in practice may evolve over time as new guidance is provided by regulatory and governing bodies. In particular, our efforts to comply with certain sections of Section 404 of the Sarbanes-Oxley Act of 2002 ("Section 404") and the related regulations regarding required assessment of internal controls over financial reporting and our independent registered public accounting firm audit of that assessment requires the commitment of significant financial and managerial resources. Testing and maintaining internal controls can divert our management's attention from other matters that are important to the operation of our business. We also expect the regulations to increase our legal and financial compliance costs, make it more difficult to attract and retain qualified officers and members of our board of directors, particularly to serve on our audit committee, and make some activities more difficult, time consuming and costly.
As a “foreign private issuer” under the U.S. securities laws, we are not required to comply with all of the periodic disclosure and current reporting requirements of the U.S. Securities Exchange Act of 1934, as amended (the "Exchange Act"), applicable to U.S. domestic issuers. We may no longer be a foreign private issuer in the future, which would require us to comply with all of the periodic disclosure and current reporting requirements of the Exchange Act applicable to U.S. domestic issuers. Currently, in order to maintain our current status as a foreign private issuer, either (a) a majority of our common shares must be either directly or indirectly owned of record by non-residents of the United States or (b)(1) a majority of our executive officers or directors cannot be U.S. citizens or residents, (b)(2) more than 50 percent of our assets must be located outside the United States and (b)(3) our business must be administered principally outside the United States. On June 4, 2025, the SEC published a Concept Release on Foreign Private Issuer Eligibility, or the “Concept Release”, inviting public comment on potential amendments to the definition of “foreign private issuer.” The Concept Release highlights six possible approaches to amending the foreign private issuer definition, including updating the existing eligibility requirements, adding a foreign trading volume requirement, adding a major foreign exchange listing requirement, requiring that each foreign private issuer be incorporated in a jurisdiction that the SEC determines to have a robust regulatory and oversight framework, developing robust mutual recognition systems and adding an international cooperation arrangement requirement. To the extent the SEC adopts rules amending the definition of “foreign private issuer,” we may no longer qualify as a foreign private issuer. If we lose our status as a foreign private issuer, or are required to list our shares on a foreign exchange to maintain our status as a foreign private issuer, it would increase our legal and financial compliance costs and make some activities highly time-consuming and costly. If we lost our status as a foreign private issuer, we would be required to comply with the Exchange Act reporting and other requirements applicable to U.S. domestic issuers, which are more detailed and extensive than the requirements for foreign private issuers and will require that we prepare our financial statements in accordance with U.S. GAAP. We may also be required to make changes in our corporate governance practices in accordance with various SEC and NYSE rules. The regulatory and compliance costs to us under U.S. securities laws if we are required to comply with the reporting requirements applicable to a U.S. domestic issuer will be significantly higher than the cost we would incur as a foreign private issuer. If we have to list shares on a foreign exchange, it could result in higher and duplicative costs of complying with two listing regimes, operational complexity and increased regulatory exposure.
Existing, new and changing corporate governance and public disclosure requirements could result in continuing uncertainty regarding compliance matters and higher costs of compliance as a result of ongoing revisions to such governance standards. Our efforts to comply with evolving laws, regulations and standards have resulted in, and are likely to continue to result in, increased general and administrative expenses and a diversion of management time and attention from revenue-generating activities to compliance activities. In addition, new laws, regulations and standards regarding corporate governance may make it more difficult for our company to obtain director and officer liability insurance. Further, our board members and senior management could face an increased risk of personal liability in connection with their performance of duties. As a result, we may face difficulties attracting and retaining qualified board members and senior management, which could harm our business. If we fail to comply with new or changed laws or regulations and standards differ, our business and reputation may be harmed.
22
Failure to establish and maintain effective internal controls in accordance with Section 404 could have a material adverse effect on our business and common share price.
As a public company, we are required to document and test our internal control over financial reporting pursuant to Section 404, which requires management assessments and certifications of the effectiveness of our internal control over financial reporting. We have concluded that our internal control over financial reporting is effective as of December 31, 2025 (see "Item 15. Controls and Procedures" for additional information). However, because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. We may identify material weaknesses in the future and, accordingly, we may not be able to conclude that our internal control over financial reporting is effective in future periods as required by Section 404.
If we conclude that our internal control over financial reporting is not effective, we cannot be certain as to the timing, cost or management attention that would be required with respect to remediation actions and testing or their effect on our operations. In addition, our independent registered public accounting firm may be unable to provide us with an unqualified report as required by Section 404, or we may be required to restate our financial statements for errors resulting from material weaknesses in our internal controls over financial reporting, and we may fail to meet our public reporting obligations and investors could lose confidence in our reported financial information, which could have a negative effect on the trading price of our common shares.
Our exemption as a "foreign private issuer" from certain rules under the U.S. securities laws may result in less information about us being available to investors than for U.S. companies, which may result in our common shares being less attractive to investors.
As a "foreign private issuer" in the United States, we are exempt from certain rules under the U.S. securities laws and are permitted to file less information with the SEC than U.S. companies. For example, we are exempt from certain rules under the Exchange Act, that impose certain disclosure obligations and procedural requirements for proxy solicitations under Section 14 of the Exchange Act. In addition, our officers, directors and principal shareholders are exempt from the "short-swing" profit recovery provisions of Section 16 of the Exchange Act and the rules under the Exchange Act with respect to their purchases and sales of our common shares; however, pursuant to the Holding Foreign Insiders Accountable Act enacted on December 18, 2025, our directors and officers will, effective March 18, 2026, become subject to the public reporting requirements of Section 16(a) of the Exchange Act with respect to their purchases and sales of our common shares. Moreover, we are not required to file periodic reports and financial statements with the SEC as frequently or as promptly as companies that are not foreign private issuers whose securities are registered under the Exchange Act. In addition, we are not required to comply with Regulation FD, which restricts the selective disclosure of material information. As a result, our shareholders may not have access to information they may deem important, which may result in our common shares being less attractive to investors.
We cannot guarantee that the repurchase of our common shares pursuant to our announced share repurchase program will enhance long-term shareholder value.
In September 2025, our board of directors approved a new share repurchase program authorizing the allocation of up to $50 million per quarter, subject to a maximum aggregate of $125 million, for the repurchase of our common shares beginning in the fourth quarter of 2025 through the fourth quarter of 2026 (the "Repurchase Program"). The timing and price of repurchases as well as the actual number of shares repurchased under the share repurchase program will be at our discretion and will depend on a variety of factors, including business and market conditions, the share price, regulatory requirements and limitations, corporate liquidity requirements and priorities, legal requirements and restrictions in the agreements governing our indebtedness, alternative investment opportunities, acquisition opportunities and other factors. In addition, our ability to repurchase may be limited by law, action by creditors, regulatory authority or agreements with third parties. As of the date of this annual report, we have repurchased an aggregate of 1,558,560 of our common shares for a total purchase price of $99,966,003.35 under the Repurchase Program.
Repurchases of our common shares pursuant to our Repurchase Program could affect the market price of our common shares or increase its volatility, and could potentially reduce the market liquidity for our common shares. Additionally, our Repurchase Program could diminish our cash reserves, which may impact our ability to finance future growth and to pursue possible future strategic opportunities and acquisitions. There is no assurance that our Repurchase Program will enhance long-term shareholder value, and short-term share price fluctuations could reduce the Repurchase Program’s effectiveness.
23
We do not plan to declare dividends, and our ability to do so will be affected by restrictions under Luxembourg law.
We have not declared dividends in the past and do not anticipate paying any dividends on our common shares in the foreseeable future. In addition, both our articles of association and the Luxembourg law of August 10, 1915 on commercial companies, as amended (loi du 10 août 1915 sur les sociétés commerciales telle que modifiée) (the "Luxembourg Companies Law"), require a general meeting of shareholders to approve any dividend distribution except as set forth below.
Our ability to declare dividends under Luxembourg law is subject to the availability of distributable earnings or available reserves, including share premium. Moreover, if we declare dividends in the future, we may not be able to pay them more frequently than annually. As permitted by Luxembourg Companies Law and subject to the provisions thereof, our articles of association authorize the declaration of dividends more frequently than annually by our board of directors in the form of interim dividends so long as the amount of such interim dividends does not exceed total net income made since the end of the last financial year for which the standalone annual accounts have been approved, plus any net income carried forward and sums drawn from reserves available for this purpose, less the aggregate of the prior year's accumulated losses, the amounts to be set aside for the reserves required by law or by our articles of association for the prior year, and the estimated tax due on such earnings.
We depend on the ability of our subsidiaries to distribute funds to us in order to satisfy our financial obligations and to make dividend payments, which they may not be able to do.
Our subsidiaries conduct all of our operations. We have no relevant assets other than the equity interests in our subsidiaries. As a result, our ability to make dividend payments depends on our subsidiaries and their ability to distribute funds to us. The ability of a subsidiary to make these distributions could be affected by covenants in our or their financing agreements or by the law of their respective jurisdictions of incorporation. If we are unable to obtain funds from our subsidiaries, we will be unable to distribute dividends. We do not intend to seek to obtain funds from other sources to pay dividends.
Our shareholders may have more difficulty protecting their interests than they would as shareholders of a U.S. corporation, which could adversely impact trading in our common shares and our ability to conduct equity financings.
Our corporate affairs are governed by our articles of association and the laws of Luxembourg, including the laws governing joint stock companies. The rights of our shareholders and the responsibilities of our directors and officers under Luxembourg law are different from those applicable to a corporation incorporated in the United States. There may be less publicly available information about us than is regularly published by or about U.S. issuers. In addition, Luxembourg law governing the securities of Luxembourg companies may not be as extensive as those in effect in the United States, and Luxembourg law and regulations in respect of corporate governance matters might not be as protective of minority shareholders as state corporation laws in the United States. Therefore, our shareholders may have more difficulty in protecting their interests in connection with actions taken by our directors and officers or our principal shareholders than they would as shareholders of a corporation incorporated in the United States.
Neither our articles of association nor Luxembourg law provides for appraisal rights for dissenting shareholders in certain extraordinary corporate transactions that may otherwise be available to shareholders under certain U.S. state laws. As a result of these differences, our shareholders may have more difficulty protecting their interests than they would as shareholders of a U.S. issuer.
Holders of our common shares may not be able to exercise their pre-emptive subscription rights and may suffer dilution of their shareholding in the event of future common share issuances.
Under Luxembourg Companies Law, our shareholders benefit from a pre-emptive subscription right on the issuance of common shares for cash consideration. However, in accordance with Luxembourg law, our articles of association authorize our board of directors to suppress, waive or limit any pre-emptive subscription rights of shareholders provided by Luxembourg law to the extent our board deems such suppression, waiver or limitation advisable for any issuance or issuances of common shares within the scope of our authorized share capital. Such common shares may be issued above, at or below market value as well as by way of incorporation of available reserves (including a premium). This authorization is valid from the date of the extraordinary general meeting of shareholders, which was held on May 10, 2024, and ends on May 10, 2029, the fifth anniversary of the date of such meeting. In addition, a shareholder may not be able to exercise the shareholder's pre-emptive right on a timely basis or at all, unless the shareholder complies with Luxembourg Companies Law and applicable laws in the jurisdiction in which the shareholder is resident, particularly in the United States. As a result, the shareholding of such shareholders may be materially diluted in the event common shares are issued in the future. Moreover, in the case of an increase in capital by a contribution in kind, no pre-emptive rights of the existing shareholders exist.
24
We are organized under the laws of the Grand Duchy of Luxembourg and it may be difficult for you to obtain or enforce judgments or bring original actions against us or our executive officers and directors in the United States.
We are organized under the laws of the Grand Duchy of Luxembourg. The majority of our assets are located outside the United States. Furthermore, the majority of our directors and officers and some experts named in this annual report reside outside the United States and a substantial portion of their assets are located outside the United States. Investors may not be able to effect service of process within the United States upon us or these persons or to enforce judgments obtained against us or these persons in U.S. courts, including judgments in actions predicated upon the civil liability provisions of the U.S. federal securities laws. Likewise, it may also be difficult for an investor to enforce in U.S. courts judgments obtained against us or these persons in courts located in jurisdictions outside the United States, including judgments predicated upon the civil liability provisions of the U.S. federal securities laws. It may also be difficult for an investor to bring an original action in a Luxembourg court predicated upon the civil liability provisions of the U.S. federal securities laws against us or these persons. Furthermore, Luxembourg law does not recognize a shareholder's right to bring a derivative action on behalf of the company except in limited cases.
As there is no treaty in force on the reciprocal recognition and enforcement of judgments in civil and commercial matters between the United States and the Grand Duchy of Luxembourg, courts in Luxembourg will not automatically recognize and enforce a final judgment rendered by a U.S. court. A valid judgment in civil or commercial matters obtained from a court of competent jurisdiction in the United States may be entered and enforced through a court of competent jurisdiction in Luxembourg, subject to compliance with the enforcement procedures (exequatur). The enforceability in Luxembourg courts of judgments rendered by U.S. courts will be subject prior any enforcement in Luxembourg to the procedure and the conditions set forth in the Luxembourg procedural code, which conditions may include the following as of the date of this annual report (which may change):
•the judgment of the U.S. court is final and enforceable (exécutoire) in the United States;
•the U.S. court had jurisdiction over the subject matter leading to the judgment (that is, its jurisdiction was in compliance both with Luxembourg private international law rules and with the applicable domestic U.S. federal or state jurisdictional rules);
•the U.S. court has applied to the dispute the substantive law that would have been applied by Luxembourg courts;
•the judgment was granted following proceedings where the counterparty had the opportunity to appear and, if it appeared, to present a defense, and the decision of the foreign court must not have been obtained by fraud, but in compliance with the rights of the defendant;
•the U.S. court has acted in accordance with its own procedural laws;
•the judgment of the U.S. court does not contravene Luxembourg international public policy; and
•the U.S. court proceedings were not of a criminal or tax nature.
Under our articles of association and also pursuant to separate indemnification agreements, we indemnify our directors for and hold them harmless against all claims, actions, suits or proceedings brought against them, subject to limited exceptions. The rights and obligations among or between us and any of our current or former directors and officers are generally governed by the laws of the Grand Duchy of Luxembourg and subject to the jurisdiction of the Luxembourg courts, unless such rights or obligations do not relate to or arise out of their capacities listed above. Although there is doubt as to whether U.S. courts would enforce this indemnification provision in an action brought in the United States under U.S. federal or state securities laws, this provision could make it more difficult to obtain judgments outside Luxembourg or from non-Luxembourg jurisdictions that would apply Luxembourg law against our assets in Luxembourg.
Luxembourg insolvency laws may offer our shareholders less protection than they would have under U.S. insolvency laws.
As a company organized under the laws of the Grand Duchy of Luxembourg and with its registered office in Luxembourg, we are subject to Luxembourg insolvency laws in the event any insolvency proceedings are initiated against us including, among other things, Regulation (EU) No. 2015/848 of the European Parliament and the Council of May 20, 2015 on insolvency proceedings (recast). Should courts in another European country determine that the insolvency laws of that country apply to us in accordance with and subject to such EU regulations, the courts in that country could have jurisdiction over the insolvency proceedings initiated against us. Insolvency laws in Luxembourg or the relevant other European country, if any, may offer our shareholders less protection than they would have under U.S. insolvency laws and make it more difficult for them to recover the amount they could expect to recover in a liquidation under U.S. insolvency laws.
25
ITEM 4. INFORMATION ON THE COMPANY
A. History and Development of the Company
We were founded in 2003 by Martín Migoya, our Chairman and Chief Executive Officer; Guibert Englebienne, our President of Globant X, Globant Ventures and Latin America; Martín Umaran, our Chief Corporate Development Officer and President of EMEA; and Nestor Nocetti, our Chief Corporate Affairs Officer. From our inception, our objective has been to build a global technology services company focused on supporting organizations' digital transformation and creating opportunities for talent around the world to make a positive global impact.
Through organic growth and strategic acquisitions, we have expanded our network of locations and are now present in 31 countries. Organizations such as Endeavor, IDC MarketScape, Gartner, Everest Group, Frost & Sullivan, Great Place to Work, Fortune and Fast Company have recognized our accomplishments. The Massachusetts Institute of Technology, Harvard University and Stanford University in conjunction with the World Economic Forum have utilized Globant as a business-school case study in entrepreneurship.
In 2009, we introduced our Studio model to deliver tailored solutions focused on specific challenges and improving the connection between organizations and their customers and employees. These Studios are intended to foster creativity and innovation, while allowing us to build, enhance and consolidate expertise around a variety of emerging technologies and industries.
In July 2014, we completed the initial public offering of our common shares in the United States. Since then, we have completed five follow-on offerings in the United States, with the most recent offering in May 2021.
In 2021, we established Globant X, our products and platforms division which in 2025 evolved into Globant's current AI services offering, encompassing our portfolio of AI platforms and agentic solutions designed to transform business operations and enhance enterprise-wide productivity.
During 2023, we were named a Worldwide Leader in both AI Services and Software Engineering Services according to IDC MarketScape vendor assessments. Gartner’s Magic Quadrant placed us as a Worldwide Challenger in Custom Software Development Services, while Everest Group identified us as a Major Contender in both Digital Transformation Consulting Services and Software Product Engineering Services. Additionally, IDC positioned us as a Major Player in Worldwide Experience Design & Build Services for 2023–2024. Also, we were named in Fortune’s list of the 100 Fastest-Growing Companies and received recognition as a finalist on Fast Company’s List of the 100 Best Workplaces for Innovators International 2023. Lastly, we were recognized by Brand Finance as the Fastest Growing IT Brand and the 5th strongest IT brand globally.
In 2024, we continued to receive recognitions, being named a Leader in Media Consultation, Integration, and Business Operations Cloud Service Providers by the IDC MarketScape report. Additionally, we received the Google Cloud Industry Solution Services Partner of the Year Award for Media and Entertainment for the second consecutive year. Our achievements included achieving Amazon Web Services (“AWS”) Premier Tier Partner status within the AWS Partner Network. We also ranked 6th on Fortune’s 2024 Change the World list out of an initial 250 companies for our overall sustainability commitment. Furthermore, we were honored by the Council of the Americas with the BRAVO Company of the Decade Award for our remarkable growth and transformative efforts in reinventing the professional services industry. Lastly, we were recognized by Everest Group as a Star Performer and Leader in the Software Product Engineering Services PEAK Matrix® Assessment 2024.
In 2024, we consolidated our Globant Gut Studio, expanding our services offering to include advertising, strategy, marketing technology, content, design, media, commerce services and product innovation. In October 2025, the studio was rebranded as GUT Network to unify all our marketing and advertising capabilities under one global network.
26
In 2025, we introduced AI Pods, a subscription-based model designed to support enterprise AI adoption and announced a collaboration with OpenAI focused on advancing responsible AI solutions. We strengthened our relationships with major cloud providers by entering into a Strategic Collaboration Agreement with AWS, achieving AWS Managed Service Provider designation, and obtaining multiple AWS competencies across Media and Entertainment, Financial Services and Managed Security Services. We also expanded our partner ecosystem through a Strategic Partner Agreement with Google Cloud, recognition through Google Cloud Partner Awards, Adobe Platinum Partner status, and Salesforce expert-level implementation recognition. In parallel, we continued to develop industry-specific capabilities through renewed collaboration with FIFA, new partnerships with Riot Games and Unity, and recognition as a finalist for Microsoft’s Telco and Media Partner of the Year Award. Additionally, we expanded our geographic presence by opening our Middle East regional headquarters in Riyadh and entering into a partnership with Red Sea Global. Lastly, IDC MarketScape recognized us as a Leader in both Worldwide Experience Design Services and Worldwide Experience Build Services.
For more than eleven years, we have been committed to investing in AI. This long-term investment has enabled us to increase our service and product offerings and support our clients with expertise in the area. By concentrating on AI agents, we enhance our capacity to deliver innovative solutions that seamlessly align with the distinct requirements of each industry, making technology more intelligent and responsive.
Capital Expenditures
Our capital expenditures for the years ended December 31, 2025, 2024 and 2023 amounted to $89.5, $110.7 and $126.5 millions, respectively. These capital expenditures were related primarily to internal development activities, the acquisition of software licenses, strategic businesses acquisitions, and the development of our delivery centers. We expect capital expenditures related to strategic acquisitions to decrease in absolute terms over the next twelve months. Capital expenditures related to internal development, software license acquisitions, and the development of our delivery centers are expected to remain stable or decrease in absolute terms, as we do not anticipate opening new locations and expect only limited headcount growth. We anticipate that our capital expenditures in 2026 will be financed through cash generated from operations, existing cash and cash equivalents, and available borrowings under the Fourth A&R Credit Agreement Amendment.
Strategic Acquisitions
Since 2008, we have complemented our significant organic growth with strategic acquisitions. The focus of our M&A strategy has been on enhancing relationships with key clients, expanding our technology capabilities, broadening our service offerings, and increasing the reach of our delivery centers worldwide. Our recent key acquisitions are as follows:
In 2023, we further expanded our North American footprint and enhanced our healthcare solutions services by acquiring ExperienceIT, a U.S.-based consultancy with deep healthcare expertise. We also strengthened our presence in France and continued our European expansion with the acquisition of Pentalog, a digital transformation company that delivers high-quality technology solutions for various industries.
Additionally, we acquired Iteris Holding Ltda., a Brazilian-based technology consultancy focused on digital transformation, and a majority stake in GUT, an independent creative agency recognized as the Independent Network of the Year at Cannes Lions 2023. We also completed the acquisition of a service contract in Italy from Chili Tech, the technological division of Chili Group.
In 2024, we acquired Exusia, an AI-first digital transformation company based in the U.S. that specializes in full lifecycle AI, data engineering, cloud migration, and analytics capabilities, including strategy, implementation, and managed services. Additionally, we acquired Blankfactor, a U.S.-headquartered IT services consulting firm specialized in delivering consulting-led product engineering, data engineering, and enterprise AI solutions.
In 2025, we acquired Omni.Pro, a consultancy focused on delivering Adobe-based digital transformation services.
Corporate Information
Our registered office is located at 37A Avenue J.F. Kennedy L-1855, Luxembourg, and our telephone number is + 352 20 30 15 96. Globant S.A. is registered with the Luxembourg Trade and Companies Register under number B 173727. We maintain a website at http://www.globant.com. Our website and the information accessible through it are not incorporated into this annual report.
The SEC maintains an internet site at http://www.sec.gov that contains reports, information statements, and other information regarding issuers that file electronically with the SEC.
27
B. Business Overview
Our Services
Established in 2003 by four entrepreneurs in Argentina, we have evolved to become a leading global technology service provider. Today, we are a publicly-traded company, with our common shares listed on the NYSE under the ticker symbol “GLOB”. We continue to maintain the entrepreneurial spirit of our founders throughout our business.
We provide technology services and solutions that support organizations in their AI and digital transformation initiatives, combining software engineering, innovation, design at scale capabilities and industry expertise, and are continuously evolving in parallel with technological advances.
During 2025, we delivered our services primarily under time-and-materials contracts, which represent the substantial majority of our engagements and, to a lesser extent under fixed-price contracts. In addition, we generate a limited portion of our revenues from the sale of technology solutions, software licenses and other contractual arrangements.
In addition, in 2025 we introduced AI Pods, a subscription -based delivery model. See "Our Delivery Model".
Cross-Functional Power at Scale
During 2025, we reorganized our operating model around four pillars:
1) Three core Studios (together, the “Core Studios”)
Our Core Studios provide cross-functional expertise and execution strength across engagements:
•Digital Studio: enhances efficiency and accelerates breakthroughs by integrating AI into the software development lifecycle. The capacities within this Studio are comprised of AI, Connected Experiences, Cybersecurity, Data, Immersive Experiences, Quality Engineering, Robotics, Engineering, CloudOps, Blockchain, Business Hacking, Cultural Hacking and Agility, Fast Code, Internet of Things, Digital Twin, Payments, Legal AI, Sustainable Business and Loyalty.
•GUT Studio: empowers our clients to better connect their brands to end-consumers through remarkable experiential marketing. Using the latest technology, including AI, our teams turn data into insights and actions to obtain great results for our clients through the following Studios: Strategy, Advertising, Content and Social, Full Funnel Media, Martech, Design, Product, and Commerce.
•Enterprise Studio: leverages tailored technology for streamlined operations and productivity at scale. We provide customers with the end-to-end business process transformation services they need to prepare their entire organization for reinvention. The Studios within this network consist of SAP, ServiceNow, Salesforce, Oracle, AWS, Adobe, Google Cloud, Microsoft and Process Optimization.
2) Our AI Industry Studios
Our AI Industry Studios combine AI capabilities with deep domain expertise to enable industry-specific transformation across the following sectors:
•Financial Services;
•Media, Entertainment, Sports & Leisure;
•Healthcare & Life Sciences;
•CPG, Retail & Automotive;
•Gaming & EdTech;
•Airlines;
•Energy, Oil & Gas; and
•High Tech & Professional Services.
Together, our Core Studios and AI Industries Studios move us beyond generic AI deployment, enabling industry-specific transformation with speed, precision and measurable impact.
28
3) AI Pods
Our AI Pods consist of a subscription-based delivery model for AI-powered services that complements our traditional delivery approach. AI Pods are designed to provide clients with scalable access to AI-enabled capabilities across functions such as software engineering, product development, design and quality assurance, supported by Globant professionals and powered by our Globant Enterprise AI platform. This model is intended to enhance efficiency, predictability and speed to market, while enabling deeper integration of AI into our client engagements across industries and geographies.
4) Globant Enterprise AI
Globant Enterprise AI is our Agentic Innovation Platform and productivity booster. Globant Enterprise AI (GEAI), serves as the foundation of our agentic offering and enables the development, orchestration, and governance of private AI-powered systems that learn, adapt, and evolve autonomously in a secure and cost-effective manner. To turn this vision into reality, Globant Enterprise AI is structured into 3 integrated hubs:
•The Corporate Hub grounds intelligence in how the organization truly operates. Through the Corporate Hub, we assist clients by connecting data, processes, transactions, and industry knowledge into a trusted source of memory, governance, and compliance. Within the Corporate Hub, signals gain meaning and solutions become enterprise-aware rather than generic.
•The AI Hub connects and governs foundation and custom models, enabling industry-specific fine-tuning, continuous evaluation, and optimization, while remaining model-agnostic and adaptable as AI paradigms change. This is where intelligence stays relevant, trustworthy, and aligned with long-term enterprise objectives.
•The Agents Hub enables autonomous action through the creation and coordination of agents and agentic workflows that operate across systems, teams, and increasingly across physical environments. Here, digital intent is translated into real-world execution.
Built on GEAI, we have developed some signature agentic suites such :
•GeneXus: The Agentic Suite for Enterprise Systems Evolution, with native agentic low-code, to build enterprise-class systems. By combining software modeling with generative and symbolic AI, GeneXus ensures deterministic code generation and long-term maintainability, delivering repeatable, secure, and scalable solutions that meet enterprise-grade standards for performance, security, and continuous evolution.
•Globant CODA: The Agentic Suite for Software Development, which brings together Agents, low-code and no-code tools, and embedded AI assistants built to supercharge human performance and accelerate every stage of the Software Development Life Cycle.
•Navigate Digital Twin: The Agentic Suite for Process Optimization that replicates clients’ processes to avoid bottlenecks and improve efficiency.
•Navigate Service Assist: The Agentic Service Support Suite that seamlessly integrates into IT Service Management and Customer Support tools to improve performance and minimize operational costs.
•Fusion: This Agentic Suite enhances marketing, communications, and advertising with AI at the core.
In addition to these agentic suites, Globant’s AI offering also includes the following platforms:
•StarMeUp: The employee engagement and talent experience platform that enhances the employee experience, fostering a more human-centric culture that drives engagement and organizational performance.
•DaXia: The embedded finance accelerator platform that enables enterprises to integrate financial products and services into digital ecosystems, supporting fintech, payments and loyalty solutions.
29
In 2025, we integrated certain of our AI platforms’ capabilities with our Studio model to create a fully integrated offering intended to support AI-driven transformation from strategy to execution. Building on this approach, we introduced AI Industry Studios, which combine AI capabilities with domain expertise to support industry-specific transformation in the following sectors: Financial Services; Media, Entertainment, Sports & Leisure; Healthcare & Life Sciences; CPG, Retail & Automotive; Gaming & EdTech; Airlines; Energy, Oil & Gas and High Tech & Professional Services.
Our Delivery Model
Our cultural affinity with our clients enables increased interaction that creates close client relationships, increased responsiveness and more efficient delivery of our solutions. As we grow and expand our organization, we will continue diversifying our footprint by expanding into additional locations globally. In addition, we believe our presence in many countries creates a key competitive advantage by allowing us to benefit from the abundance of high-quality talent in the region, cultural similarities and geographic proximity to our clients.
During 2025, we delivered our services primarily under time-and-materials contracts, which represent the substantial majority of our engagements and, to a lesser extent under fixed-price contracts. In addition, we generate a limited portion of our revenues from the sale of technology solutions, software licenses and other contractual arrangements.
In 2025 we introduced AI Pods powered by our Globant Enterprise AI platform. This model is intended to enhance efficiency, predictability and speed to market, while enabling deeper integration of AI into our client engagements across industries and geographies. See “Risk Factors — Risks Related to Our Business and Industry — "If the pricing structures we use for our client contracts are based on inaccurate assumptions regarding the cost, complexity or scope of our services, our contracts could be unprofitable, which could adversely affect our results of operations, financial condition and cash flows from operations.”
30
Our "Be Kind" Initiative
With the United Nations Sustainable Development Goals as a guiding framework and the ambition to expand our ESG commitments to positively impacting communities, in 2020, we launched our "Be Kind" initiative. As our Sustainability strategy, Be Kind unites positive impact programs for its main stakeholders and consolidates initiatives to tackle critical issues, such as climate change, wellness in the workplace, education, misuse of technology, and ethics in AI, among others. Our Be Kind initiative is built on four pillars: "Be kind to Yourself", which emphasizes self-care; "Be kind to your Peers", which focuses on our commitments to our coworkers and community; "Be kind to Humanity", which emphasizes the responsible and inclusive use of technology; and "Be Kind to the Planet", which is dedicated to transforming society by promoting sustainable practices. In addition, our Environmental Policy emphasizes operating within the planet’s physical limits, fostering collaboration among Globers, suppliers, clients, and stakeholders. For more information regarding our sustainability strategy, please see our Integrated Report, which can be found on our website. The content of the Integrated Report and our website are not incorporated by reference into this annual report. Our sustainability initiatives are intended to support long-term value creation and risk management; however, the scope, timing and outcome of these initiatives may evolve and are subject to various factors, including regulatory developments, technological change and business priorities. See “Risk Factors — Risks Related to Our Business and Industry — “Evolving and conflicting environmental, social and governance (“ESG”) related laws and regulations, stakeholders’ expectations with respect to ESG or our voluntary ESG goals could increase our compliance costs, expose us to litigation or reputational harm, and adversely affect our business.”
Our talent and our culture
Our culture
Our culture is the foundation of our distinctive approach and the engine that drives our organization forward. We define it as entrepreneurial, flexible, sustainable, and team-oriented, supported by three motivational pillars and nine core values.
Our motivational pillars are (i) Autonomy: empowering employees to own their projects and careers; (ii) Mastery: fostering continuous improvement and excellence; and (iii) Purpose: guiding our long-term goal of challenging conventions, delivering innovative software solutions, and creating value for stakeholders.
Our core values consist of Think Big, Drive Innovation, Excellence in Your Work, Team Player, Have Fun, Be Kind, Own the Place, AI Hero and Cross-Selling Hero, each of which reflects the mindset created by our motivational pillars.
Think Big, Drive Innovation, and Excellence in Your Work encourage ambition, creativity, and high standards, while Team Player and Have Fun promote collaboration, connection, and a positive work environment. Be Kind underscores ethical conduct, integrity, and social responsibility. Own the Place reinforces our entrepreneurial spirit and accountability. AI Hero highlights AI as a strategic differentiator at the core of our offerings, while Cross-Selling Hero encourages collaboration across teams to amplify the impact of our solutions.
Our culture is embedded across the organization through structured practices, systems, and governance, including our Agile Pod Framework, onboarding, talent development programs, and continuous feedback initiatives. It is reinforced through company-wide forums, hackathons, celebrations, and our inverted pyramid leadership philosophy, supported by formal policies such as our Code of Ethics and Conduct, Talent Manifesto, and leadership framework.
Our Workplace
Our workplaces are designed to enhance the employee experience by supporting flexibility, comfort, and diverse ways of working. Our model offices enable employees to move between environments throughout the day while fostering collaboration, connection, and cultural exchange that complement remote work.
Employees’ Career Development
We support employee growth across five professional development dimensions: Technology, through our Studios and internal training programs; Clients, via exposure to leading global clients; Industries, by enabling specialization across sectors; Specialty, through vertical and lateral career paths; and Geocultural Diversity, through international projects and mobility opportunities.
31
Entrepreneurship
Founded as a startup, we continue to promote an entrepreneurial mindset across the organization. Employees are encouraged to identify opportunities, develop innovative solutions, and contribute to the evolution of our services. Further, through Globant Ventures, our startup accelerator, we invest in early-stage, purpose-driven companies focused on AI, Blockchain, and Future of Work technologies.
Availability of High-Quality Talent
According to the World Economic Forum’s Future of Jobs Report 2025, demand for technology-driven roles is expected to grow significantly by 2030, driven by AI, robotics, and digital transformation. Our sources of technology talent continue to contribute to strong graduate pipelines, digital workforce growth, and specialized expertise in AI and data-driven roles.
We leverage our global workforce to address future challenges and deliver exceptional client value. In 2024, we redefined our Talent Delivery Centers to enhance scalability and adaptability, embedding conversational AI into our processes and introducing AI agents to automate repetitive recruiting tasks, enabling a more personalized talent experience.
Competition
The markets in which we operate are competitive and subject to rapid change. We compete with global IT service providers. Key competitive factors in our business include: innovation capabilities; technical expertise and industry knowledge; breadth of services offerings; reputation and track record for high-quality and on-time delivery work; effective employee recruiting; training and retention; responsiveness to client needs; scale; financial resources; and pricing.
We compete with various technology service providers such as Accenture, Atos, Capgemini, Cognizant Technology Solutions, Deloitte Digital, DXC Technology, Endava, EPAM Systems, Inc., Genpact, GlobalLogic, Grid Dynamics, HCL Technologies, Infosys, Tata Consultancy Services, CI&T and Wipro, among others. Additionally, we compete with numerous smaller local companies in the various geographic markets in which we operate.
Operating Segment Overview and Principal Markets
For the years ended December 31, 2025, 2024 and 2023, the majority of our services were delivered under time-and-materials contracts and, to a lesser extent, under fixed-price contracts. We also generated a limited portion of our revenues from the sale of technology solutions, software licenses and other contractual arrangements. For additional information regarding the breakdown of our revenues by contract type, see “Operating Results — Certain Income Statement Line Items — 2025 Compared to 2024 — Revenues by Contract Type".
We have development centers in North America, Latin America, Europe, the Middle East, Asia and Oceania, where we have established initiatives to promote and assist individuals who wish to join the IT industry. As of December 31, 2025, we had 28,773 employees worldwide, and operations through subsidiaries with offices and employees in 31 countries.
Our revenues are sourced from the following four regions: North America, Latin America, Europe and New Markets. Geographical source revenues are reported based on the client site served, regardless of the location of the client’s headquarters or the location of the delivery center performing the services. For additional information regarding the breakdown of our revenues by client location, see “Operating Results — Certain Income Statement Line Items — 2025 Compared to 2024 — Revenues by Client Location”.
32
The Market Opportunity
Technology continues to influence business strategies across multiple industries. The rapid evolution of digital tools, including AI, compels organizations to reevaluate their operational frameworks and customer engagement strategies. The ongoing transformation, driven by generative AI and advanced analytics, is fundamentally altering business practices and establishing new competitive paradigms. To remain relevant and thrive in an increasingly digital environment, companies must proactively embrace these changes.
The demand for digital transformation services is expected to increase as organizations continue to invest in technology. Industry experts have identified several key trends that are expected to dominate the technological landscape and influence demand for digital transformation services in the coming years, including the following:
•Cloud IT Services Growth. According to Gartner, the cloud IT services market is expected to reach approximately $439 billion by 2028. Gartner estimates that the percentage of organizations adopting more complex hybrid environments and requiring external public cloud IT transformation services may increase.
•AI Services Expansion. Gartner projects that the market for AI services may reach approximately $609 billion by 2028, with a CAGR of 21.4%. Of particular note is the significant growth of generative AI capabilities, which according to Gartner is expected to represent 25% of all AI services engagements by 2028. This anticipated trend highlights a move towards outcome-focused AI implementations that prioritize business results over technology. By 2026, 70% of organizations are expected to emphasize the outcomes facilitated by AI, reflecting a broader shift in corporate priorities.
•Investment in Product Engineering Services. According to IDC, spending on product engineering and operational technology services will increase to approximately $350.7 billion by 2028. Companies are increasingly seeking external expertise to drive their product development processes, particularly as they look to innovate in digital and physical domains. This growing demand emphasizes the need for consulting firms to offer tailored solutions that address the complexities of modern product engineering challenges.
As organizations address evolving technology requirements, they may increasingly engage external service providers to support their digital transformation initiatives. In addition, organizations that prioritize sustainability, agility and innovative practices will thus be better equipped to respond to evolving market demands and technological advancements.
Business and Tech Trends
We are facing a technological movement that we expect to redefine society’s interaction with the digital world and support a new phase of enterprise transformation. The expected technological advancements signify not merely technical innovations but rather a transformative shift towards a more intuitive and seamless technological environment that will be integrated into business operations and daily lives.
33
AI is quickly evolving and increasingly becoming more deeply embedded across enterprise processes and everyday experiences. This progression heralds a future characterized by revolutionary innovation and a more connected, human-centric technological landscape. Based on industry research, several technology trends may significantly shape the landscape in the near term, including:
•Agentic AI. Agentic AI is emerging as a key driver of enterprise transformation as organizations move beyond assistive generative AI toward systems capable of setting goals, making decisions, and executing tasks autonomously within defined parameters. According to Gartner, 75% of enterprises are currently experimenting with AI agents, although only 15% have deployed fully autonomous, goal-driven systems, underscoring the early stage of adoption. Gartner further notes that 42% of enterprises plan to deploy AI agents. We believe this momentum reflects a growing focus on operational scalability, governance, and business impact as agentic AI becomes embedded into core enterprise processes.
•Quantum Communication. Quantum communication is gaining relevance as a critical enabler of secure data exchange in the emerging post-quantum environment. According to Hyperion Research, by 2026 approximately 18% of global quantum algorithm revenues are expected to be driven by AI-related applications, highlighting the convergence between quantum technologies and artificial intelligence. As concerns around cryptographic resilience and long-term data protection increase, quantum communication technologies such as quantum key distribution are expected to play an increasingly important role in supporting secure enterprise and government infrastructures.
•Polyfunctional Robotics. Robotics is evolving from task-specific automation toward polyfunctional, AI-powered systems capable of performing multiple tasks and adapting to dynamic environments. According to Precedence Research, the global advanced robotics market is projected to grow from $44.7 billion in 2024 to nearly $280 billion by 2034, representing a compound annual growth rate of approximately 20%. Gartner estimates that by 2030, one in 20 supply chain managers will manage robots rather than humans, reflecting the expanding role of intelligent robotics across industrial and enterprise operations. We expect this evolution to further accelerate the integration of AI-driven robotics into critical business workflows.
•Ambient Intelligence. Ambient intelligence is emerging as a new paradigm in which technology becomes embedded into physical and digital environments, reducing friction and enhancing human experience. According to Grand View Research, the global ambient computing market is projected to reach $352.7 billion by 2033, growing at a compound annual growth rate of 25.3% from 2025. We view this evolution as a shift toward more seamless, context-aware systems, with DataM Intelligence estimating that the ambient intelligence market could reach $182 billion by 2032, driven by adoption across sectors such as healthcare, retail, smart infrastructure, and entertainment.
•AI-Powered Cybersecurity. Cybersecurity is increasingly shaped by the use of AI by both attackers and defenders, accelerating the shift from reactive protection models toward predictive and adaptive security approaches. According to Cyber Defense Magazine, the global cost of cybercrime is projected to reach $24 trillion by 2027. IBM’s Cost of a Data Breach Report 2025 indicates that organizations using AI-driven security solutions can achieve average savings of $1.9 million per breach, while TASS reports that approximately 85% of cyberattacks in 2026 are expected to involve AI. We believe these dynamics reinforce the importance of AI-powered cybersecurity as a foundational capability for enterprise resilience.
The timing, scale and commercial impact of these trends remain uncertain and may vary by industry and geography. As we navigate this dynamic environment, we remain committed to leveraging these advancements to deliver innovative solutions and create lasting value for our stakeholders.
Strategy
Our strategy focuses on supporting client technology, AI and digital transformation initiatives across multiple industries to assist organizations in addressing evolving customer and workforce demands through the use of the latest technologies and methodologies. Key elements of our strategy include the following:
Revenue growth
We continue to focus on delivering innovative and high value-added solutions that drive revenues for our clients, thereby strengthening our relationships and creating additional revenue opportunities for us. We will continue to target new clients by leveraging our AI engineering, design and innovation capabilities and our deep understanding of emerging technologies and industries. We will focus on building our brand in order to further penetrate our existing and target markets where there is a strong demand for our knowledge and services.
34
Continue focusing on AI, emerging technologies and digital transformation
Our Studios deliver software solutions through the use of our expertise across industries, in emerging technologies and in related market trends. As new technologies emerge and as market trends evolve, we may add Studios to capture additional business opportunities and enter new markets.
Globant Enterprise AI, a sophisticated orchestration software that integrates and manages all AI Agents, serves as a great example of our constant evolution. It offers full traceability of AI-driven processes, providing transparency, accountability, and the ability to monitor and adapt strategies in real time. It is key in supporting our AI Studios, allowing us to deliver robust, flexible, and scalable AI solutions to enterprises worldwide.
Development of products and platforms
Through Globant Enterprise AI (GEAI), among other offerings, we will continue to focus on expanding our product and platform offerings to keep transforming the business operations of our clients, stimulating their growth potential and helping them to improve their business and operations. These investments help us to further enhance our differentiation and competitiveness in the marketplace. Our disciplined investment strategy, which acts as a catalyst to fuel organic growth, is focused on scaling our business in high-growth areas; adding skills and capabilities in new areas; and deepening our industry and functional expertise.
Attract, train and retain top-quality talent
We place a high priority on recruiting, training, and retaining employees, which we believe is integral to our continued ability to meet the challenges of the most complex software development assignments. In doing so, we seek to decentralize our delivery centers by opening centers in locations that may not have developed IT services markets but can provide professionals with the caliber of technical training and experience that we seek. We offer highly attractive career opportunities to individuals who might otherwise have had to relocate to larger IT markets. We will continue to develop our scalable human capital platform by implementing resource planning and staffing systems, attracting, training and developing high-quality professionals, strengthening our relationships with leading universities in different countries, and helping universities better prepare graduates for careers in our industry. We have agreements to teach, provide internships, and interact on various initiatives with several universities throughout the world.
Selectively pursue strategic acquisitions
In building on our track record of successfully acquiring and integrating complementary companies, we will continue to selectively pursue strategic acquisition opportunities that deepen our relationships with key clients, extend our technology capabilities, broaden our service offerings and expand the geographic footprint of our delivery centers that will enhance our ability to serve our clients.
Competitive Strengths
We believe the following strengths differentiate Globant from competitors and create the foundation for continued rapid growth in revenues and profitability:
Deep AI expertise to propel business transformation
Globant’s deep knowledge of AI combines advanced technical expertise with real-world implementation experience across industries. For more than a decade, Globant has been developing and deploying AI solutions, building a strong foundation of capabilities, assets, and best practices. Rather than treating AI as a standalone capability, we integrates it into broader business transformation, helping clients move from experimentation to measurable outcomes. Its teams understand not only models and data architectures, but also the operational and product implications of deploying AI at scale. This approach is further strengthened by AI Pods, a subscription-based delivery model that provides scalable access to AI-powered capabilities across functions, enhancing efficiency, predictability, and speed to market while embedding AI more deeply into client engagements worldwide.
35
Domain expertise across industries, in emerging technologies and related market trends
We have deep domain expertise across industries, in emerging technologies and in related market trends. We organize our areas of expertise in Studios, which we believe provide us with a strong competitive advantage and allow us to leverage prior experiences to deliver superior solutions to clients.
Long-term relationships with blue chip clients
We have built a roster of blue chip clients, such as Google and The Walt Disney Company, many of which themselves are at the forefront of emerging technologies and with whom we have been working for more than ten years. We believe that our success in developing these client relationships reflects the innovative and significant value-added services that we provide along with our ability to positively impact our clients’ business. Our relationships with these enterprises provide us with an opportunity to access large IT, research and development, and marketing budgets. These relationships have driven our growth and have enabled us to engage with new clients.
Global delivery with access to deep talent pool
We have built a strong foundation with respect to our delivery footprint, and as a key element of our strategy, we continue to focus on expanding our delivery footprint, including increasing the number of employees that work onsite at our clients or near client locations. By expanding our global delivery footprint, we expect to gain access to additional pools of talent to effectively meet the demands of our clients.
Highly experienced management team
Our management team is comprised of seasoned industry professionals with global experience. Our management sets the vision and strategic direction for Globant and drives our growth and entrepreneurial culture. On average, the members of our senior management team have more than 20 years of experience in the technology industry giving them a comprehensive understanding of the industry as well as insight into the industries in which our clients operate, emerging technologies and opportunities for strategic expansion.
Seasonality
Our business is seasonal and as a result, our revenues and profitability fluctuate from quarter to quarter. Our revenues tend to be higher in the third and fourth quarters of each year compared to the first and second quarters of each year due to seasonal factors. During the first quarter of each year, which includes summer months in the southern hemisphere, there is a general slowdown in business activities and a reduced number of working days for our IT professionals based in the southern hemisphere, which results in fewer hours being billed on client projects and therefore, lower revenues being recognized on those projects. In addition, some of the reduction in the number of working days for our IT professionals in the first or second quarter of the year is due to the Easter holiday. Depending on whether the Easter holiday falls in March or April of a given year, the effect on our revenues and profitability can appear either in the first or second quarter of that year. Our revenues derived from our GUT Studio are typically much higher towards the fourth fiscal quarter due to the holiday season. Finally, we may implement annual salary increases in the second and fourth quarters of each year. Our revenues are traditionally higher, and our margins tend to increase, in the third and fourth quarters of each year.
Methodologies and Tools
Effectively delivering the innovative software solutions that we offer requires highly evolved methodologies and tools. Since inception, we have invested significant resources into developing a proprietary suite of internal applications and tools to assist us in developing solutions for our clients and manage all aspects of our delivery process. These applications and tools are designed to promote transparency, and knowledge-sharing, enhance coordination and cooperation, reduce risks such as security breaches and cost overruns, and provide control as well as visibility across all stages of the project lifecycle, for both our clients and us. Our key methodologies and tools are described below.
36
Clients
At Globant, we focus on delivering innovative and high value-added solutions that drive revenues and brand awareness for our clients. We believe that our approach deepens our relationships and leads to additional revenue opportunities. We also target new clients by showcasing our engineering, design and innovation capabilities along with our deep understanding of digital journeys, emerging technologies and related market trends.
Our clients include primarily medium to large-sized companies based in North America, Latin America, Europe and New Markets, operating in a broad range of industries, including Media and Entertainment, Professional Services, Technology and Telecommunications, Travel and Hospitality, Healthcare, Banks, Financial Services and Insurance, and Consumer, Retail and Manufacturing. We believe clients choose us based on our ability to understand their business and help them drive revenues, as well as our innovative and high value-added business proposals, tailored Studio-based solutions, and our reputation for high quality execution. We have been able to grow with, and retain our clients by merging their industry knowledge with our expertise in the latest market trends to deliver tangible business value.
We typically enter into a master services agreement (or MSA) with our clients, which provides a framework for services and a statement of work (or SOW) to define the scope, timing, pricing terms and performance criteria of each individual engagement under the MSA. We generate 49.8% of our revenue from long-term projects with terms greater than 24 months.
During 2025, 2024 and 2023, our ten largest clients based on revenues accounted for 29.2%, 29.3% and 32.0% of our revenues, respectively. Our top client for the years ended December 31, 2025, 2024 and 2023, The Walt Disney Company, accounted for 8.7% of our revenues in each such year. Additionally, for the year ended December 31, 2025, 2024 and 2023, 96.0%, 93.7% and 89.6% of our revenues, respectively, came from existing clients who engaged our services in the prior year. We believe our success in building our client base in one of the most sophisticated and competitive markets for IT services demonstrates the strength of our value proposition, the quality of our execution and the value of our culture of innovation and entrepreneurial spirit.
For additional information regarding the breakdown of the distribution of our clients by revenue, see “Operating Results — Certain Income Statement Line Items — 2025 Compared to 2024 — Revenue by Client Concentration — Distribution of our Clients by Revenues".
Sales and Marketing
Our growth strategy is based on six pillars: (i) leveraging our broad expertise; (ii) growing within existing clients; (iii) acquiring new clients; (iv) geographic expansion; (v) products and platforms; and (vi) pursuing strategic acquisitions. Our expertise and Studio approach help us expand the portfolio and practices we offer to our clients. Our acquisitions are pursued with the aim of fulfilling strategic goals, such as growing into a new geography or the expansion of specializations.
Under our multi-pronged, integrated sales and marketing strategy, our senior management, sales executives, sales managers, account managers and engagement managers work collaboratively to target, acquire and retain new clients and expand our work for existing clients. Globant's team is currently comprised of 395 sales professionals worldwide.
Beyond leveraging our broad expertise, our sales strategy is driven by three fundamentals: retain, develop and acquire ("RDA"). The retention component is focused on maintaining our wallet share with existing accounts through flawless execution on our engagements. The development component emphasizes developing existing client relationships by significantly expanding our wallet share and capturing business from our competitors. The acquisition component targets new client accounts. Through our RDA strategy, as well as marketing and branding events, we are able to acquire new or expand existing engagements in our large and growing addressable market.
New Clients
We seek to create relationships with strategic clients through existing client referrals or through our multi-tiered approach. Our approach begins by identifying industries and geographic locations with solid growth potential. Once potential clients are identified, we seek to engage the market-facing management personnel of those companies instead of their IT divisions, which allows us to get a better understanding of the prospect's business model before engaging with its IT personnel. The focus on an enterprise's revenue drivers allows us to highlight the value of our services in meeting our client's business needs, thereby differentiating us.
37
Our account sales teams are made up of sales executives and sales managers, and follow specific guidelines for managing opportunities when contacting potential new clients. Before a sales team approaches a prospective client, we gather significant intelligence and insight into the client's potential needs, creating a specific value proposition for discussion during the engagement process. Additional opportunities resulting from the planned targeted engagement are gathered and tracked. Once an appropriate opportunity has been identified and confirmed with the client, our sales team performs account and competition mapping and enlists internal industry and subject matter experts as well as pre-sales engineers from all of the participating Studios. We then generate proposals to present to and negotiate with the client. Once we have secured the engagement, our sales executives work closely with the Globant leadership team, partners and subject matter experts from our Studios to ensure that we exceed our new client's expectations.
From time to time, we use ideation sessions and discovery engagements in our pre-sales process. During the discovery engagements, we meet with clients to discuss their goals and develop creative solutions. The discovery engagement sessions help us discover our clients' main objectives, even if those objectives are not explicitly stated. These sessions are critical in helping us to offer solutions that will adapt to our clients' needs and wishes. This allows us to showcase our expertise in emerging technologies to the prospective client while also allowing us to generate a significant number of possible future client opportunities.
Existing Clients
Once we have established the client relationship, we are focused on driving future growth through increased client loyalty and retention. We leverage our historical successes with existing clients and our relationships with our clients' key decision-makers to cross-sell additional services, thereby expanding the scope of our engagements to other departments within our clients' organizations. We seek to increase our revenues from existing clients through our account managers, technical directors, program managers, leadership team, Studio partners, and subject matter experts.
Since its launch in 2016, we have pursued our growth strategy within the framework of our “50-Squared” vision. Under this initiative, we assigned our most senior teams to focus on 50 clients. As our “50-Squared” vision evolved, we expanded our service offerings, broadened our geographic reach, and enhanced our industry capabilities, while attracting top-tier talent across industries and regions worldwide. Many of our key clients have grown under this program. In 2021, we expanded this strategy into our “100-Squared” vision, under which we aim to develop long-term relationships with our top 100 accounts.
We undertake periodic reviews to identify existing clients that we believe are of strategic importance based on, among other things, the amount of revenue we generate from the client, as well as the growth potential and brand recognition that the client provides.
38
Marketing
To fully implement a digital and cognitive transformation, we also help our customers stay relevant within their industries and audiences by providing helpful information and initiatives to understand their users’ environment, competitors and behavior. With research, SME gatherings, webinars, workshops and conferences, our leaders offer valuable insights to help organizations create valuable and emotional experiences for the audience.
As of December 31, 2025, our marketing department operates in all markets in which we operate. This team promotes our brand through a variety of channels, including the following:
•Converge: Our series of executive events that brings together some of the best creative minds in the industry for one amazing day of inspirational stories, inventive ideas, learning experiences, and "wow" technology showcases that enable attendees to re-think the new ways they do business.
•Global Partnerships: Leveraging hospitality and co-branding initiatives with global partners, such as FIFA, F1, Riot Games, Unity and Open AI.
•Tech Trends Report: A series of reports and LIVE conversations regarding technology trends in key industries.
•Reports and whitepapers: Special reports that analyze trends and the impact of such trends on businesses.
•Success Stories: A yearly initiative where participants share experiences about complex technical challenges and the brands and people behind them.
•Events: Ranging from small events for specific guests or partners to large events that welcome the community.
•Podcasts: Discussion of tech trends and diverse perspectives.
•Blog: Explore content on the latest trends and best practices in the different industries we work with.
•Analyst Relations: Managing relationships with firms like Gartner and Forrester to position Globant offering among enterprise buyers and participate in rankings and reports.
Intellectual Property
Our intellectual property rights are important to our business. We rely on a combination of intellectual property laws, trade secrets, confidentiality procedures and contractual provisions to protect the investment we make in research and development. We require our employees, independent contractors, vendors and clients to enter into written confidentiality agreements upon the commencement of their relationships with us.
We customarily enter into nondisclosure agreements with our clients with respect to the use of their software systems and platforms. Our clients usually own the intellectual property in the software solutions we deliver. Furthermore, we usually grant a perpetual, worldwide, royalty-free, nonexclusive, transferable and non-revocable license to our clients to use our preexisting intellectual property, but only to the extent necessary in order to use the software solutions we deliver.
In addition, we have developed a number of proprietary internal tools that we use to manage our projects, build applications in specific software technologies, and assess software vulnerability.
Our registered intellectual property consists of the trademark "Globant" (which is registered in twelve jurisdictions), the trademark "StarMeUp", certain other trademarks related to our service offerings and products, three software patents granted in the United States in favor of our United States subsidiary Globant LLC, and three software patents that are granted in the United States in favor of our Spanish subsidiary Globant España S.A. We do not believe that any individual registered intellectual property right, other than our rights in our name and logo, is material to our business.
39
Facilities and Infrastructure
As of December 31, 2025, we provided our services from 91 locations where we lease approximately 1.34 million total square feet of office space, including the following principal operational locations:
Country | Type | Square Feet | ||||||||||||
Argentina | Development and Delivery Center / Client Management Center | 339,928 | ||||||||||||
India | Development and Delivery Center | 338,697 | ||||||||||||
Colombia | Development and Delivery Center / Client Management Center | 124,676 | ||||||||||||
| Spain | Development and Delivery Center / Client Management Center | 71,572 | ||||||||||||
| Uruguay | Development and Delivery Center / Client Management Center | 60,412 | ||||||||||||
Government Support and Incentives
Argentina
The Knowledge Economy Law, which replaced the Software Promotion Law No. 25,922 (the “Software Promotion Law”) went into effect on January 1, 2020 for the legal entities adhered to the Software Promotion Law, and is effective until December 31, 2029. Pursuant to the Knowledge Economy Law, the beneficiaries will enjoy the following benefits:
•Stability in the enjoyment of the regime benefits.
•Exemption from any value-added tax withholding or collection regimes only in the case of export operations.
•A reduction in the corporate income tax liability originated in the promoted activities of 60% for micro and small enterprises, 40% for medium-sized enterprises and 20% for large enterprises.
•Allowance to deduct as cost any payment or withholding of foreign taxes on taxed income of Argentine source.
•Granting of a tax credit bond of up to 70% of the social security contributions of the employees associated with the promoted activities. Such bonds can be used within the following 24 months (extendable for additional 12 months with justified cause) to pay Income Tax (up to a percentage of the exports reported each year), value added tax ("VAT") or other federal taxes. The bonds may be transferred on one occasion if the beneficiary has exports of services related to the promoted activity which represent at least 70% of its annual revenue. The amount of bonds to be issued could be increased to 80% of the paid social security contributions when the newly-hired employees are members of certain minorities. This benefit has a maximum limit per employee, based on their monthly salary.
In order to maintain eligibility for these benefits, beneficiaries are required to demonstrate compliance with certain requirements every two years. In addition, the benefits are subject to an annual cap established in Argentine pesos pursuant to the national budget. Due to Argentina’s high inflation and the absence of periodic adjustments to this cap, the effective value of the benefits received by our Argentine subsidiaries has been materially reduced in recent years. As of 2026, a new cap has been established. However, there can be no assurance that the cap allocated for the current year will be sufficient, and it may continue to limit or reduce the benefits ultimately received by our Argentine subsidiaries. See "Business Overview — Government Support and Incentives".
On October 11, 2022, the Argentine Executive Branch created the Investment Promotion Regime for Exports of Knowledge Economy Activities, pursuant to which eligible entities (i.e., entities submitting projects for investments in infrastructure, capital goods and working capital that seek to increase exports through an investment of over $3.0 million), can benefit from the free availability of up to 30% of the foreign currency received from the incremental net exports, which may be used for paying salaries in foreign currency.
On August 18, 2023, Argentina and the Inter-American Development Bank entered into an agreement for the disbursement of US$35,000,000 to support the Investment Promotion Regime for Exports of Knowledge Economy Activities.
Our subsidiaries, BSF S.A., IAFH Global S.A. and Sistemas Globales S.A were approved as beneficiaries of the Knowledge Economy Law by the Subsecretary of Knowledge Economy and incorporated into the National Registry on July 8, 2021, October 15, 2021, December 14, 2021, and February 8, 2022 respectively. Benefits were granted as of January 1, 2020.
40
India
In India, under the Special Economic Zones Act of 2005, the services provided by export-oriented companies within Special Economic Zones (each, a "SEZ") are eligible for a deduction of 100% of the profits or gains derived from the export of services for the first five years from the financial year in which the company commenced the provision of services and 50% of such profits or gains for the five years thereafter. In the case of Globant India Private Limited (GIPL), fiscal year 2026-2027 is the tenth year for which the deduction under Section 10AAA is available. Companies must meet the conditions under Section 10AA of Income Tax Act to be eligible for the benefit. Other tax benefits are also available for registered special economic zone ("SEZ") companies.
Some locations of our Indian subsidiary are located in a SEZ and have completed the SEZ registration process. Consequently, we started receiving the tax benefit on August 2, 2017. With the growth of our business in a SEZ, our Indian subsidiary may be required to compute its tax liability under Minimum Alternate Tax ("MAT") in future years at the current rate of approximately 17.5%, including surcharges, as its tax liability under the general tax provisions may be lower compared to the MAT liability.
Uruguay
In 1988, Law No. 15,921 created Uruguay's Free Trade Zone regime allowing any type of industrial, commercial, or service activity to be carried out in a specifically delimited areas of the Uruguayan territory and be performed outside Uruguay.
The main benefits include the following:
•An almost full tax exemption (Corporate Income Tax "IRAE", Net Wealth Tax-IP, VAT and several withholding taxes) and customs duties exemption; and
•Foreign employees may opt out of the Uruguayan social security system and, with regard to personal income tax, opt to be subject to Non-Residents Income Tax at a 12% flat rate instead of Individual Tax.
On December 8, 2017, Uruguay’s Executive Power enacted Law No. 19,566, introducing changes to Law No. 15,921, The new Law allows for services rendered to third countries from the Free Trade Zone to also be rendered to corporate income taxpayers inside the Uruguayan, non-Free Trade Zone territory.
Our subsidiary in Uruguay, Sistemas Globales Uruguay S.A., is situated in a Free Trade Zone and is eligible for the fiscal benefits.
Regulatory Overview
Given the broad scope of our presence, our operations are subject to a variety of rules and regulations. Various federal and state agencies in the 31 countries in which we operate regulate different aspects of our business, including anti-corruption, internal and disclosure control obligations, data privacy and protection, wage and labor standards, employment and labor relations, trade protections, international trade controls, foreign exchange controls and other regulatory requirements affecting trade and investment. Some of the laws and regulations to which we are exposed, and their interpretation, are still evolving. The following summaries included below provide a high-level overview of the laws and regulations material to us and do not purport to address all laws and regulations that may be relevant to our operations. If we are not in compliance with applicable legal requirements, we may be subject to civil or criminal penalties and other remedial measures, which could adversely affect our business, financial condition and results of operations.
Taxation
We are subject to taxes globally, including income tax, valued-added tax, turn-over tax, etc., and are subject to certain tax incentive regimes.
Tax incentives
We benefit from certain tax incentives promulgated by the Argentine, Uruguayan and Indian governments, among others. See "Business Overview — Government Support and Incentives" and "Risk Factors — Changes in the tax laws or in their interpretation or enforcement or the loss of any country-specific tax benefits could have a material adverse effect on our financial condition and results of operations".
41
Global Minimum Tax
The Global Minimum Tax was introduced by the Global Anti-Base Erosion (GloBE) Rules and is a key part of the two-pillar solution agreed by over 135 member jurisdictions of the OECD/G20 Inclusive Framework on Base Erosion and Profit Shifting (Inclusive Framework on BEPS) in October 2021.
It ensures that Multinational Entities with revenues above EUR 750 million are subject to a 15% effective minimum tax rate in each jurisdiction that operates.
Since January 2024, Globant has been subject to the Global Minimum Tax regulation. Some of the tax incentives that we benefit from could be adversely affected. For example, in Uruguay, where the Free Trade Zone regime benefits us with an almost full tax exemption, our Income Tax Effective Rate increased to 15% following the implementation of a domestic top-up tax in 2025.The extent to which different tax incentives will be affected varies significantly. In addition, countries may use the opportunity of the introduction of the OECD Global Minimum Tax to remove those tax incentives.
Argentina
Income tax
Pursuant to Income Tax Law No. 20,628, as amended, legal entities and branches of foreign entities are subject to a tax on their worldwide net income; provided that any foreign taxes paid on income earned from activities carried out abroad can be taken as a credit against the applicable Argentine tax, to the extent that the foreign tax does not exceed the Argentine tax. Losses incurred during any fiscal year may be carried forward and offset against taxable income obtained during the following five fiscal years. Corporate income tax is levied at a progressive rate ranging between 25% and 35%. Subject to net income amounts, companies are required to pay a fixed amount and a progressive rate over the surplus of the minimum base rate in their category. The amounts are adjusted annually based on the variation of the consumer price index ("CPI"). Argentine entities are subject to an integral inflation adjustment tax mechanism to the extent that the CPI exceeds 100% in the 36 previous months to the closing of each relevant fiscal year. For the fiscal years beginning on or after January 1, 2021, 100% of the tax inflation adjustment (negative or positive) would be allocated by fiscal year.
Valued-added tax
In Argentina, the sale of goods and the provision of services, under certain circumstances, rendered outside of Argentina, which are effectively used or exploited in Argentina, and digital services rendered from abroad, are subject to VAT. The current value-added general tax rate is 21%. Certain sales and imports of goods, such as computers and other hardware, are, however, subject to a lower rate of 10.5%. Services rendered in Argentina, which are effectively used or exploited abroad, qualify as “export services” and are not subject to VAT. Law No. 27,346 creates the figure of substitute taxpayer for the payment of the tax corresponding to non-Argentine residents who render services within Argentina. Substitute taxpayers will assess and pay for applicable VAT, even in the cases in which it is impossible to withhold that tax from the non-Argentine resident.
Tax on dividends
In Argentina, dividends resulting from profits obtained since and including fiscal year 2018 that are paid to Non-Argentine Beneficiaries or Argentine resident individuals are subject to a 7% income tax withholding.
Net wealth tax
The net wealth tax is payable on shares and other equity participation issued by an entity domiciled in Argentina that are owned by companies residing abroad. The tax is paid by the local company itself. The applicable rate is 0.50% on the company’s net worth. An Argentine company is entitled to seek reimbursement of such tax paid from the shareholders. The current Double Taxation Treaties (DDTs) signed by Argentina do not provide an exemption on this tax.
42
Colombia
In December 2025, in the context of the declaration of a state of emergency pursuant to Decree No. 1390 of 2025, which grants the Executive Branch temporary extraordinary powers to issue decrees with the force of law, including the authority to create or modify taxes, the National Government adopted new tax measures in Colombia, including measures affecting income tax, VAT and net wealth tax. However, pursuant to an order issued by the Constitutional Court of Colombia on January 29, 2026, the validity and enforceability of these measures remain subject to constitutional review.
Income tax
In Colombia, national corporations, branches of foreign corporations and permanent establishments are taxed on global income. The general corporate income tax rate is 35%. However, pursuant to Law No. 2,277 of 2022, corporate taxpayers are subject to a minimum effective tax rate of 15%. Capital gains are subject to tax at a corporate income tax rate of 15%, including (a) gains on the transfer of fixed assets owned for more than two years; and (b) gains resulting from the receipt of liquidation proceeds of corporations in excess of capital contributed if the corporation existed for at least two years.
Valued-added tax
In Colombia, VAT is an indirect national tax levied on, among others (i) services rendered in Colombia and from abroad; and (ii) sales or transfers of intangible assets related to industrial property. The general tax rate is 19%.
Tax on dividends
In Colombia, distributions to foreign companies or nonresidents are subject to taxation at a rate of 20%. The distribution of dividends to national corporations derived from profits that are considered as income and are not subject to income tax is subject to a tax rate of 10%, which applies to the first distribution and is transferable and attributable to the final shareholder (resident person, entity, or non-resident individual). The 10% withholding is not applicable when the distribution is made between registered economic group members.
In addition, if the dividend distribution is made out of profits that were not taxed at the distributing entity level, the distribution to nonresidents is subject to a 35% corporate income tax (recapture tax), which is withheld by the company who distributes the dividends. In this case, the 20% dividends tax applies on the distributed amount after it is reduced by the 35% recapture income tax.
A 35% corporate income tax is imposed on dividends paid to residents (including companies) out of profits not taxed at the corporate level. If the profits subject to tax at the corporate level in a given year are higher than the commercial profits of that year, the difference can be carried back for two years or carried forward for five years to offset the profits of such periods, in order to reduce or eliminate the amount of the distribution subject to the 35% withholding tax. This carryforward or carryback should not reduce the amount of the distribution to nonresidents subject to the dividends tax of 20%. The 20% withholding for dividends paid to non-residents (individuals and corporations) can be reduced if a Double Tax Treaty between Colombia and a third-party country applies.
Net wealth tax
The wealth tax is levied on the possession of net wealth for tax purposes (more than 72,000 Tax Value Units (TVU)) on January 1st of each year. This tax applies to (i) resident individuals and estates with respect to their worldwide assets (equity), (ii) non-resident individuals and estates over their assets held in Colombia, and (iii) certain foreign entities that have assets in Colombia other than certain types of investments (i.e., shares, receivables, portfolio investments duly registered with the Central Bank). Progressive rates apply, varying according to the individual’s net worth, and range from 0.5% to 1.5%.
43
Mexico
Income tax
Corporate entities resident in Mexico are taxed on their worldwide income from all sources, including profits from business and property. A nonresident corporate entity in Mexico is subject to profits tax on income earned from carrying on business through a permanent establishment in Mexico and on Mexican-sourced income. Corporate entities are considered residents of Mexico if their principal place of management is located in Mexico. The corporate income tax rate is 30%. The income tax law recognizes the effects of inflation on the following items and transactions: (a) depreciation of fixed assets (b) cost on sales of fixed assets (c) sales of capital stock (shares) (d) monetary assets and liabilities and (e) tax loss carryforwards. Mexican transfer pricing rules are based on the OECD principles.
Valued-added tax
In Mexico VAT is levied upon, among others, the supply and importation of goods and independent services. VAT is calculated by "cash basis" for each calendar month as a definitive tax. The standard tax rate is 16%; provided that certain transactions, such as the sale of shares are exempted from the VAT.
Tax on dividends
Nonresident shareholders of a Mexican corporation are subject to a 10% income tax on dividends received that are paid out of profits generated after 2013. Dividends are not subject to corporate income tax at the distributing company level if the distribution is from previously taxed earnings and if the distributing corporation has sufficient accumulation in its “net after-tax profit” ("CUFIN") account to cover the dividend. If the dividend is in excess of the CUFIN account, then the dividend is also taxed at the distributing company level at a rate of 30% on a grossed-up basis with a gross-up factor of 1.4286.
India
Income tax
A company resident in India is subject to tax on its worldwide income, unless the income is specifically exempt. A company that does not reside in India is subject to Indian tax on Indian-sourced income and on income received in India.
Under the regular taxation regime, the standard corporate income tax rate is 30% for domestic companies. A 25% rate (plus any applicable surcharge and cess) applies for a financial year to domestic companies with total turnover or gross receipts not exceeding INR 4 billion during the specified period (generally, the financial year two years prior to the relevant financial year). A 7% surcharge applies to domestic companies with income exceeding INR 10 million and a 12% surcharge applies where income exceeds INR 100 million.
Alternatively, domestic companies may opt for taxation under Section 115BAA, whereby income is taxable at a concessional rate of 22% (plus applicable surcharge of 10% and 4% Health and Education Cess), subject to the fulfillment of prescribed conditions. Companies opting for this regime are not eligible for certain deductions and incentives, including additional depreciation and specified profit-linked deductions, deduction under section 10AA etc) and are exempt from the applicability of Minimum Alternate Tax (MAT).
Minimum alternate tax (MAT) is imposed at a rate of 15% (plus any applicable surcharge and 4% educational cess) on the adjusted book profits of corporations whose tax liability is less than 15% of their book profits.
Value-added tax
In India, goods and services tax ("GST") is a destination-based consumption tax applicable to the supply of goods or services. GST also is a part of the aggregate customs duty imposed on imports. Exports and supplies to SEZs are zero-rated supplies for GST purposes. Central GST ("CGST") and state GST ("SGST") are imposed simultaneously on a common tax base on all intrastate transactions. In the case of interstate supplies of goods and services, integrated GST ("IGST") applies at a rate that is an aggregate of CGST and SGST. The general tax rate applicable to most services is 18%.
Tax on dividends
Dividends paid to an Indian resident are generally subject to a withholding tax at the rate of 10%, and dividends paid to a nonresident are subject to withholding tax at the rate of 20%. The withholding tax rates on dividends paid to nonresidents are subject to any applicable surcharge and cess and may be reduced under a tax treaty.
44
Foreign exchange controls
Pursuant to the regulations of the Argentine Central Bank, among others, (a) collections of foreign currency from the export of goods and services and the disbursement of foreign financial loans (to have access to the FX Market for the repayment of principal and interests), are subject to mandatory transfer into Argentina and conversion into Argentine pesos through the FX Market; provided, that in the case of the export of goods and services, the Export Increase Program (Progama de Incremento Exportador) allows exporters to repatriate and liquidate at the official exchange rate equal to 80% of the proceeds for their exports through the FX Market, and to execute inbound blue-chip swap transactions for the remaining 20%; (b) the prior authorization of the Argentine Central Bank is required for access to the FX Market for the purchase of foreign currency for certain purposes (e.g. except under certain circumstances, payment of dividends, pre-payment of principal and interest on indebtedness; and payments to related parties); and (c) access to the FX Market to make payments from Argentina is subject to compliance with a foreign indebtedness information regime and the filing of an affidavit stating that, among other things: (i) payor did not, and commits not to perform certain transactions with Argentine securities, Argentine depositary receipts of foreign shares (“CEDEARS”) or external assets within the preceding and following 90 calendar days; (ii) as of the transaction date, payor does not have holdings of foreign currency in Argentina that are not deposited with Argentine financial institutions and does not have foreign liquid disposable assets and CEDEARS for an equivalent of more than $100,000; and (iii) commits to transfer into Argentina and settle for Argentine pesos any payments received outside of Argentina under loans granted by payor or under time deposits made after May 28, 2020, or from the sale of assets.
Law No. 19,359, as amended and complemented, establishes penalties for the infringement of any foreign exchange regulations. Penalties include fines of up to a tenfold increase in the amount of the infringing transaction, temporary suspensions, disqualification for up to ten years preventing the infringing party from acting as importer, exporter and/or as foreign exchange institution, or imprisonment in event of recidivism.
For additional information regarding all current foreign exchange restrictions and exchange control regulations in Argentina, investors should consult their legal advisors and read the applicable rules mentioned herein, as well as any amendments and complementary regulations, which are available at the Argentine Central Bank's website: www.bcra.gob.ar.
Under Colombian foreign exchange regulations, payments in foreign currency related to certain foreign exchange transactions must be channeled through the commercial exchange market, by means of (i) a foreign exchange intermediary, or (ii) through compensation accounts, in both cases, declared to the Colombian Central Bank. This mechanism applies to payments in connection with, among others, imports and exports of goods, foreign loans and related financing costs, investment of foreign capital and the remittances of profits thereon, investment in foreign securities and assets and endorsements and guarantees in foreign currency. Transactions through the commercial exchange market are made at market rates freely negotiated with the authorized intermediaries.
In addition, the Colombian Central Bank may intervene in the foreign exchange market at its own discretion at any time and may, under certain circumstances, take actions that limit the availability of foreign currency to private sector companies. Notwithstanding the foregoing, the Colombian Central Bank has never taken such action since the present foreign exchange regime was implemented in 1991.
The prevailing foreign exchange laws in India, more specifically, Section 8 of the Foreign Exchange Management Act, 1999, require an Indian company to take all reasonable steps to realize and repatriate into India all foreign currency earned by the company outside India, within such time periods and in the manner specified by the Reserve Bank of India (the "RBI"). The RBI has promulgated guidelines that require Indian companies to realize and repatriate such foreign currency to India, inter alia by way of remittance into a foreign currency account such as an Exchange Earners Foreign Currency ("EEFC") account maintained with an authorized dealer in India. Remittance into an EEFC account is subject to the condition that the sum total of the accruals in the account during a calendar month should be converted into rupees on or before the last day of the succeeding calendar month, after adjusting for utilization of the balances for approved purposes or forward commitments.
Data Protection
We collect, store, process, use and transfer personal data and other sensitive information, and, therefore, we are subject to laws and regulations related to security and privacy, in addition to other numerous, and sometimes conflicting, legal requirements. We are also subject to various other laws governing the protection of privacy, health and other personally identifiable information and data privacy and cybersecurity laws in other regions. See "Risk Factors — Risks Related to Our Global Operations — Our business, results of operations and financial condition may be adversely affected by the various conflicting and/or onerous legal and regulatory obligations required in the countries where we operate".
45
Labor and Employment
We are subject to a variety of national and local labor laws including, employee health safety, wages and benefits laws, immigration, independent contractors regulations and outsourcing. See "Risk Factors — Risks Related to Our Global Operations — Our business, results of operations and financial condition may be adversely affected by the various conflicting and/or onerous legal and regulatory obligations required in the countries where we operate", “If we are faced with immigration or work permit restrictions in any country where we currently have personnel onsite at a client location or would like to expand our delivery footprint, then our business, results of operations and financial condition may be adversely affected” and “Risk Factors — Risks Related to Our Business and Industry — Our labor costs and the operating restrictions that apply to us could increase as a result of collective bargaining negotiations and changes in labor laws and regulations, and disputes resulting in work stoppages, strikes, or disruptions could adversely affect our business”.
C. Organizational Structure
On December 10, 2012, we incorporated our company, Globant S.A., as a société anonyme under the laws of the Grand Duchy of Luxembourg, as the holding company for our business. Prior to the incorporation in Luxembourg, our company was incorporated in Spain as a sociedad anónima, which we refer to as “Globant Spain” or “Spain Holdco”. As a result of the incorporation of our company in Luxembourg and certain related share transfers and other transactions, Globant Spain became a wholly-owned subsidiary of our company.
The following chart is a summary of our principal subsidiaries as of the date of this report. You may find complete information about all of our subsidiaries and their respective holdings in Exhibit 8.1.
D. Property, Plant and Equipment
See “Business Overview - Facilities and Infrastructure”.
ITEM 4A. UNRESOLVED STAFF COMMENTS
Not applicable.
ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS
You should read the following discussion and analysis of our financial condition and results of operations in conjunction with our consolidated financial statements and related notes included elsewhere in this annual report. Our consolidated financial statements have been prepared in accordance with IFRS. This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results and the timing of selected events could differ materially from those anticipated in these forward-looking statements as a result of various factors, including those set forth under "Key Information—Risk Factors" and elsewhere in this annual report.
Overview
46
See "Information on the Company — History and Development of the Company" and "Information on the Company — Business Overview — Overview".
A. Operating Results
Factors Affecting Our Results of Operations
Over the last few years, the simultaneous digital and cognitive revolutions have transformed the technology industry, reshaped how companies connect with consumers and employees, and created opportunities for gains in efficiency. Today's technology users move quickly and demand personalized and frictionless experiences through always-available digital ecosystems. Increased demand for more intelligent and human-like technology is contributing to changes in the industry. To address user demands, companies are leveraging AI, UX, Mobile, Cloud, VR and other technologies.
We believe that the most significant factors affecting our results of operations include:
•market demand for integrated engineering, design and innovation technology services relating to emerging technologies and related market trends;
•economic conditions in the industries and countries in which our clients operate and their impact on our clients' spending on technology services;
•our ability to continue to innovate and remain at the forefront of emerging technologies and related market trends;
•expansion of our service offerings and success in cross-selling new services to our clients;
•our ability to obtain new clients, increase penetration levels with our existing clients and continue to add value for our existing clients so as to create long-term relationships;
•the availability of, and our ability to attract, retain and efficiently utilize, skilled IT professionals in 31 countries where we are present;
•operating costs in countries where we operate;
•capital expenditures related to the opening of new delivery centers and client management locations and improvement of existing offices;
•our ability to increase our presence onsite at client locations;
•the effect of wage inflation in countries where we operate and the variability in foreign exchange rates, especially relative changes in exchange rates between the U.S. dollar and local currencies, mainly in Latin America;
•our ability to identify, integrate and effectively manage businesses that we may acquire; and
•evolving market for products with AI capabilities.
Our results of operations in any given period are directly affected by the following additional company-specific factors:
•Pricing of, and margin on, our services and revenue mix. Since time-and-materials is our main type of contract, the hourly rates we charge for our Globers are a key factor impacting our gross profit margins and profitability. Hourly rates vary by complexity of the project and the mix of staffing. The margin on our services is impacted by the increase in our costs in providing those services, which is influenced by wage inflation, market conditions and other factors. As a client relationship matures and deepens, we seek to maximize our revenues and profitability by expanding the scope of services offered to that client and achieving higher profit margin assignments. During the three-year period ended December 31, 2025, we increased our revenues attributable to sales of technology solutions (primarily through digital transformation, data and cloud strategies). Gross profit margin was 35.0%, 35.7% and 36.1% for the years ended December 31, 2025, 2024 and 2023, respectively and adjusted gross profit margin was 37.9%, 38.2% and 38.1% for the years ended December 31, 2025, 2024 and 2023, respectively. See "Operating and financial review and prospects - Operating Results - Adjusted Diluted EPS and Adjusted Net Income.".
47
•Our ability to deepen and expand the portfolio of services we offer while maintaining our high standard of quality. The breadth and depth of the services we offer impact our ability to grow revenues from new and existing clients. Through research and development, targeted hiring and strategic acquisitions, we have invested in broadening and deepening the domains of expertise of our Studios. Our future growth and success depend significantly on our ability to maintain the expertise of each of our Studios, to continue to innovate and to anticipate the needs of our clients and rapidly develop and maintain the expertise of each of our Studios, including relevant domain knowledge and technological capabilities required to meet those client needs, while maintaining our high standard of quality.
•Our ability to recruit, retain and manage our IT professionals may have an effect on our gross profit margin and our results of operations. Our IT professional headcount was 26,906 as of December 31, 2025, 29,198 as of December 31, 2024 and 27,116 as of December 31, 2023. We manage employee headcount and utilization based on ongoing assessments of our project pipeline and requirements for professional capabilities. An unanticipated termination of a significant project could cause us to experience lower employee utilization resulting from a higher than expected number of idle IT professionals. Our ability to effectively utilize our employees is typically improved by longer-term client relationships due to increased predictability of client needs over the course of the relationships.
•Investments in our delivery platform. See “Information on the Company — Business overview. — Facilities and Infrastructure.” Our integrated global delivery platform allows us to deliver our services through a blend of onsite and offsite methods. We have pursued a decentralization strategy in building our network of delivery centers, recognizing the benefits of expanding into countries in Latin America and Asia, including the ability to attract and retain highly skilled IT professionals in increasing scale. Our ability to effectively utilize our robust delivery platform could significantly affect our results of operations in the future.
•Seasonality. See “Information on the Company - Business overview — Seasonality.”
Our results of operations are expected to benefit from government policies and regulations, see "Information of the Company - Business Overview — Government Support and Incentives."
Certain Income Statement Line Items
2025 Compared to 2024
Revenues
Revenues are derived primarily from providing technology services to our clients, which are medium to large-sized companies globally. For the year ended December 31, 2025, revenues increased by 1.6% to $2.5 billion from $2.4 billion for the year ended December 31, 2024.
We discuss below the breakdown of our revenues by contract type, client location, industry vertical and client concentration. Revenues consist of technology services revenues and reimbursable expenses, which primarily include travel and out-of-pocket costs that are billable to clients.
Revenues by Contract type
We perform our services primarily under time-and-material contracts and, to a lesser extent, fixed-price contracts. The remaining portion of our revenues in each year was derived from other types of contracts.
| Year ended December 31, | ||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | ||||||||||||||||||||||||||||||||||||||
| By Contract | ||||||||||||||||||||||||||||||||||||||
| Time & Materials | $ | 1,638,501 | 66.7 | % | $ | 1,714,120 | 71.0 | % | $ | 1,654,280 | 78.9 | % | ||||||||||||||||||||||||||
| Fixed Price | 686,358 | 28.0 | % | 606,860 | 25.1 | % | 383,867 | 18.3 | % | |||||||||||||||||||||||||||||
| Licenses, resales & Others | 130,018 | 5.3 | % | 94,709 | 3.9 | % | 57,792 | 2.8 | % | |||||||||||||||||||||||||||||
| Revenues | $ | 2,454,877 | 100.0 | % | $ | 2,415,689 | 100.0 | % | $ | 2,095,939 | 100.0 | % | ||||||||||||||||||||||||||
48
Revenues by Client Location
Our revenues are sourced from the following four regions: North America, Latin America, Europe and New Markets. We present our revenues by client location based on the location of the specific client site that we serve, irrespective of the location of the headquarters of the client or the location of the delivery center where the work is performed. For the year ended December 31, 2025, we had 944 customers with more than one hundred thousand U.S. dollars in revenue in the last twelve months.
The following table sets forth revenues by client location by amount and as a percentage of our revenues for the years indicated:
| Year ended December 31, | ||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | ||||||||||||||||||||||||||||||||||||||
| By Geography | ||||||||||||||||||||||||||||||||||||||
| North America | $ | 1,333,403 | 54.3 | % | $ | 1,347,998 | 55.8 | % | $ | 1,245,972 | 59.4 | % | ||||||||||||||||||||||||||
| Latin America | 492,537 | 20.1 | % | 531,309 | 22.0 | % | 463,223 | 22.1 | % | |||||||||||||||||||||||||||||
| Europe | 469,409 | 19.1 | % | 419,073 | 17.3 | % | 310,114 | 14.8 | % | |||||||||||||||||||||||||||||
| New Markets | 159,528 | 6.5 | % | 117,309 | 4.9 | % | 76,630 | 3.7 | % | |||||||||||||||||||||||||||||
| Revenues | $ | 2,454,877 | 100.0 | % | $ | 2,415,689 | 100.0 | % | $ | 2,095,939 | 100.0 | % | ||||||||||||||||||||||||||
Revenues by Industry Vertical
We are a provider of technology services to enterprises in a range of industry verticals including media and entertainment, consumer, retail and manufacturing and banks, financial services and insurance, among others. The following table sets forth our revenues by amount and as a percentage of our revenues by industry vertical for the periods indicated:
| Year ended December 31, | ||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | ||||||||||||||||||||||||||||||||||||||
| By Industry Vertical | ||||||||||||||||||||||||||||||||||||||
| Banks, Financial Services and Insurance | $ | 502,707 | 20.5 | % | $ | 443,972 | 18.4 | % | $ | 385,207 | 18.4 | % | ||||||||||||||||||||||||||
| Media and Entertainment | 490,469 | 20.0 | % | 526,585 | 21.8 | % | 454,380 | 21.7 | % | |||||||||||||||||||||||||||||
| Consumer, Retail & Manufacturing | 461,460 | 18.8 | % | 447,592 | 18.5 | % | 351,880 | 16.8 | % | |||||||||||||||||||||||||||||
| Travel & Hospitality | 315,052 | 12.8 | % | 281,178 | 11.6 | % | 187,346 | 8.9 | % | |||||||||||||||||||||||||||||
| Professional Services | 233,825 | 9.5 | % | 252,580 | 10.5 | % | 261,233 | 12.5 | % | |||||||||||||||||||||||||||||
| Technology & Telecommunications | 227,943 | 9.3 | % | 256,854 | 10.6 | % | 255,238 | 12.2 | % | |||||||||||||||||||||||||||||
| Health Care | 173,458 | 7.1 | % | 173,905 | 7.2 | % | 167,705 | 8.0 | % | |||||||||||||||||||||||||||||
| Other Verticals | 49,963 | 2.0 | % | 33,023 | 1.4 | % | 32,950 | 1.5 | % | |||||||||||||||||||||||||||||
| Total | $ | 2,454,877 | 100.0 | % | $ | 2,415,689 | 100.0 | % | $ | 2,095,939 | 100.0 | % | ||||||||||||||||||||||||||
Our largest industry during 2025 was Banks, Financial Services and Insurance, fueled by increased engagement with global financial institutions and a strategic pivot toward digital banking infrastructure. The Media and Entertainment vertical experienced a slight contraction, as the industry recalibrated following the high-growth cycles of previous years. The Consumer, Retail & Manufacturing vertical remained a steady pillar of our portfolio. We observed notable momentum in the Travel & Hospitality vertical, benefiting from a sustained global recovery in corporate and leisure mobility. At the same time, both the Professional Services and Technology & Telecommunications verticals faced headwinds, as clients in these sectors slowed their tech spend. Our Health Care vertical remained stable.
49
Revenues by Client Concentration
We have increased our revenues by expanding the scope and size of our engagements, and we have grown our key client base primarily through our business development efforts and referrals from our existing clients.
The following table sets forth revenues contributed by our largest client, top five clients, top ten clients and top twenty clients by amount and as a percentage of our revenues for the years indicated:
| Year ended December 31, | ||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||||||||||||||||||||
| (in thousands, except percentages) | ||||||||||||||||||||||||||||||||||||||
| Client concentration | ||||||||||||||||||||||||||||||||||||||
| Top client | $ | 212,483 | 8.7 | % | $ | 210,555 | 8.7 | % | $ | 183,207 | 8.7 | % | ||||||||||||||||||||||||||
| Top five clients | 493,309 | 20.1 | % | 502,063 | 20.8 | % | 480,751 | 22.9 | % | |||||||||||||||||||||||||||||
| Top ten clients | 717,557 | 29.2 | % | 707,336 | 29.3 | % | 670,907 | 32.0 | % | |||||||||||||||||||||||||||||
| Top twenty clients | 970,936 | 39.6 | % | 965,344 | 40.0 | % | 877,926 | 41.9 | % | |||||||||||||||||||||||||||||
Our top ten customers for the year ended December 31, 2025 have been working with us for, on average, eleven years.
Our focus on delivering quality to our clients is reflected in the fact that existing clients from 2024 contributed 96.0% of our revenues in 2025. As evidence of the increase in scope of engagement within our client base, the number of clients that each accounted for over $5.0 million of our annual revenues increased (92 in 2025 and 89 in 2024). The following table shows the distribution of our clients that generated revenues of more than one hundred thousand U.S. dollars for the year presented:
| Year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Over $5 Million | 92 | 89 | 80 | |||||||||||||||||
| $1 - $5 Million | 244 | 257 | 231 | |||||||||||||||||
| $0.5 - $1 Million | 174 | 172 | 155 | |||||||||||||||||
| $0.1 - $0.5 Million | 434 | 494 | 465 | |||||||||||||||||
| Total Clients | 944 | 1,012 | 931 | |||||||||||||||||
The volume of work we perform for specific clients is likely to vary from year to year, as we are typically not any client's exclusive external technology services provider, and a major client in one year may not contribute the same amount or percentage of our revenues in any subsequent year.
Business Optimization Costs
The Company initiated a Business Optimization Plan in April 2025 to strategically transform its organization and operations. These costs are primarily related to employee severance and the discontinuation of physical office spaces. Cost related to the Business Optimization Plan was $52.0 million for the year ended December 31, 2025. The activities associated with this plan were communicated, started and substantially completed during the second quarter of fiscal year 2025.
Cost of Revenues
The principal components of our cost of revenues are salaries, professional services and share-based compensation plans (equity settled). Included in salaries are base salary, incentive-based compensation, employee benefits costs and social security taxes. Salaries of our IT professionals are allocated to cost of revenues regardless of whether they are actually performing services during a given period.
Also included in cost of revenues is the portion of depreciation and amortization expense attributable to the portion of our property and equipment, right of use assets and intangible assets utilized in the delivery of services to our clients.
50
Our cost of revenues has increased in recent years in line with the growth in our revenues and reflects the expansion of our operations in the countries where we operate primarily due to increases in salary costs, an increase in the number of our IT professionals and the opening of new delivery centers. We expect that as our revenues grow, our cost of revenues will increase. Our goal is to increase revenue per IT professional and thereby increase our gross profit margin.
Cost of revenues was $1,595.6 million for 2025, representing an increase of $43.3 million, or 2.8%, from $1,552.3 million for 2024.
| Year ended December 31, | ||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||
| (in millions, except percentages) | ||||||||||||||||||||||||||
| Amount | Variation | Amount | Variation | |||||||||||||||||||||||
| Main variations in cost of revenues | ||||||||||||||||||||||||||
| Salaries, employee benefits and social security taxes | $ | (1,370.6) | 3.1 | % | $ | (1,329.5) | 14.7 | % | ||||||||||||||||||
| Professional Services | (94.0) | (12.7) | % | (107.7) | 2.7 | % | ||||||||||||||||||||
| Depreciation and amortization expense | (41.4) | 48.5 | % | (27.9) | 54.3 | % | ||||||||||||||||||||
| Office expenses | (25.3) | 50.8 | % | (16.8) | 128.5 | % | ||||||||||||||||||||
The increase in salaries, employee benefits and social security taxes is primarily attributable to the appreciation of the EUR, GBP and Latin American currencies (mainly COP, PEN, CLP, MXN and BRL), as well as salary adjustments and promotion cycles. These effects were partially offset by a headcount reduction resulting from the Business Optimization Plan implemented in the second quarter of the year. The increase in depreciation and amortization expense relates to capex acquisition during the year. The increase in office expenses relates to maintenance of our office spaces and an increase in software licenses. The decrease in professional services relates to the optimization over contractor services in our business.
Cost of revenues as a percentage of revenues increased to 65.0% for 2025 from 64.3% for 2024.
Selling, General and Administrative Expenses
Selling, general and administrative expenses represent expenses associated with promoting and selling our services and include such items as salary of our senior management, administrative personnel and sales and marketing personnel, infrastructure costs, legal and other professional services expenses, travel costs and other taxes. Included in salaries are base salary, incentive-based compensation, employee benefits costs and social security taxes.
Also included in selling, general, and administrative expenses is the portion of depreciation and amortization expense attributable to the portion of our property and equipment, right-of-use assets and intangible assets utilized in our sales and administration functions.
51
Selling, general and administrative expense was $629.3 million for 2025, representing an decrease of $3.7 million, or 0.6%, from $633.0 million for 2024.
| Year ended December 31, | ||||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||
| (in millions, except percentages) | ||||||||||||||||||||||||||
| Amount | Variation | Amount | Variation | |||||||||||||||||||||||
| Main variations in Selling, General and Administrative Expenses | ||||||||||||||||||||||||||
| Salaries, employee benefits and social security taxes | $ | (251.8) | (4.1) | % | $ | (262.5) | 23.6 | % | ||||||||||||||||||
| Depreciation and amortization expense | (113.5) | 17.0 | % | (97.0) | 18.6 | % | ||||||||||||||||||||
| Professional services | (52.8) | (6.8) | % | (56.6) | 13.4 | % | ||||||||||||||||||||
| Share-based compensation expense - Equity settled | (50.5) | (14.2) | % | (58.8) | 2.7 | % | ||||||||||||||||||||
The decrease of salaries, employee benefits, social security taxes and share-based compensation was primarily attributable to the implementation of the Business Optimization Plan where our global workforce was reduced; partially offset by the currency appreciations of the EUR, GBP and Latin American currencies. The decrease in professional services is primarily linked to the decrease in our business combination activity in 2025. The increase in depreciation and amortization expense relates to intangible assets acquired through business combinations at the end of 2024.
Selling, general and administrative expenses as a percentage of revenues was 25.6% and 26.2% for 2025 and 2024, respectively.
Throughout the year, we focused on driving efficiencies that successfully reduced selling, general and administrative expenses, primarily through the implementation of our Business Optimization Plan. Looking ahead, we expect to maintain these stable levels, while supporting business expansion.
Depreciation and Amortization Expense (included in "Cost of Revenues" and "Selling, General and Administrative Expenses")
Depreciation and amortization expense consists primarily of depreciation of our property and equipment (primarily leasehold improvements, servers and other equipment), depreciation of right-of-use assets (primarily office spaces and office equipment) and amortization of our intangible assets (mainly software licenses, acquired intangible assets and internal developments).
Net impairment losses on financial assets
Net impairment losses on financial assets mainly include impairment of trade receivables, which represents an allowance for expected credit losses. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition. During the years ended December 31, 2025 and 2024, we recorded a loss of $7.6 million and $7.0 million, respectively, related to the recognition of the allowance for expected credit losses.
The increase in the allowance for expected credit losses was driven by an increase in risk clients allowance despite the improvement in the Company's DSO. This was attributable to factors that are specific to debtors and certain economic conditions.
Finance Income
Finance income consists of interest gains on time deposits, financed customers, savings accounts and sublease interests. The increase of finance income up to $5.5 million for the year ended December 31, 2025 from $5.3 million for the year ended December 31, 2024 was primarily attributable to accrued interests from savings accounts.
Finance Expense
Finance expense includes the interests from borrowings, leases contracts, banking fees and other finance expenses. The increase of finance expense up to $40.6 million for the year ended December 31, 2025 from $32.2 million for the year ended December 31, 2024 was due to an increase in interest on borrowings.
52
Other Financial Results, Net
Other financial results, net consists of foreign exchange gain or loss on monetary assets and liabilities denominated in currencies other than the U.S. dollar, gain or loss on transactions with bonds, foreign exchange forward contracts and future contracts and mutual funds.
Other financial results, net decreased to a $3.2 million gain for the year ended December 31, 2025 from a $6.1 million gain for the year ended December 31, 2024, primarily for a gain on transactions with bonds of $1.3 million compared to a gain of $5.0 million in 2024. Also, for the net effect of gain of $4.3 million related to financial instruments measured at fair value through profit or loss compared to a gain of $0.5 in 2024, and a loss of $2.0 million related to financial instruments measured at fair value through other comprehensive income compared to a gain of $0.5 million in 2024.
Other Income and Expenses, Net
Other income and expenses, net decreased to a loss of $0.9 million for the year ended December 31, 2025 from a gain of $5.6 million for the year ended December 31, 2024. Such decrease is mainly explained by the write off of certain convertible notes and the effects of remeasurement of earn out payments related to business combinations.
Income Tax Expense
See "Consolidated Financial Statements as of December 31, 2025 and December 31, 2024 and for each of the three years in the period ended December 31, 2025 — Summary of Significant Accounting Policies — Taxation —Current Income Tax".
Net Income for the Year
As a result of the foregoing, we had a net income of $104.0 million for 2025, compared to $169.0 million for 2024.
2024 Compared to 2023
For discussion related to our financial condition, changes in financial condition, and the results of operations for 2024 compared to 2023, refer to Part I, Item 5. Operating and Financial Review and Prospects, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2024, which was filed with the SEC on February 28, 2025.
Reconciliation of Non-IFRS Financial Data
Overview
To supplement our financial measures prepared in accordance with IFRS, we use certain non-IFRS financial measures including (i) adjusted diluted earnings per share ("EPS"), (ii) adjusted net income, (iii) adjusted gross profit, (iv) adjusted selling, general and administrative ("SG&A") expenses, and (v) adjusted profit from operations. These measures do not have any standardized meaning under IFRS, and other companies may use similarly titled non-IFRS financial measures that are calculated differently from the way we calculate such measures. Accordingly, our non-IFRS financial measures may not be comparable to similar non-IFRS measures presented by other companies. We caution investors not to place undue reliance on such non-IFRS measures, but instead to consider them with the most directly comparable IFRS measures. Non-IFRS financial measures have limitations as analytical tools and should not be considered in isolation. They should be considered as a supplement to, not a substitute for, or superior to, the corresponding measures calculated in accordance with IFRS.
The reconciliations of these non-IFRS measures to the most directly comparable financial measures calculated and presented in accordance with IFRS are shown in the tables below. We use these non-IFRS measures in the evaluation of our performance and our consolidated financial results. We believe these non-IFRS measures may be useful to investors in their assessment of our operating performance and the valuation of our company. In addition, these non-IFRS measures address questions we routinely receive from analysts and investors and, in order to assure that all investors have access to similar data, we have determined that it is appropriate to make this data available to all investors.
53
Adjusted Gross Profit and Adjusted SG&A Expenses
We utilize non-IFRS measures of adjusted gross profit and adjusted SG&A expenses as supplemental measures for period-to-period comparisons. Adjusted gross profit and adjusted SG&A expenses are most directly comparable to the IFRS measures of gross profit and selling, general and administrative expenses, respectively. Our non-IFRS measures of adjusted gross profit and adjusted SG&A expenses exclude the impact of certain items, such as depreciation and amortization expense, share-based compensation expense and, only with respect to adjusted SG&A expenses and acquisition-related charges.
Adjusted Profit from Operations
We utilize the non-IFRS measure of adjusted profit from operations as a supplemental measure for period-to-period comparisons. Adjusted profit from operations is most directly comparable to the IFRS measure of profit from operations. Adjusted profit from operations excludes the impact of certain items, such as share-based compensation expense, acquisition-related charges and business optimization costs.
Adjusted Diluted EPS and Adjusted Net Income
We utilize non-IFRS measures of adjusted diluted EPS and adjusted net income for strategic decision making, forecasting future results and evaluating current performance. Adjusted diluted EPS and adjusted net income are most directly comparable to the IFRS measures of EPS and net income, respectively. Our non-IFRS measures of adjusted diluted EPS and adjusted net income exclude the impact of certain items, such as acquisition-related charges, share-based compensation expense, business optimization costs and the tax effects of non-IFRS adjustments.
54
| Year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Reconciliation of adjusted gross profit | ||||||||||||||||||||
| Gross profit | $ | 859,291 | $ | 863,367 | $ | 755,761 | ||||||||||||||
| Adjustments | ||||||||||||||||||||
| Depreciation and amortization expense | 44,719 | 36,034 | 28,597 | |||||||||||||||||
| Share-based compensation expense - Equity settled | 27,279 | 23,937 | 15,155 | |||||||||||||||||
| Adjusted gross profit | $ | 931,289 | $ | 923,338 | $ | 799,513 | ||||||||||||||
| Reconciliation of adjusted selling, general and administrative expenses | ||||||||||||||||||||
| Selling, general and administrative expenses | $ | (629,332) | $ | (632,995) | $ | (537,075) | ||||||||||||||
| Adjustments | ||||||||||||||||||||
| Depreciation and amortization expense | 116,422 | 100,181 | 85,584 | |||||||||||||||||
| Share-based compensation expense - Equity settled | 50,453 | 58,833 | 57,016 | |||||||||||||||||
Acquisition-related charges, net (1) | 21,300 | 28,733 | 21,092 | |||||||||||||||||
| Adjusted selling, general and administrative expenses | $ | (441,157) | $ | (445,248) | $ | (373,383) | ||||||||||||||
| Reconciliation of adjusted profit from operations | ||||||||||||||||||||
| Profit from operations | $ | 171,732 | $ | 225,418 | $ | 198,962 | ||||||||||||||
| Adjustments | ||||||||||||||||||||
| Share-based compensation expense - Equity settled | 77,732 | 82,770 | 72,171 | |||||||||||||||||
Acquisition-related charges, net (1) | 71,818 | 63,231 | 46,993 | |||||||||||||||||
Business optimization costs (2) | 51,990 | — | — | |||||||||||||||||
| Adjusted profit from operations | $ | 373,272 | $ | 371,419 | $ | 318,126 | ||||||||||||||
| Reconciliation of adjusted net income for the year | ||||||||||||||||||||
| Net income for the year | $ | 102,918 | $ | 165,732 | $ | 158,538 | ||||||||||||||
| Adjustments | ||||||||||||||||||||
| Share-based compensation expense - Equity settled | 76,529 | 82,618 | 72,099 | |||||||||||||||||
Acquisition-related charges, net (1) | 97,334 | 71,895 | 48,205 | |||||||||||||||||
Business optimization costs (2) | 50,876 | — | — | |||||||||||||||||
| Tax effects of non-IFRS adjustments | (51,426) | (34,819) | (28,724) | |||||||||||||||||
| Adjusted net income for the year | $ | 276,231 | $ | 285,426 | $ | 250,118 | ||||||||||||||
| Calculation of adjusted diluted EPS | ||||||||||||||||||||
| Adjusted net income | 276,231 | 285,426 | 250,118 | |||||||||||||||||
| Diluted shares | 45,005 | 44,589 | 43,594 | |||||||||||||||||
| Adjusted diluted EPS | 6.14 | 6.40 | 5.74 | |||||||||||||||||
| IFRS data: | ||||||||||||||||||||
| Gross profit margin percentage | 35.0 | % | 35.7 | % | 36.1 | % | ||||||||||||||
| Profit from operations margin percentage | 7.0 | % | 9.3 | % | 9.5 | % | ||||||||||||||
| Diluted EPS | 2.29 | 3.72 | 3.64 | |||||||||||||||||
| Other data: | ||||||||||||||||||||
| Adjusted gross profit | 931,289 | 923,338 | 799,513 | |||||||||||||||||
| Adjusted gross profit margin percentage | 37.9 | % | 38.2 | % | 38.1 | % | ||||||||||||||
| Adjusted selling, general and administrative expenses | (441,157) | (445,248) | (373,383) | |||||||||||||||||
| Adjusted selling, general and administrative expenses margin percentage | (18.0) | % | (18.4) | % | (17.8) | % | ||||||||||||||
| Adjusted profit from operations | 373,272 | 371,419 | 318,126 | |||||||||||||||||
| Adjusted profit from operations margin percentage | 15.2 | % | 15.4 | % | 15.2 | % | ||||||||||||||
| Adjusted net income for the year | 276,231 | 285,426 | 250,118 | |||||||||||||||||
Adjusted net income margin percentage for the year | 11.3 | % | 11.8 | % | 11.9 | % | ||||||||||||||
55
(1) Acquisition-related charges include, when applicable, amortization of purchased intangible assets, interest charges on acquisition-related indebtedness, external deal costs, acquisition-related retention bonuses, integration costs, changes in the fair value of contingent consideration liabilities, charges for impairment of acquired intangible assets and other acquisition-related costs.
(2) One-time charges for the year ended December 31, 2025 related to the Company's Business Optimization Plan initiated in April 2025. These charges, primarily related to workforce resizing and office reductions, have been excluded from non-IFRS results as these are one-time and unusual in nature
B. Liquidity and Capital Resources
Capital Resources
Our primary sources of liquidity are cash flows from operating activities. For the year 2025, we derived 74.4% of our revenues from clients in North America and Latin America.
Our primary cash needs are for capital expenditures (consisting of additions to property and equipment and to intangible assets) and working capital. We may also require cash to fund acquisitions of businesses.
Our primary working capital requirements are to finance our payroll-related liabilities during the period from delivery of our services through invoicing and collection of trade receivables from clients.
We incur capital expenditures to open new delivery centers, for improvements to existing delivery centers, for infrastructure-related investments, and to acquire software licenses and internal developments.
Based on the above considerations, management is of the opinion that we have sufficient funds to meet our working capital and capital expenditure needs for at least the next twelve months from the date of this report. However, our future capital requirements may be materially different than those currently planned in our budgeting and forecasting activities and depend on many factors, including our rate of revenue growth, the expansion of our sales and marketing activities, the acquisition of other companies, global economic conditions and the retention of customers. To the extent that current and anticipated future sources of liquidity are insufficient to fund our future business activities and requirements, we may be required to seek additional equity or debt financing. The sale of additional equity would result in additional dilution to our shareholders, while the incurrence of debt financing would result in debt service obligations. Such debt instruments also could introduce covenants that might restrict our operations. We cannot assure you that we could obtain additional financing on favorable terms, or at all.
We will continue to invest in our subsidiaries. In the event of any repatriation of funds or declaration of dividends from our subsidiaries, there will be a tax effect because dividends from certain foreign subsidiaries are subject to taxes. See "Additional Information — Taxation".
The following table sets forth our historical capital expenditures for the years ended December 31, 2025 and 2024:
| Year ended December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| (In thousands) | ||||||||||||||
| Total fixed assets acquisitions | $ | 17,961 | $ | 29,844 | ||||||||||
| Total intangible assets acquisitions | 80,074 | 194,381 | ||||||||||||
| Additions related to business combinations | (14,972) | (105,153) | ||||||||||||
| Total Capital Expenditures | 83,063 | 119,072 | ||||||||||||
Investments
During 2025 and 2024, we invested $83.1 million and $119.1 million in capital expenditures, respectively, consisting of $65.2 million and $91.6 million in internal developments and acquired licenses, respectively; and the remaining to complete or develop our works on our delivery centers.
56
Business Combinations
During 2024, we entered into several share purchase agreements to expand our service offering and capacity. Our business combinations activity resulted in cash outflows of $278.2 million. The fair value of the contingent consideration recognized in our financial statements amounted to $126.2 million, based on target achievements and price adjustments. See note 29 to our audited consolidated financial statements.
During 2025, we entered into a share purchase agreement to expand our service offering and capacity. Our business combinations activity resulted in cash outflows of $32.9 million. The fair value of the contingent consideration recognized in our financial statements amounted to $128.0 million, based on target achievements and price adjustments. See note 29 to our audited consolidated financial statements.
As of December 31, 2025, we had cash and cash equivalents and current investments of $250.3 million.
Cash Flows
The following table summarizes our cash flows from operating, investing and financing activities for the periods indicated:
| For the year ended December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| (In thousands) | ||||||||||||||
| Net cash provided by operating activities | $ | 301,176 | $ | 248,727 | ||||||||||
| Net cash used in investing activities | (134,510) | (403,904) | ||||||||||||
| Net cash used in by financing activities | (64,570) | (5,810) | ||||||||||||
| Cash and cash equivalents at beginning of the year | 142,093 | 307,223 | ||||||||||||
| Cash and cash equivalents at end of the year | 243,742 | 142,093 | ||||||||||||
| Net increase (decrease) in Cash and cash equivalents at end of year | 101,649 | (165,130) | ||||||||||||
Operating Activities
Net cash provided by operating activities was generated primarily by profits before taxes adjusted for non-cash items, including depreciation and amortization expense, shared-based compensation expense and the effect of working capital changes.
Net cash provided by operating activities was $301.2 million for the year ended December 31, 2025, as compared to net cash provided in operating activities of $248.7 million for the year ended December 31, 2024. This increase of $52.4 million in net cash provided by operating activities was primarily attributable to a $73.7 million decrease in working capital and a decrease of $26.8 in profit before income tax expense adjusted for non-cash-items.
Changes in working capital in the year ended December 31, 2025 consisted primarily of a $36.2 million decrease in trade receivables, a $13.7 million increase in other receivables, a $13.7 million increase in other assets, a $6.6 million decrease in trade payables, a $14.3 million decrease in tax liabilities, and $60.8 million decrease in payroll and social security taxes payable. The $36.2 million decrease in trade receivables reflects our decrease in our Days Sale Outstanding or DSO. The payroll and social security taxes payable decrease of $60.8 million was primarily related to the reduction of workforce as consequence from the implementation of the Business Optimization Plan.
For a discussion related to cash flows from operating activities during 2024 compared to 2023, refer to Part I, Item 5. Liquidity and Capital Resources, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2024, which was filed with the SEC on February 28, 2025.
57
Investing Activities
Net cash of $134.5 million was used in investing activities for the year ended December 31, 2025, as compared to $403.9 million of net cash used in investing activities during the year ended December 31, 2024. During the year ended December 31, 2025, we invested $89.5 million in fixed and intangible assets and $56.7 million in acquisition-related transactions (acquisition of business, equity instruments and convertible notes), while during the year ended December 31, 2024 we invested $110.7 million in fixed and intangible assets and $304.4 million in acquisition-related transactions (acquisition of business, equity instruments and convertible notes).
For discussion related to cash flows from investing activities during 2024 compared to 2023, refer to Part I, Item 5. Liquidity and Capital Resources, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2024, which was filed with the SEC on February 28, 2025.
Financing Activities
Net cash of $64.6 million was used in financing activities for the year ended December 31, 2025, as compared to $5.8 million of net cash used in financing activities for the year ended December 31, 2024. During the year ended December 31, 2025, we paid $56.1 million for the repurchase of shares. Additionally, we received $53.2 million net of borrowings, we paid $35.4 million of lease liabilities and paid $27.1 million of put option to acquire non-controlling interest.
For discussion related to cash flows from financing activities during 2024 compared to 2023, refer to Part I, Item 5. Liquidity and Capital Resources, in our Annual Report on Form 20-F for the fiscal year ended December 31, 2024, which was filed with the SEC on February 28, 2025.
Future Capital Requirements
Our ability to generate cash is subject to our performance, general economic conditions, industry trends and other factors. If our cash and cash equivalents and operating cash flow are insufficient to fund our future activities and requirements, we may need to raise additional funds through public or private equity or debt financing. If we issue equity securities in order to raise additional funds, substantial dilution to existing shareholders may occur. If we raise cash through the issuance of indebtedness, we may be subject to additional contractual restrictions on our business. Currently, Globant LLC is a party to the Amendment No. 1to the Fourth Amended and Restated Credit Agreement with certain financial institutions listed therein, as lenders and HSBC Bank USA, N.A., as administrative agent, issuing bank and swingline lender. For more information, see "Additional Information - Material Contracts." We cannot assure you that we would be able to raise additional funds on favorable terms or at all.
Contractual Obligations
Set forth below is information concerning our fixed and determinable contractual obligations as of December 31, 2025 and the effect such obligations are expected to have on our liquidity and cash flows.
| Payments due by period (in thousands) | ||||||||||||||||||||||||||||||||
| 2026 | 2027 | 2028 | Thereafter | Total | ||||||||||||||||||||||||||||
| Trade payables | $ | 112,590 | $ | 3,674 | $ | 10 | $ | — | $ | 116,274 | ||||||||||||||||||||||
| Borrowings | 19,666 | 20,638 | 371,681 | — | 411,985 | |||||||||||||||||||||||||||
| Lease liabilities | 37,232 | 30,664 | 28,980 | 44,016 | 140,892 | |||||||||||||||||||||||||||
Other financial liabilities (1) | 119,152 | 21,806 | 67,558 | 385 | 208,901 | |||||||||||||||||||||||||||
| TOTAL | $ | 288,640 | $ | 76,782 | $ | 468,229 | $ | 44,401 | $ | 878,052 | ||||||||||||||||||||||
(1) The amounts disclosed in the line of other financial liabilities do not include foreign exchange forward contracts, equity forward contracts and 31,594 related to business combinations payments through subscription agreements. See note 26 to our audited consolidated financial statements.
58
Appropriation of Retained earnings under Subsidiaries' local Laws and restrictions on distribution of dividends by certain Subsidiaries
The ability of certain of our subsidiaries to pay dividends to us is subject to their satisfaction of requirements under local law to set aside a portion of their net income in each year to legal reserves, as well as subject to certain tax restrictions. Please refer to note 31 of our audited consolidated financial statements for further information.
Equity Compensation Arrangements
2014 Equity Incentive Plan
On July 3, 2014, our board of directors and shareholders approved and adopted the Company's 2014 Equity Incentive Plan (the "2014 Equity Incentive Plan"), which was amended on May 9, 2016, February 13, 2019, May 18, 2021 and June 8, 2022. The 2014 Equity Incentive Plan expired on July 2, 2024 (the “2014 Equity Incentive Plan Termination Date”) and no awards were or will be granted under the plan after such date; provided that, subject to the applicable provisions of the 2014 Equity Incentive Plan, all outstanding awards that were subject to being satisfied or terminated under the plan as of the 2014 Equity Incentive Plan Termination Date, will remain outstanding in accordance with the terms of the 2014 Equity Incentive Plan. As of December 31, 2025, an aggregate of 1,012,902 common shares remained subject to outstanding awards previously granted under the 2014 Equity Incentive Plan. For further discussion of the 2014 Plan, see “Compensation—Equity Compensation Arrangements".
During the term of the 2014 Equity Incentive Plan, we have granted to members of our senior management and certain other employees options to purchase common shares and RSUs. On September 27, 2021, our compensation committee adopted and approved the granting of PRSUs. Until 2022, restricted stock units were granted between 40% and 50% in the form of PRSUs and between 50% and 60% in the form of RSUs, and from 2022 all PRSUs and RSUs were granted on a 50% basis each.
Each of our employee share options is exercisable for one of our common shares, and each of our RSUs and PRSUs will be settled, automatically upon its vesting, with one of our common shares. No amounts are paid or payable by the recipient upon receipt of an option, RSU or PRSU. Neither the options, nor the RSUs or PRSUs carry rights to dividends or voting rights. Options may be exercised at any time from the date of vesting to the date of their expiration (ten years after the grant date). Most RSUs and PRSUs under the plan were granted with a vesting period of four years, 25% becoming exercisable on or about each anniversary of the grant date. Share-based compensation expense for awards of equity instruments is determined based on the fair value of the awards as of the grant date. Fair value is calculated using the Black-Scholes option pricing model.
Under the terms of our 2014 Equity Incentive Plan, from its adoption until the 2014 Equity Incentive Plan Termination Date, we have granted to members of our senior management and certain other employees 30,000 stock awards, options to purchase 2,248,122 common shares and 2,683,791 RSUs and PRSUs, net of any cancelled and/or forfeited awards.
In addition, on June 29, 2023, the Company approved to amend the special condition awards granted in August 2022, to the effect of reducing the threshold minimum average closing price for vesting from $420 to $350 per share through (but excluding) June 29, 2026, and increasing it by $35 per share per year until August 11, 2030 and June 29, 2031 for US and non-US residents, respectively. The awards were granted 50% in the form of PRSUs and 50% in the form of RSUs. These awards will vest in two equal tranches, the first occurring immediately after the date in which the vesting condition is satisfied and the second occurring on the first anniversary of such vesting event. Until December 31, 2025, the Company granted 503,951 of these awards, net of any cancelled and/or forfeited awards.
There were 879,966, 1,452,921 and 1,565,733 stock options, RSUs and/or PRSUs outstanding as of December 31, 2025, 2024 and 2023 under the 2014 Equity Incentive Plan, respectively. For 2025, 2024 and 2023, we recorded $61 million, $79.3 million and $72.5 million of share-based compensation expense related to these share option and restricted stock unit agreements, respectively. For further discussion of the 2014 Equity Incentive Plan, see “Compensation—Equity Compensation Arrangements".
59
Also, on December 1, 2021, our compensation committee, as administrator, approved the granting of awards in the form of stock-equivalent units ("SEUs") and performance-based stock-equivalent units ("PSEUs") to be settled in cash or common shares, or a combination thereof, under the 2014 Equity Incentive Plan for the equivalent to 26,000 common shares. On March 3, 2022, the compensation committee approved the granting of up to 45,000 additional common shares in the form of SEUs and PSEUs. The purpose of the granting awards in the form of stock-equivalent units is to provide an incentive to attract, retain and reward talent in the IT industry and to prompt such persons to contribute to the growth and profitability of the Company. Eligible employees receive a grant of stock-equivalent units with a unit value equal to the market value of one common share of the Company, to be settled in cash or common shares of the Company.
Until the 2014 Equity Incentive Plan Termination Date we have granted to eligible employees 35,142 SEUs and PSEUs, net of any cancelled and/or forfeited awards. All stock-equivalent units were granted 50% in the form of PSEUs and 50% in the form of SEUs, each with a vesting period of four years, 25% becoming exercisable on or about each anniversary of the grant date.
There were 6,957, 16,586 and 28,059 SEUs and PSEUs outstanding as of December 31, 2025, 2024 and 2023, respectively. For 2025, 2024 and 2023, we recorded $0.8 million, $0.9 million and $2.3 million of share-based compensation expense related to these stock-equivalent units and we delivered 4,310, 3,844 and 4,524 common shares, respectively. For further discussion of the 2014 Equity Incentive Plan, see “Compensation—Equity Compensation Arrangements".
2024 Equity Incentive Plan
On July 2, 2024, our board of directors approved and adopted the Company's 2024 Equity Incentive Plan (the "2024 Equity Incentive Plan"), pursuant to which we may issue stock awards up to an aggregate amount of 2,000,000 common shares. For further discussion of the 2024 Equity Incentive Plan, see “Compensation—Equity Compensation Arrangements".
During 2024, we granted to members of our senior management and certain other employees RSUs and PRSUs under the 2024 Equity Incentive Plan, generally on a 50% basis each. As of December 31, 2025, all awards granted under the 2024 Equity Incentive Plan during 2025 are outstanding in the form of RSUs in accordance with our new Long-Term Incentive ("LTI") model. See “Compensation – Compensation of Board of Directors and Senior Management” below for further information.
Each of our RSUs and PRSUs will be settled, automatically upon its vesting, with one of our common shares. No amounts are paid or payable by the recipient upon receipt of a RSU or PRSU. The RSUs or PRSUs do not carry rights to dividends or voting rights. Most RSUs and PRSUs under the plan were granted with a vesting period of four years, 25% becoming exercisable on or about each anniversary of the grant date. Share-based compensation expense for awards of equity instruments is determined based on the fair value of the awards as of the grant date. Fair value is calculated using the Black-Scholes option pricing model.
Under the terms of our 2024 Equity Incentive Plan, from its adoption until December 31, 2025, we have granted to members of our senior management and certain other employees 545,522 RSUs and PRSUs, net of any cancelled and/or forfeited awards. Most of these awards were comprised of RSUs. RSUs and PRSUs have generally been granted with a vesting period of four years, 25% becoming vested on or about each anniversary of the grant date.
Under the 2024 Equity Incentive Plan, there were 326,492 and 157,685 RSUs and/or PRSUs outstanding as of December 31, 2025 and 2024, respectively. For 2025 and 2024, we recorded $16.7 million and $3.5 million of share-based compensation expense related to these restricted stock unit agreements, respectively. For further discussion of the 2024 Equity Incentive Plan, see “Compensation—Equity Compensation Arrangements".
Employee Stock Purchase Plan ("ESPP")
On March 1, 2021, our board of directors adopted an ESPP. The purpose of the ESPP is to advance the interests of the Company and our shareholders by providing an incentive to attract, retain and reward our eligible employees and by motivating such persons to contribute to the growth and profitability of the Company. The ESPP provides such eligible employees with an opportunity to acquire a proprietary interest in the Company through the purchase of the Company’s common shares payable by means of payroll deductions. As of December 31, 2025, we have delivered 222,864 common shares under the plan. For further discussion of the ESPP, see “Employees—2021 Employee Stock Purchase Plan".
C. Research and Development, Patents and Licenses, etc.
See “Information of the company - Business Overview — Intellectual Property.”
60
D. Trend Information
See "Operating Results — Factors Affecting Our Results of Operations."
Other than as disclosed in this report, we are not aware of any trends, uncertainties, demands, commitments, or events since December 31, 2025 that are reasonably likely to have a material adverse effect on our revenues, income, profitability, liquidity, or capital resources, or that would cause the disclosed financial information to be not necessarily indicative of future operating results or financial conditions.
E. Critical Accounting Estimates
See note 4 to our audited consolidated financial statements for the year ended December 31, 2025.
ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES
A. Directors and Senior Management
Directors
The table below sets forth information concerning our directors as of the date of this annual report.
| Name | Position | Age | Date of Appointment | Current Term Expiring at Annual Meeting of Shareholders to Be Held in Year | ||||||||||||||||||||||
| Martín Migoya | Chairman of the Board and Chief Executive Officer | 58 | May 10, 2024 | 2027 | ||||||||||||||||||||||
| Martín Gonzalo Umaran | Director - Chief Corporate Development Officer & President for EMEA | 57 | April 19, 2023 | 2026 | ||||||||||||||||||||||
| Guibert Andres Englebienne | Director - President of Globant X and Globant Ventures - President for Latin America | 59 | April 19, 2023 | 2026 | ||||||||||||||||||||||
| Francisco Álvarez-Demalde | Director | 47 | April 30, 2025 | 2028 | ||||||||||||||||||||||
| Linda Rottenberg | Director - Lead Independent Director | 57 | April 19, 2023 | 2026 | ||||||||||||||||||||||
| Maria Pinelli | Director | 63 | April 30, 2025 | 2028 | ||||||||||||||||||||||
| Andrea Mayumi Petroni Merhy | Director | 50 | April 30, 2025 | 2028 | ||||||||||||||||||||||
| Andrew McLaughlin | Director | 56 | May 10, 2024 | 2027 | ||||||||||||||||||||||
| Alejandro Nicolas Aguzin | Director | 57 | May 10, 2024 | 2027 | ||||||||||||||||||||||
Directors may be re-elected for one or more terms of up to four-years. Directors appointed to fill vacancies remain in office until the next general meeting of shareholders.
Globant S.A. was incorporated in Luxembourg on December 10, 2012. References to the terms of service or appointment of our directors and senior management in the following biographies include their service to our predecessor companies.
61
Martín Migoya
Mr. Migoya has served as Chairman of our board of directors and Chief Executive Officer since 2005. He founded our company together with Messrs. Englebienne, Nocetti and Umaran in 2003. His mission is to reinvent the professional services industry through agility and disruptive innovation at all levels of the organization. He is a member of the Young Presidents’ Organization and a board member of Endeavor Argentina. Mr. Migoya holds a degree in electronic engineering from Universidad Nacional de La Plata (UNLP) and a master’s degree in business administration, from the University of CEMA. He co-authored two books, "The Never Ending Digital Journey" and "Embracing the power of AI", where he shares his thoughts on how technology is changing the world and how brands need to adapt to lead this revolution. Since July 2021, Mr. Migoya has served as Manager of Enigma.art LLC. Mr. Migoya has been a featured guest lecturer at various universities including MIT and Harvard, and has been a judge at the Endeavor Entrepreneurs panel and at La Red Innova. He was selected as an Endeavor Entrepreneur in 2005 and won a Konex Award as one of the most innovative entrepreneurs of 2008. He was selected as an Argentine Creative Individual of 2009 and received the Security Award as one of the most distinguished Argentine businessmen of 2009. He also received in 2009 the America Economía Magazine’s “Excellence Award”, which is given to entrepreneurs and executives that contribute to the growth of Latin American businesses. In 2011, Latin Trade recognized Mr. Migoya as Emerging CEO of the Year. In 2013, Mr. Migoya received the “Entrepreneur of the Year Award” from Ernst & Young. In 2019, he was named Top CEO of the Year at the 2019 CEO World Awards and CEO of the year by El Cronista Comercial (Argentina). We believe that Mr. Migoya is qualified to serve on our board of directors due to his deep familiarity with our company and the perspective, experience, and operational expertise in the technology services industry that he has developed during his career and as our co-founder and Chief Executive Officer.
Martín Gonzalo Umaran
Mr. Umaran has served as a member of our board of directors since 2012 and served as Chief of Staff from 2013 to 2020. As Globant’s Chief of Staff, Mr. Umaran was responsible for coordinating our back-office activities, supporting executives in daily projects and acting as a liaison to our senior management. Since 2008, he has been responsible for our mergers and acquisitions processes and strategic initiatives. From 2005 to 2012, Mr. Umaran served as Globant’s Chief Operations Officer and Chief Corporate Business Officer, in charge of managing our delivery teams and projects. In 2022, Mr. Umaran was appointed as Chief Corporate Development Officer, responsible to incorporate other organizations into the Company as part of its global growth strategy. He has also been named President for EMEA, working side by side with our team in the region to achieve Globant’s growth plans. Together with his three Globant co-founders, Mr. Umaran was selected as an Endeavor Entrepreneur in 2005. Mr. Umaran holds a degree in mechanical engineering from Universidad Nacional de La Plata (UNLP) and a Masters in Business Administration from IDEA. We believe that Mr. Umaran is qualified to serve on our board of directors due to his intimate familiarity with our company and his perspective, experience, and operational expertise in the technology services industry that he has developed during his career as a co-founder of our company.
Guibert Englebienne
Mr. Englebienne has served as a member of our board of directors since 2003. In 2021, Mr. Englebienne became President of Globant X and Globant Ventures to help drive the success of these initiatives. He also was appointed President for Latin America, a role to provide strategic advice to our regional leadership. Mr. Englebienne previously served as our Chief Technology Officer from 2003 to 2021. He is one of Globant’s co-founders. Prior to co-founding Globant, Mr. Englebienne worked as a scientific researcher at IBM and, later, as head of technology for CallNow.com Inc. As Globant’s Chief Technology Officer, he oversees the technological development of Globant's diverse Studios, each a deep pocket of expertise with a focus on incorporating the latest trends to bring solutions to global companies. Together with his three Globant co-founders, Mr. Englebienne was selected as an Endeavor Entrepreneur in 2005. In addition to his responsibilities at Globant, Mr. Englebienne is President of Endeavor Argentina. In 2011, he was included in Globalization Today’s “Powerful 25” list. Mr. Englebienne holds a bachelor’s degree in Computer Science and Software Engineering from the Universidad Nacional del Centro de la Provincia de Buenos Aires in Argentina. We believe that Mr. Englebienne is qualified to serve on our board of directors due to his intimate familiarity with our company and his perspective, experience, and operational expertise in the technology services industry that he has developed during his career as our co-founder and executive officer.
62
Francisco Álvarez-Demalde
Francisco Alvarez-Demalde has been a member of our board of directors since 2007. He is a Co-Founder and Managing Partner of Riverwood Capital, one of the leading investment firms solely dedicated to technology growth and scalability, and the largest early investor in Globant. Prior to establishing Riverwood, Mr. Alvarez-Demalde was an investment executive at Kohlberg Kravis Roberts & Co. (KKR), where he focused on leveraged buyouts in the technology industry and other sectors. He also previously held roles with Goldman Sachs & Co, and other companies. Mr. Alvarez-Demalde has invested and been actively involved in the development, operations, and growth of several successful businesses across North America, Latin America and other geographies. Mr. Alvarez-Demalde earned a Licentiate (Honors) in Economics from Universidad de San Andrés in Argentina, with additional studies at the Wharton School. He has led investments in or is a current or former Director or Advisor of several technology companies, including 99, Alog Data Centers do Brasil, AppZen, BigID, Billtrust (NASDAQ: BTRS), Cloudblue, Cognosos, CRM&Bonus, Dock, Globant (NYSE: GLOB), Greenhouse, Industrious, Insider, Invgate, Jobint, Mandic, MotionPoint, Navent, Omie, OneModel, Pixeon, RD Station, SecurityScorecard, Sensedia, Shiphero, SUMA, Technisys, and VTEX (NYSE: VTEX), among others. Mr. Alvarez-Demalde is also a Global Ambassador with Endeavor, Chairman of The Association for Private Capital Investment in Latin America (LAVCA), a Director of illumyn Impact, Founder of LTF and Digitar, and is actively involved in non-profit initiatives focused on education. We believe that Mr. Alvarez-Demalde is qualified to serve on our board of directors due to his considerable business experience in the technology industry and his experience serving as a director of other companies.
Linda Rottenberg
Ms. Rottenberg has served as a member of our board of directors since 2017 and served as a member and chairman of Globant's Corporate Governance and Nominating Committee from 2020 to September 2023. Since October 3, 2023 and September 30, 2023, respectively, Ms. Rottenberg has served as Lead Independent Director and a member of Globant's Audit Committee. Ms. Rottenberg previously served as a member of the Audit Committee from May 9, 2017 through August 2021. Named “Innovator for the 21st Century” (TIME) and one of “America’s Best Leaders” (U.S. News), Ms. Rottenberg is cofounder and CEO of Endeavor, the leading global community of, by, and for high-impact entrepreneurs. Operating in more than 40 markets spanning the globe, Endeavor identifies, scales up, and co-invests in the most innovative, rapidly growing businesses in emerging and underserved markets. Ms. Rottenberg also serves as President of Endeavor Catalyst, the rules-based investment arm of Endeavor with $500M in assets under management across four funds. Launched in 2012, Endeavor Catalyst has invested in 300+ companies under Ms. Rottenberg's leadership. The portfolio comprises 24 exited investments and 50 “unicorn” companies valued at over $1B+. Ms. Rottenberg currently serves as a director in OLO (NYSE: OLO), a top SaaS-based food ordering platform. She also serves on the board of Pershing Square SPARC Holdings. She formerly served as a director of ZAYO, a global bandwidth infrastructure company. She is also a member of YPO, World Economic Forum, Anchor Fund Advisory Board, Yale Ventures Advisory Board, and Vice Chair of Yale President’s Council on International Activities. Author of the New York Times bestselling book, CRAZY IS A COMPLIMENT, and accomplished public speaker, Ms. Rottenberg has been the subject of six Harvard Business School case studies and one Stanford GSB case study. Other honors include the Silicon Valley Forum Visionary Award; Heinz Award for Technology, the Economy, and Employment; Babson College Honorary Doctorate; and the Yale Law School Award of Merit. A graduate of Harvard College and Yale Law School. We believe that Ms. Rottenberg is qualified to serve on our board of directors due to her knowledge and experience in the technology industry and experience serving as a director of other companies.
63
Maria Pinelli
Ms. Pinelli has served as a member of our board of directors since April 2021 and our audit committee since August 2021, and as a chair of the audit committee since June 7, 2024. She is a global C-suite executive and CEO of Strategic Growth Advisors, LLC and serves as an advisor to Growth Companies. She currently serves as a member of the Board of Directors, Chair of the Audit Committee for Brightstar Lottery, PLC., and as a member of the Board of Directors, Chair of the Audit Committee, and member of the Compensation Committee for Archer Aviation, Inc. From 2020 to 2022, Ms. Pinelli previously served as a board director and Chair of the Audit Committee for Clarim Acquisition Corporation. Previously, Ms. Pinelli served as Global Vice Chair of Ernst & Young LLP (“EY”) from 2011 to 2017 and led EY’s Global Strategic Growth Business unit with a focus on serving private and public companies poised for exponential growth and supporting entrepreneurs. Ms. Pinelli led EY’s efforts across all business sectors overseeing the Americas, Europe, Middle East, India, Africa, Asia Pacific and Japan, regions covering over 150 countries. During the same period, she also served as EY’s Global IPO Leader, helping clients prepare for the public markets including IPO readiness, SOX compliance and how to manage stakeholder expectations. Prior to leading the global business of EY, Ms. Pinelli was EY’s Director of Strategic Growth Markets for the Americas from 2006 to 2011. In this role, Ms. Pinelli led a team of over 5,000 professionals serving high growth private, pre-IPO companies, and public and private equity backed businesses. Following her role as Global Vice Chair, from 2018 to 2020, Ms. Pinelli led EY’s Consumer Products and Retail sector. Ms. Pinelli is a qualified public accountant in Canada and the United Kingdom, and was a lead client service partner serving significant clients in the technology, consumer and retail sectors. She successfully led more than 20 initial public offerings in four different countries and more than 25 merger and acquisition transactions worldwide and testified before the U.S. House Financial Services Committee on the state of the capital markets. Her experience includes strategic transactions and due diligence advice, Sarbanes-Oxley implementation and stakeholder management. Ms. Pinelli received her Bachelor of Commerce from McMaster University and completed executive programs at Harvard Business School and the Kellogg School of Management. Ms. Pinelli has also participated as a speaker at the Most Powerful Women Summit, World Economic Forum and G20 summits, and has been featured in the Wall Street Journal, Bloomberg, CNBC and Squawk Box. In addition, she was admitted to the G50, Committee 200 and recognized as one of the Square Mile’s most inspiring Power 100 Women. Ms. Pinelli has also served as Chair of the Network for Teaching Entrepreneurship and a member of the World Economic Forum Global Growth Company Advisory Committee. We believe that Mrs. Pinelli is well-qualified to serve as a director and a financial expert due to her leadership roles, international business experience, financial acumen and extensive experience in advising growth companies.
Andrea Mayumi Petroni Merhy
Ms. Petroni Merhy has served as a member of our board of directors since April 22, 2022 and as member of our Corporate Governance and Nominating committee since May 7, 2022 and as chair of such Corporate Governance and Nominating Committee since June 7, 2024. Ms. Petroni Merhy is a Managing Director, Head of Global Banking Client and Deal Support at JPMorgan Chase and a member of the Global Services Executive Committee. Prior to that, she was the Head of Business Advisory & Execution, member of the Global Banking Asia Pacific Management Committee, Chair of the Asia Pacific Banking Business Selection Committee, and a member of JPMorgan Asia Pacific Reputation Risk Committee. Before moving to Asia Pacific, Ms. Petroni Merhy held a number of leadership roles within JPMorgan Chase including Head of Finance & Business Management for the Investment and Corporate Banking and Payments for Asia Pacific, Senior Business Manager for China, Head of Human Resources for Latin America and Head of Finance & Strategy for the Investment Banking in Latin America. From 2015 to 2021, Ms. Petroni Merhy also served as a Board Member of the JPMorgan Chase Bank (China) Company Limited, joining the Nominating and Related Party Transactions committees. Earlier in her career, Ms. Petroni Merhy was an investment banker advising clients on mergers & acquisitions, capital raising and strategic alternatives across all industries in Latin America. Ms. Petroni Merhy holds a bachelor’s degree in Business Administration from Escola de Administração de Empresas Fundação Getúlio Vargas in Brazil. We believe that Ms. Petroni Merhy is qualified to serve on our board of directors due to her extensive business experience, risk management expertise and financial understanding.
64
Andrew McLaughlin
Andrew McLaughlin has been a member of our board of directors since March 27, 2024, and as a member of our compensation committee and corporate governance and nominating committee since March 27, 2024. Mr. McLaughlin is the Chief Operating Officer of SandboxAQ. Emerging from Alphabet Inc. in 2022, Sandbox AQ combines AI and quantum technologies to address challenging problems in cybersecurity, life sciences and healthcare, materials science & manufacturing, global navigation, and financial services. He is also a co-founder and partner at Higher Ground Labs, a startup accelerator and venture investor that backs and builds for-profit startups that strengthen democratic institutions and good governance. In 2023, HGL launched a pioneering AI Lab, focusing on marshaling AI to bolster democracy and the rule of law. From 2019 to 2023, Mr. McLaughlin served as founding President & COO of Assembly OSM, a fast-growing, venture-backed startup transforming the methods of constructing urban buildings. Mr. McLaughlin is also a member of the board of directors and the executive committee of the Starknet Foundation, a permissionless protocol to scale Ethereum while retaining Ethereum’s security and decentralization. From 2017 to 2018, Mr. McLaughlin was the founding executive director of the Tsai Center for Innovative Thinking at Yale, a new, university-wide initiative to support students across disciplines to tackle real-world problems in innovative ways. As a partner at betaworks from 2012 to 2016, Mr. McLaughlin was an operator, a company and product builder, a business strategist, and an early-stage tech investor. He served as chief executive officer of two betaworks companies, Digg and Instapaper, and in 2016 worked at Medium, leading a set of teams including corporate development, new business initiatives, editorial, outreach, international, and enterprise services. From 2012 to 2019, Mr. McLaughlin served on the board of Chartbeat, a real-time data analytics service founded at betaworks. From 2011 to 2012, Mr. McLaughlin was EVP of Tumblr, responsible for the international, community, outreach, editorial, marketing, and support teams. From 2009 to 2011, Mr. McLaughlin was a member of President Obama's senior White House staff, serving as Deputy Chief Technology Officer of the United States. In that role, Mr. McLaughlin was responsible for advising the President on Internet, technology, and innovation policy, including open government, cybersecurity, online privacy and free speech, spectrum policy, federal R&D priorities, entrepreneurship, and the creation of open technology standards and platforms for health care, energy efficiency, and education. From 2003 to 2009, Mr. McLaughlin was Director of Global Public Policy at Google, leading the company's work on issues like freedom of expression and censorship, surveillance and law enforcement, privacy, copyrights and trademarks, regulation of Internet and telecommunications networks, wireless radio spectrum, national security, trade policy, patent reform, and online child protection. Google’s first public policy hire, Mr. McLaughlin established, built and managed a 50-person worldwide team based in Brussels, London, Paris, Madrid, Milan, Berlin, Amsterdam, Stockholm, Dublin, Brasilia, Buenos Aires, Tokyo, Seoul, Beijing, Sydney, Ottawa, Washington, and San Francisco. Beyond policy, Mr. McLaughlin was a co-lead on Google's Africa strategy and operations. From 1999 to 2003, Mr. McLaughlin helped launch, establish, and manage ICANN, the Internet's technical coordinating organization, serving as Vice President, Chief Policy Officer, and Chief Financial Officer. After clerking on the U.S. Court of Appeals for the Eighth Circuit, Mr. McLaughlin started his career as a lawyer at Jenner & Block in Washington, D.C., where he focused on appellate and constitutional litigation. He was a member of the legal team that challenged the U.S. government's first Internet censorship law, resulting in the Supreme Court's landmark 1997 Internet free speech ruling in Reno v. ACLU. From 1997 to 1998, Mr. McLaughlin served as legal counsel in the U.S. House of Representatives. Mr. McLaughlin holds a J.D. from Harvard Law School, and a B.A. from Yale University. We believe that Mr. McLaughlin is qualified to serve on the board of directors due to his extensive business, management and leadership experience.
65
Alejandro Nicolás Aguzín
Mr. Aguzin has been a member of our board of directors since May 10, 2024, and as a member of our audit committee and compensation committee since June 7, 2024. Mr. Aguzin is a distinguished global financial leader with deep experience across the Americas, Asia, and the broader international capital markets. Over his nearly 35-year career, he has held senior leadership positions on multiple continents, consistently taking on roles of great responsibility and providing strategic value to both corporations and government institutions around the world. He most recently served as Chief Executive Officer and Board Member of Hong Kong Exchanges and Clearing (HKEX) from May 2021 to February 2024, becoming the first non-Chinese executive to lead the institution. As CEO, Mr. Aguzin also oversaw the London Metal Exchange (LME), a leading global marketplace for industrial metals. Prior to joining HKEX, Mr. Aguzin spent more than three decades at J.P. Morgan, where he held multiple senior leadership roles. He began his career in 1990 in the firm’s Investment Banking Division, working in Buenos Aires and New York before taking regional leadership positions across Latin America. In 2005, he was appointed CEO of J.P. Morgan Latin America, and from 2008 to 2009 also served as Senior Country Officer for Brazil, overseeing the firm’s businesses across the region. In 2013, Mr. Aguzin relocated to Hong Kong as CEO of J.P. Morgan Asia Pacific, directing operations across 17 markets and managing a team of more than 50,000 employees in one of the world’s most dynamic regions. From 2020 to 2021, he served as CEO of J.P. Morgan’s International Private Bank, overseeing the wealth management of many of the world’s most influential families and serving on the firm’s Asset & Wealth Management Operating Committee. Mr. Aguzin serves on several boards and international councils. Since 2017, he has been a Board Member of Mercado Libre, Latin America’s leading e-commerce and fintech company, where he sits on the Audit Committee and the Nominations and Governance Committee. He is also a Trustee of Eisenhower Fellowships, an organization dedicated to the development of emerging leaders; a Global Trustee of the Asia Society, which promotes cooperation between Asia and the rest of the world; and a Global Ambassador of Endeavor, supporting high-impact entrepreneurs in emerging markets. In addition, he serves on the Asia Pacific Leadership Council of The Nature Conservancy and the Asia Pacific Leadership Committee of the University of Pennsylvania. Born in Argentina, Mr. Aguzin earned a Bachelor of Science in Economics from the Wharton School of the University of Pennsylvania. We believe that Mr. Aguzin is qualified to serve on the board of directors due to his previous leadership roles, international business experience and financial acumen.
Senior Management
As of the date of this annual report, our group senior management is made up of the following members:
| Name | Position | ||||
| Martín Migoya | Chief Executive Officer | ||||
| Martín Umaran | Chief Corporate Development Officer – President for EMEA | ||||
| Guibert Englebienne | President of Globant X and Globant Ventures – President for Latin America | ||||
| Juan Ignacio Urthiague | Chief Financial Officer | ||||
| Fernando Matzkin | Chief Revenue Officer | ||||
| Wanda Weigert | Chief Brand Officer | ||||
| Diego Tártara | Chief Technology Officer | ||||
| Patricio Pablo Rojo | General Counsel | ||||
The following is the biographical information of the members of our group senior management other than Mrs. Migoya, Umaran and Englebienne, whose biographical information is set forth in “— Directors.”.
Juan Urthiague
Mr. Urthiague has been our Chief Financial Officer since October 2018 and is in charge of corporate finance, treasury, accounting and tax, financial reporting, financial services and investor relations. Mr. Urthiague joined Globant in 2011, and was a key member in the company’s global expansion and transformation into a publicly listed company on the NYSE. Prior to his return to Globant, he spent 15 months outside the company serving as Chief Financial Officer Latam for OLX and as Chief Financial Officer for avantrip.com. Prior to joining Globant in 2011, Mr. Urthiague worked as Planning Manager for Amadeus IT Group in Spain and as Senior Credit Specialist in Merrill Lynch in Ireland and also held financial roles for companies like British American Tobacco, Ternium and IBM. Mr. Urthiague has a MSc. in Finance and Capital Markets from Dublin City University and Bachelor’s degree in Business Administration from the Universidad de Buenos Aires.
66
Fernando Matzkin
Mr. Fernando Matzkin has been our Chief Revenue Officer since July 2025. In this role, he is responsible for driving Globant’s overall revenue growth and ensuring sustained profitability across markets. He leads the execution of the Company’s go-to-market strategy, aligning sales, marketing and operational functions, and coordinating the efforts of Globant’s Industry AI Studios to deliver scalable and high-impact solutions to clients worldwide. Mr. Matzkin joined Globant in 2009 and has held multiple senior leadership roles across the Company’s global organization. Prior to his current position, he served as Chief Business Officer and General Manager for Europe (2022–2025), where he led operations across five key markets, drove 250% revenue growth between 2022 and 2024, held full P&L responsibility and oversaw the execution of the Company’s M&A strategy in the region. He previously served as Chief Business Officer for North America (2020–2022), leading the Company’s expansion across the United States and Canada, and as General Manager for the U.S. East Region, overseeing operations in a region representing approximately 30% of total Company revenues. He began his career at Globant as a Project Manager in 2009. Prior to joining Globant, Mr. Matzkin held positions at Volkswagen Argentina, where he served as Process Integration Officer – Steering and Support Processes and as IT Governance Analyst. He also worked at Telefónica de Argentina, Oracle, Disco Ahold S.A. and Soft Office in various project management, quality and functional analysis roles. Mr. Matzkin holds a Bachelor’s degree in Business Administration and a Bachelor’s degree in Information Systems from the Universidad de Buenos Aires.
Wanda Weigert
Mrs. Weigert has been our Chief Brand Officer since November 2018. From 2007 to 2018, she served as our Communications Manager and Director of Communications and Marketing. She joined Globant in 2005 and worked for two years in the Internet marketing department as a senior consultant. From 2002 to 2005, she worked at Jota Group, a publishing house where she was responsible for the development of corporate communications tools for different multinational customers. Mrs. Weigert created and supervises Globant’s communications department. As our Chief Brand Officer, she coordinates Globant’s relationships with the press throughout the globe. She is also responsible for developing both our internal and external communications strategies. Mrs. Weigert holds a bachelor’s degree in social communications from Universidad Austral and she completed her post-graduate studies in marketing at the Pontificia Universidad Católica Argentina “Santa Maria de los Buenos Aires."
Diego Tártara
Diego Tártara is our Chief Technology Officer and is responsible for ensuring that Globant’s teams around the world develop and deliver innovative solutions that create value for each client as they navigate today’s constantly evolving industries. Mr. Tártara also oversees the development and evolution of Globant’s more than 38 Studios, which represent deep pockets of expertise. This includes Digital Studios based on technology, like AI or Blockchain; Reinvention Studios based on industries, such as Airlines or Automotive; and Enterprise Studios based on the application of solutions from Microsoft, Salesforce, and SAP, among others. Mr. Tártara has more than 25 years of experience in the technology industry. His journey at Globant began in 2008 as the Tech Director of the Games Studio, where he later became a Studio Partner. Despite his executive role, Mr. Tártara remains closely connected to Globant’s various development teams, ensuring the high quality of products and the growth of each Globant team member.
Patricio Pablo Rojo
Mr. Rojo has been our General Counsel since October 2021. He has the overall responsibility of supervising Globant´s Legal and Compliance department. He previously served in this role from 2013 to 2018. Prior to his return to Globant, he spent almost three years as our external counsel, assisting Globant with several transactions and critical initiatives. Prior to joining Globant in 2013, Mr. Rojo worked as a corporate and banking law associate at the law firm Marval O'Farrel & Mairal from 2002 to 2006 and from 2007 to 2013. Between 2006 and 2007, he was an International Associate at the New York office of Simpson, Thacher & Bartlett LLP. Pablo has a law degree from the Pontificia Universidad Católica Argentina "Santa María de los Buenos Aires" and has completed post-graduate studies in law and economics at Torcuato Di-Tella University.
67
B. Compensation
Compensation of Board of Directors and Senior Management
Our executive compensation philosophy is designed to attract, retain, and motivate key talent while aligning rewards with business performance, strategic priorities and long-term value creation. It promotes accountability, differentiation, and sustained high performance.
In line with these principles, compensation for our Senior Executives Officers is closely linked to business outcomes and value creation for customers and shareholders, reinforcing a clear connection between payment, performance, and results.
This approach is complemented by our commitment to fostering a culture of innovation and belonging, as well as to advancing the sustainability of our solutions and operations as key drivers of long-term growth and resilience.
In alignment with our business and culture priorities, we have established the following compensation principles and practices:
•Market Driven & Competitive: Our compensation programs are benchmarked against relevant industry and peer groups to support the attraction and retention of high-quality talent. We regularly monitor market practices and trends to ensure compensation remains competitive, equitable, and aligned with market conditions.
•Global Framework, Local Relevance: Our compensation principles are applied through a consistent global framework, while allowing for appropriate local market practices and regulatory requirements.
•Pay for Performance: Compensation outcomes are directly tied to individual and company performance. We emphasize differentiation based on results, reinforcing a strong connection between performance, impact, and reward.
•Alignment with Business Strategy: Variable compensation programs are linked to the Company’s annual and long-term strategic objectives. This alignment ensures that incentive outcomes reinforce the execution of priorities that drive sustainable business performance.
•Long Term Value Creation: Long-term incentive programs are designed to promote an ownership mindset and align executive interests with the creation of long-term shareholder value.
Globant’s compensation policy is designed to align executive compensation with the Company’s strategic execution and long-term value creation. The compensation framework consists of a fixed component and a variable compensation program that rewards the achievement of annual business objectives and multi-year performance goals. A significant portion of total compensation is delivered through long-term incentives, which are intended to promote sustained performance, reinforce an ownership mindset, and align executive decision-making with the creation of long-term shareholder value, while encouraging appropriate risk-taking in support of long-term value creation.
68
Type | Pay Element | Payment Form | Description/Objectives | ||||||||
Fixed | Base Salary | Cash | •Constitutes the sole fixed component of the total compensation framework. •Designed to remain market-competitive and attract, retain, and recognize high-performing talent. •Determined by role responsibilities, scope, and impact. | ||||||||
Variable | Short-Term Bonus (STB) | Cash | •Rewards achievement of individual and company-wide performance objectives over the preceding fiscal year. •Linked to business metrics including but not limited to revenue and profitability KPIs. | ||||||||
Long-Term Incentives (LTIs) | Equity | •Primary long-term incentive used to drive stockholder value and promote long-term retention. •Awards are delivered in RSUs with vesting in equal annual installments of 25% over a four-year period. •Grant ranges are based on seniority, individual performance, and future potential. •The total LTI pool is based on Globant financial performance (GFP). | |||||||||
Benefit | Employee Stock Purchase Plan (ESPP) | Equity | •Enables all employees to contribute a percentage of salary to purchase Globant stock at a 10% discount. •Availability and contribution levels vary by local government regulations and taxes. | ||||||||
The total fixed and variable cash remuneration of our executive directors and senior management for the years ended December 31, 2025, 2024 and 2023, amounted to $12.5 million (including severance and other termination payments recognized during the year for $4.7 million), $7.8 million and $7.0 million, respectively.
Upon completion of our initial public offering we replaced our then existing variable compensation arrangements with a new short-term incentive ("STI") plan providing for the payment of bonuses based on the achievement of certain financial and operating performance measures and adopted the 2014 Equity Incentive Plan.
The STI applies to middle management positions and above, including executive officers. STI awards are determined based on a combination of individual performance objectives, leadership contributions, and overall Company performance, as measured against pre-established criteria.
From the adoption of the 2014 Equity Incentive Plan until the 2014 Equity Incentive Plan Termination Date we granted to members of our senior management and certain other employees 30,000 stock awards, options to purchase 2,248,122 common shares, 2,683,791 RSUs and PRSUs, and 35,142 SEUs and PSEUs, net of any cancelled and/or forfeited awards. See "Liquidity and Capital Resources — Equity Compensation Arrangements" above for further information.
On November 15, 2023 our board of directors adopted a Policy for Recovery of Erroneously Awarded Incentive-Based Compensation (the "Clawback Policy"), effective as of October 2, 2023. The Clawback Policy is administered by our compensation committee and was adopted in compliance with Section 10D of the Exchange Act and applicable rules of the NYSE. The Clawback Policy provides that if we are required to prepare an accounting restatement, then we will seek to recover incentive-based compensation from certain current or former executive officers' that was erroneously awarded and received during the three completed fiscal years immediately preceding the date we are required to prepare such accounting restatement. A copy of this policy is included as Exhibit 97.1 to this Annual Report.
On July 2, 2024, we adopted the 2024 Equity Incentive Plan. See “Compensation—2024 Equity Incentive Plan" below for further information. From the adoption of the 2024 Equity Incentive Plan until December 31, 2025 we granted to members of our senior management and certain other employees 545,522 RSUs and PRSUs, net of any cancelled and/or forfeited awards. See "Liquidity and Capital Resources — Equity Compensation Arrangements" above for further information.
For all awards granted under the 2024 Equity Incentive Plan during 2025, we adopted a new LTI model, which we intend to apply in the current and subsequent years. Under this new LTI model, for each fiscal year we define a financial performance metric — which may include parameters such as revenue, operating margin or net income — to determine the size of the pool of awards to be granted under the 2024 Equity Incentive Plan for that fiscal year.
69
Following this determination, and subject to approved exceptions, we will fix the number of target awards to be granted per role and level of seniority, aligned with market median practices, and will grant awards 100% in the form of RSUs with a four-year vesting period, allocated among beneficiaries as a percentage of the applicable target awards based on each beneficiary’s performance and potential assessment.
2014 Equity Incentive Plan
On July 3, 2014, our board of directors and shareholders approved and adopted our 2014 Equity Incentive Plan, which was amended on May 9, 2016, February 13, 2019, May 18, 2021 and June 8, 2022. The 2014 Equity Incentive Plan expired on the 2014 Equity Incentive Plan Termination Date and no awards were or will be granted under the plan after such date; provided that, subject to the applicable provisions of the 2014 Equity Incentive Plan, all outstanding awards that were subject to being satisfied or terminated under the plan as of the 2014 Equity Incentive Plan Termination Date, will remain outstanding in accordance with the terms of the 2014 Equity Incentive Plan. As of December 31, 2025, an aggregate of 1,012,902 common shares remained subject to outstanding awards previously granted under the 2014 Equity Incentive Plan. The following description of the plan is qualified in its entirety by the full text of the plan, which has been filed with the SEC as an exhibit to the registration statement previously filed in connection with our initial public offering and incorporated by reference herein.
Purpose. We believe that the plan will promote our long-term growth and profitability by (i) providing key people with incentives to improve shareholder value and to contribute to our growth and financial success through their future services, and (ii) enabling us to attract, retain and reward the best-available personnel.
Eligibility; Types of Awards. Selected employees, officers, directors and other individuals providing bona fide services to us or any of our affiliates, are eligible for awards under the plan. The administrator of the plan may also grant awards to individuals in connection with hiring, recruiting or otherwise before the date the individual first performs services; however, those awards will not become vested or exercisable before the date the individual first performs services. The plan provides for grants of stock options, stock appreciation rights, restricted or unrestricted stock awards, RSUs, performance awards and other stock-based awards, or any combination of the foregoing.
Common Shares Subject to the Plan. The number of common shares that we may issue with respect to awards granted under the plan will not exceed an aggregate of 5,666,667 common shares. This limit will be adjusted to reflect any stock dividends, split ups, recapitalizations, mergers, consolidations, share exchanges, and similar transactions. If any award, or portion of an award, under the plan expires or terminates unexercised, becomes unexercisable, is settled in cash without delivery of common shares, or is forfeited or otherwise terminated or cancelled as to any common shares, the common shares subject to such award will thereafter be available for further awards under the plan. Common shares used to pay the exercise price of an award or tax obligations will not be available again for other awards under the plan.
Administration. The plan is administered by our compensation committee. The administrator has the full authority and discretion to administer the plan and to take any action that is necessary or advisable in connection with the administration of the plan, including without limitation the authority and discretion to interpret and construe any provision of the plan or any agreement or other documents relating to the plan. The administrator’s determinations will be final and conclusive.
Awards. The plan provides for grants of stock options, stock appreciation rights, restricted or unrestricted stock awards, RSUs, performance awards, and other stock-based awards.
Stock Options. The plan allows the administrator to grant incentive stock options, as that term is defined in section 422 of the Internal Revenue Code, or non-statutory stock options. Only our employees or employees of our subsidiaries may receive incentive stock option awards. Options must have an exercise price that is at least equal to the fair market value of the underlying common shares on the date of grant and not lower than the par value of the underlying common shares. The option holder may pay the exercise price in cash or by check, by tendering common shares, by a combination of cash and common shares, or by any other means that the administrator approves. The options have a maximum term of ten years; however, the options will expire earlier if the optionee’s service relationship with the company terminates.
Stock Appreciation Rights. The plan allows the administrator to grant awards of stock appreciation rights which entitle the holder to receive a payment in cash, in common shares, or in a combination of both, having an aggregate value equal to the product of the excess of the fair market value on the exercise date of the underlying common shares over the base price of the common shares specified in the grant agreement, multiplied by the number of common shares specified in the award being exercised.
70
Stock Awards. The plan allows the administrator to grant awards denominated in common shares or other securities, stock equivalent units or RSUs, securities or debentures convertible into common shares or any combination of the foregoing, to eligible participants. Awards denominated in stock equivalent units will be credited to a bookkeeping reserve account solely for accounting purposes. The awards may be paid in cash, in common shares or in a combination of common shares or other securities and cash.
Performance Awards. The plan allows the administrator to grant performance awards including those intended to constitute “qualified performance-based compensation” within the meaning of Section 162(m) of the U.S. Internal Revenue Code. The administrator may establish performance goals relating to any of the following, as it may apply to an individual, one or more business units, divisions or subsidiaries, or on a company-wide basis, and in either absolute terms or relative to the performance of one or more comparable companies or an index covering multiple companies: revenue; earnings before interest, taxes, depreciation and amortization (EBITDA); operating income; pre- or after-tax income; cash flow; cash flow per share; net earnings; earnings per share; price-to-earnings ratio; return on equity; return on invested capital; return on assets; growth in assets; share price performance; economic value added; total shareholder return; improvement in or attainment of expense levels; improvement in or attainment of working capital levels; relative performance to a group of companies comparable to the company, and strategic business criteria consisting of one or more objectives based on the company’s meeting specified goals relating to revenue, market penetration, business expansion, costs or acquisitions or divestitures. Performance targets may include minimum, maximum, intermediate and target levels of performance, with the size of the performance-based stock award or the lapse of restrictions with respect thereto based on the level attained.
A performance target may be stated as an absolute value or as a value determined relative to prior performance, one or more indexes, budget, one or more peer group companies, any other standard selected by the administrator, or any combination thereof. The administrator shall be authorized to make adjustments in the method of calculating attainment of performance measures and performance targets in recognition of: (A) extraordinary or non-recurring items; (B) changes in tax laws; (C) changes in accounting policies; (D) charges related to restructured or discontinued operations; (E) restatement of prior period financial results; and (F) any other unusual, non-recurring gain or loss that is separately identified and quantified in our financial statements. Notwithstanding the foregoing, the administrator may, in its sole discretion, modify the performance results upon which awards are based under the plan to offset any unintended results arising from events not anticipated when the performance measures and performance targets were established.
Change in Control. In the event of any transaction resulting in a “change in control” of Globant S.A. (as defined in the plan), outstanding stock options and other awards that are payable in or convertible into our common shares will terminate upon the effective time of the change in control unless provision is made in connection with the transaction for the continuation, assumption, or substitution of the awards by the surviving or successor entity or its parent. In the event of such termination, the holders of stock options and other awards under the plan will be permitted immediately before the change in control to exercise or convert all portions of such stock options or awards that are exercisable or convertible or which become exercisable or convertible upon or prior to the effective time of the change in control.
Notwithstanding the foregoing, in the event of a change in control, all awards, subject to certain exclusions, granted to certain senior executives will (a) become vested and payable in equal parts on each of the change in control completion date, and the 6th and 12th month anniversaries from such date, unless full payment is resolved by the administrator upon consummation of the change in control; (b) be paid and settled in cash immediately, if the senior executive is terminated without cause or resigns with good reason during the first year following the change in control completion date; and (c) become vested and settled in cash on the change in control completion date, if the executive is terminated without cause or resigned with good reason at any time from the date the Company was made aware of the potential change in control, and such change in control occurs within the 6 months following the executive's dismissal or resignation.
Amendment and Termination. No award will be granted under the plan after the close of business on the day before the tenth anniversary of the effective date of the plan (i.e., July 2, 2024). Our board of directors may amend or terminate the plan at any time. Shareholder approval is required to reprice underwater options.
2024 Equity Incentive Plan
On July 2, 2024, our board of directors approved and adopted the 2024 Equity Incentive Plan, pursuant to which we may issue stock awards up to an aggregate amount of 2,000,000 common shares. As of December 31, 2025, an aggregate of 326,492 common shares remained subject to outstanding awards granted under the 2024 Equity Incentive Plan. The following description of the plan is qualified in its entirety by the full text of the plan, which has been filed with the SEC as an exhibit to the registration statement previously filed in connection with our initial public offering and incorporated by reference herein.
71
Purpose. We believe that the plan will promote our long-term growth and profitability by (i) providing key people with incentives to improve shareholder value and to contribute to our growth and financial success through their future services, and (ii) enabling us to attract, retain and reward the best-available personnel.
Eligibility; Types of Awards. Selected employees, officers, directors and other individuals providing bona fide services to or for us or any of our affiliates, are eligible for awards under the plan. The administrator of the plan may also grant awards to individuals in connection with hiring, recruiting or otherwise before the date the individual first performs services for us or any of our affiliates; however, those awards will not become vested or exercisable, and no shares will be issued to such individual, before the date the individual first performs services. The plan provides for grants of stock options, stock appreciation rights, restricted or unrestricted stock awards, restricted or unrestricted stock units, performance awards, other stock-based awards, or any combination of the foregoing.
Common Shares Subject to the Plan. The number of common shares that we may issue with respect to awards granted under the plan will not exceed an aggregate of 2,000,000 common shares. This limit will be adjusted to reflect any stock dividends, stock splits, reverse stock splits, recapitalizations, mergers, consolidations, share exchanges, and similar transactions. If any award, or portion of an award, under the plan expires or terminates unexercised, becomes unexercisable, is settled in cash without delivery of common shares, or is forfeited or otherwise terminated or cancelled as to any common shares, the common shares subject to such award will thereafter be available for further awards under the plan. Common shares used to pay the exercise price of an award or tax obligations will not be available again for other awards under the plan.
Administration. The plan is administered by our compensation committee. The administrator has the full authority and discretion to administer the plan and to take any action that is necessary or advisable in connection with the administration of the plan, including without limitation the authority and discretion to interpret and construe any provision of the plan or any agreement or other documents relating to the plan and awards issued under the plan. The administrator’s determinations will be final and conclusive.
Stock Options. The plan allows the administrator to grant non-statutory stock options. Options must have an exercise price that is at least equal to the fair market value of the underlying common shares as of the date of grant to the extent required to comply with Code section 409A (if applicable), provided that all options must have an exercise price that is not lower than the par value of the underlying common shares. The options have a maximum term of ten years; however, the options will expire earlier if the optionee’s service relationship with the company terminates.
Stock Appreciation Rights. The plan allows the administrator to grant awards of stock appreciation rights which entitle the holder to receive a payment in cash, in common shares, or in a combination of both, having an aggregate value equal to the product of the excess of the fair market value on the exercise date of the underlying common shares over the base price of the common shares specified in the grant agreement, multiplied by the number of common shares specified in the award being exercised.
Stock Awards and Stock Unit Awards. The plan allows the administrator to grant awards or stock unit awards denominated in common shares or other securities, stock equivalent units or RSUs, securities or debentures convertible into common shares or any combination of the foregoing, to eligible participants. Awards denominated in stock equivalent units will be credited to a bookkeeping reserve account solely for accounting purposes. The awards may be paid in cash, in common shares or in a combination of common shares or other securities and cash.
Performance Awards. The plan allows the administrator to grant performance awards, which become payable on account of attainment of one or more performance goals or other conditions. Performance awards may be paid by the delivery of common shares or cash, or any combination of common shares and cash. Performance goals may be based on one or more financial, business or other criteria that apply to an individual or group of individuals, a business unit, or the Company or a subsidiary as a whole.
Other Stock-Based Awards. The plan allows the administrator to grant other stock-based awards in such amounts, on such terms and conditions, and for such consideration, including no consideration or such minimum consideration as may be required by law. Other stock-based awards may be denominated in cash, in common shares or other securities, in stock-equivalent units, in options, in stock appreciation units, in securities or debentures convertible into common shares, or in any combination of the foregoing and may be paid in common shares or other securities, in cash, or in a combination of common shares or other securities and cash.
72
Change in Control. In the event of any transaction resulting in a “change in control” of Globant S.A. (as defined in the plan), except otherwise determined at the time of grant or in the grant agreement evidencing such award, outstanding stock options and other awards that are payable in or convertible into our common shares will terminate upon the effective time of the change in control unless provision is made in connection with the transaction for the continuation, assumption, or substitution of the awards by the surviving or successor entity or its parent. In the event of such termination, the holders of stock options and other awards under the plan will be permitted immediately before the change in control to exercise or convert all portions of such stock options or awards that are exercisable or convertible or which become exercisable or convertible upon or prior to the effective time of the change in control.
Notwithstanding the foregoing, in the event of a change in control, all awards, subject to certain exclusions, granted to certain senior executives will (a) become vested and payable in equal parts on each of the change in control completion date, and the 6th and 12th month anniversaries from such date, unless full payment is resolved by the administrator upon consummation of the change in control; (b) be paid and settled in cash immediately, if the senior executive is terminated without cause or resigns with good reason during the first year following the change in control completion date; and (c) become vested and settled in cash on the change in control completion date, if the executive is terminated without cause or resigned with good reason at any time from the date the Company was made aware of the potential change in control, and such change in control occurs within the 6 months following the executive's dismissal or resignation.
Clawback/Recovery. All awards granted under the plan will be subject to recoupment in accordance with the Clawback Policy, as amended and restated from time to time, while and to the extent it remains in effect, or with any other clawback or similar policy, however denominated, that the Company is required to adopt pursuant to the listing standards of any national securities exchange or association on which the Company’s securities are listed or as is otherwise required by any applicable law. In addition, our board of directors may impose such other clawback, recovery or recoupment provisions in a Grant Agreement as our board of directors determines necessary or appropriate, including but not limited to a reacquisition right in respect of previously acquired common shares or other cash or property upon the occurrence of an event constituting cause, as such term may be defined in the grant agreement or any other written agreement between the Company and the grantee. No recovery of compensation under such a clawback policy will be an event giving rise to a right to voluntarily terminate employment upon a “resignation for good reason,” or for a “constructive termination” or any similar term under any plan of or agreement with the Company or a subsidiary. See “Compensation — Compensation of Board of Directors and Senior Management.”
Amendment and Termination. The administrator will have full power and authority to, among other things, modify, amend, extend or renew outstanding awards, or accept the surrender of outstanding awards and substitute new awards, including any such modification, amendment or substitution that results in repricing the award (provided however, that except as provided in the plan, any modification that would materially adversely affect any outstanding award will not be made without the consent of the holder; and to accelerate or otherwise change the time in which an award may be exercised or becomes payable and to waive or accelerate the lapse, in whole or in part, of any restriction or condition with respect to such award, including, but not limited to, any restriction or condition with respect to the vesting or exercisability of an award following termination of any beneficiary's employment or other relationship. No award will be granted under the plan after the close of business on the day before the tenth anniversary of the effective date of the plan (i.e., July 2, 2034). Our board of directors may amend or terminate the plan at any time. Shareholder approval is required to reprice underwater options.
Director Compensation
Only those directors who are considered to be independent directors under the corporate governance rules of the NYSE are eligible, subject to our shareholders’ approval, to receive compensation from us for their service on our board of directors. In this respect, independent members of our board of directors are eligible to receive cash and/or share based compensation for their services as directors, as well as reimbursement of reasonable and documented costs and expenses incurred by them in connection with attending any meetings of our board of directors or any committees thereof.
73
During 2025, we paid an aggregate cash compensation of $600,000 and we granted a total of 12,747 RSUs to the independent members of our board of directors, as further described below. All such compensation had been approved by our shareholders at our 2024 annual general meeting:
Name | Cash Compensation | RSUs | RSUs value as of grant date | Total Compensation | |||||||||||||||||||
Francisco Álvarez-Demalde | $ | 100,000 | 1,821 | $ | 149,886 | $ | 249,886 | ||||||||||||||||
| Linda Rottenberg* | $ | 100,000 | 3,642 | $ | 299,772 | $ | 399,772 | ||||||||||||||||
| Maria Pinelli | $ | 100,000 | 1,821 | $ | 149,886 | $ | 249,886 | ||||||||||||||||
| Andrea Mayumi Petroni Merhy | $ | 100,000 | 1,821 | $ | 149,886 | $ | 249,886 | ||||||||||||||||
| Andrew McLaughlin | $ | 100,000 | 1,821 | $ | 149,886 | $ | 249,886 | ||||||||||||||||
| Alejandro Nicolas Aguzin | $ | 100,000 | 1,821 | $ | 149,886 | $ | 249,886 | ||||||||||||||||
Totals | $ | 600,000 | 12,747 | $ | 1,049,202 | $ | 1,649,202 | ||||||||||||||||
_______________
* As additional compensation for her role as Lead Independent Director during 2025, Mrs. Rottenberg was granted additional 1,821 RSUs (valued at $149,886 as of the grant date).
Members of our senior management who are members of our board of directors (Messrs. Migoya, Umaran and Englebienne) will not receive compensation from us for their service on our board of directors, but have received and will continue receiving cash compensation and share based compensation for their services as executive officers. See “Compensation — Compensation of Board of Directors and Senior Management.”
Benefits upon Termination of Employment
Neither we nor our subsidiaries maintain any directors’ service contracts providing for benefits upon termination of service.
In 2022, we entered into amended and restated non-competition agreements with our founders and certain of our senior executives to, among other things, include the cash equivalent to their non-cash compensation (subject to certain exclusions) in the calculation of their respective compensation. Pursuant to these agreements, these employees have agreed to non-competition and non-interference obligations until the second anniversary of the termination of their employment, and a non-disparagement obligation. In consideration of these covenants, Mr. Martín Migoya will receive a compensation equal to his cash and non-cash compensation for 36 months following the date of termination of his employment, and the other founders will receive a compensation equal to their cash and non-cash compensation for 24 months following the date of termination of his or her employment. Cash compensation will be calculated based on the highest monthly salary during the 12-month period immediately preceding the date of termination of employment and the annual cash bonus payable at the latest target amount. Non-cash compensation will be calculated based on the total equity compensation received by the employee during the 12-month period immediately preceding the date of termination of their employment, subject to certain exclusions. This compensation will be paid in two equal installments, 50% immediately after termination of their employment, and 50% on the first anniversary therefrom. In addition, they will be entitled to receive continued health coverage and life insurance for 24 to 36 months after the termination of employment. These agreements may be terminated by us in case of termination with cause or resignation without good reason.
We also entered into similar non-competition agreements with other senior executives, whereby they agreed to a non-competition and non-interference obligation until the first anniversary of the termination of employment, and a non-disparagement obligation. In consideration of these covenants, these senior executives will receive compensation equal to full cash compensation for 12 months following the date of termination of their employment; provided that such cash compensation will be calculated based on the highest monthly salary during the 12-month period immediately preceding the date of termination of employment and one time the annual cash bonus payable to them at the latest target amount, less applicable taxes and withholdings. This compensation will be paid in four equal installments, on each of the third, sixth, ninth and twelfth month anniversary of the date of termination of their employment. In addition, they will be entitled to receive continued health coverage and life insurance after the termination of their employment for a period of 12 months. These agreements may be terminated by us in case of termination with cause or resignation without good reason.
74
Pension, Retirement or Similar Benefits
We do not pay or set aside any amounts for pension, retirement or other similar benefits for our officers or directors.
C. Board Practices
Globant S.A. is managed by our board of directors which is vested with the broadest powers to take any actions necessary or useful to fulfill our corporate purpose with the exception of actions reserved by law or our articles of association to the general meeting of shareholders. Our articles of association provide that our board of directors must consist of at least seven members and no more than fifteen members. Our board of directors meets as often as company interests require.
A majority of the members of our board of directors present or represented at a board meeting constitutes a quorum, and resolutions are adopted by the simple majority vote of our board members present or represented. In the case of a tie, the chairman of our board shall have the deciding vote. Our board of directors may also make decisions by means of resolutions in writing signed by all directors.
Directors are elected by the general meeting of shareholders, and appointed for a period of up to four years; provided, however, that directors are elected on a staggered basis, with one-third of the directors being elected each year; and provided, further, that such term may be exceeded by a period up to the annual general meeting held following the fourth anniversary of the appointment, and each director will hold office until his or her successor is elected. The general shareholders meeting may remove one or more directors at any time, without cause and without prior notice by a resolution passed by simple majority vote. If our board of directors has a vacancy, such vacancy may be filled on a temporary basis by a person designated by the remaining members of our board of directors until the next general meeting of shareholders, which will resolve on a permanent appointment. Any director shall be eligible for re-election indefinitely.
Within the limits provided for by law and our articles of association, our board of directors may delegate to one or more directors or to any one or more persons, who need not be shareholders, acting alone or jointly, the daily management of Globant S.A. and the authority to represent us in connection with such daily management. Our board of directors may also grant special powers to any person(s) acting alone or jointly with others as agents of Globant S.A.
Our board of directors may establish one or more committees, including without limitation, an audit committee, a corporate governance and nominating committee and a compensation committee, and for which it shall, if one or more of such committees are set up, appoint the members, determine the purpose, powers and authorities as well as the procedures and such other rules as may be applicable thereto.
No contract or other transaction between us and any other company or firm shall be affected or invalidated by the fact that any one or more of our directors or officers is interested in, or is a director, associate, officer, agent, adviser or employee of such other company or firm. Any director or officer who serves as a director, officer or employee or otherwise of any company or firm with which we shall contract or otherwise engage in business shall not, by reason of such affiliation with such other company or firm only, be prevented from considering and voting or acting upon any matters with respect to such contract or other business.
Any director having an interest in a transaction submitted for approval to our board of directors that conflicts with our interest, must inform our board of directors thereof and to cause a record of his statement to be included in the minutes of the meeting. Such director may not take part in these deliberations and may not vote on the relevant transaction. At the next general meeting, before any resolution is put to a vote, a special report shall be made on any transactions in which any of the directors may have had an interest that conflicts with our interest.
No shareholding qualification for directors is required.
Any director and other officer, past and present, is entitled to indemnification from us to the fullest extent permitted by law against liability and all expenses reasonably incurred or paid by such director in connection with any claim, action, suit or proceeding in which he is involved as a party or otherwise by virtue of his being or having been a director. We may purchase and maintain insurance for any director or other officer against any such liability.
No indemnification shall be provided against any liability to our directors or executive officers by reason of willful misconduct, bad faith, gross negligence or reckless disregard of the duties of a director or officer. No indemnification will be provided with respect to any matter as to which the director or officer shall have been finally adjudicated to have acted in bad faith and not in our interest, nor will indemnification be provided in the event of a settlement (unless approved by a court or our board of directors).
75
Board Committees
Our board of directors has established an audit committee, a compensation committee and a corporate governance and nominating committee, as well as the position of lead independent director. Our board of directors may from time to time establish other committees.
Audit Committee
Our audit committee oversees our corporate accounting and financial reporting process. Among other matters, our audit committee:
•is responsible for the appointment, compensation and retention of our independent auditors and reviews and evaluates the auditors’ qualifications, independence and performance;
•oversees our auditors’ audit work and reviews and pre-approves all audit and non-audit services that may be performed by them;
•reviews and approves the planned scope of our annual audit;
•monitors the rotation of partners of the independent auditors on our engagement team as required by law;
•reviews our financial statements and discusses with management and our independent auditors the results of the annual audit and the review of our quarterly financial statements;
•reviews our critical accounting policies and estimates;
•oversees the adequacy of our accounting and financial controls;
•annually reviews the audit committee charter and the committee’s performance;
•reviews and approves related-party transactions;
•reviews our enterprise risk management (including cybersecurity); and
•establishes and oversees procedures for the receipt, retention and treatment of complaints regarding accounting, internal controls or auditing matters and oversees enforcement, compliance and remedial measures under our code of conduct.
The current members of our audit committee are Mses. Pinelli and Rottenberg and Mr. Alejandro Nicolas Aguzin, with Mrs. Pinelli serving as the chairman and as the audit committee financial expert as currently defined under applicable SEC rules. Each of Mses. Pinelli and Rottenberg and Mr. Aguzin satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE as well us under Rule 10A-3 under the Exchange Act.
On May 13, 2014, our board of directors adopted a written charter for our audit committee. On November 15, 2023 our board of directors approved an amendment to the audit committee charter. The audit committee charter, as amended, is available on our website at http://www.globant.com.
Compensation Committee
Our compensation committee reviews, recommends and approves policy relating to compensation and benefits of our officers and directors, administers our common shares option and benefit plans and reviews general policy relating to compensation and benefits. Duties of our compensation committee include:
•reviewing and approving corporate goals and objectives relevant to compensation of our directors, chief executive officer and other members of senior management;
•evaluating the performance of the chief executive officer and other members of senior management in light of those goals and objectives;
•based on this evaluation, determining and approving the compensation of the chief executive officer and other members of senior management;
•administering the issuance of common shares options and other awards to members of senior management and directors under our compensation plans; and
•reviewing and evaluating, at least annually, the performance of the compensation committee and its members, including compliance of the compensation committee with its charter.
76
The current members of our compensation committee are Messrs. Alvarez Demalde, Andrew McLaughlin and Alejandro Nicolas Aguzin, with Mr. Alvarez Demalde serving as chairman. Each of Messrs. Alvarez Demalde, McLaughlin and Aguzin satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE.
Effective as of July 23, 2014, our board of directors adopted a written charter for our compensation committee, which is available on our website at http://www.globant.com.
Corporate Governance and Nominating Committee
Our corporate governance and nominating committee identifies individuals qualified to become directors; recommends to our board of directors director nominees for each election of directors; develops and recommends to our board of directors criteria for selecting qualified director candidates; considers committee member qualifications, appointment and removal; recommends corporate governance guidelines applicable to us; and provides oversight in the evaluation of our board of directors and each committee.
The current members of our corporate governance and nominating committee are Ms. Petroni Merhy and Messrs. Alvarez-Demalde and Andrew McLaughlin, with Ms. Petroni Merhy serving as chairman. Each of Ms. Petroni Merhy and Messrs. Alvarez-Demalde and McLaughlin satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE.
Effective as of July 23, 2014, our board of directors adopted a written charter for our corporate governance and nominating committee. In November 2021, our corporate governance and nominating committee approved an amendment to its charter intended to enhance our corporate governance practices, including, among others, an increased emphasis on attracting and/or retaining director nominees based on merit, specific skills and experience, and the enhancement of our environmental, social and governance performance. Our corporate governance and nominating committee’s charter, as amended, is available on our website at http://www.globant.com.
Lead Independent Director
On October 3, 2023, our board of directors established the position of lead independent director and adopted the Lead Independent Director Charter, which governs the lead independent director authority, responsibilities and duties. The charter provides that, in circumstances where the chairman of the board of directors is not independent, the members of the board of directors may resolve to appoint from among the independent directors a lead independent director. The Lead Independent Director Charter is available on our website at http://www.globant.com.
Duties of the lead independent director include, among others:
•Consult and agree with the chairman on the frequency and schedule of board of directors and board of directors committees meetings;
•Coordinate and preside over all meetings of the board of directors at which the chairman is not present and over all meetings and executive sessions of independent director’s; and
•Serve as the principal liaison between the independent directors and the chairman/CEO, and the senior management.
On November 12, 2025, the board of directors re-appointed Ms. Linda Rottenberg to serve as the lead independent director.
D. Employees
Our Globers
People are one of our most valuable assets. Attracting and retaining the right employees is critical to the success of our business and is a key factor in our ability to meet our client’s needs and the growth of our client and revenue base.
As of December 31, 2025, 2024 and 2023, on a consolidated basis, we had 28,773, 31,280 and 29,150 employees, respectively.
77
As of December 31, 2025, approximately 13.5% of our Globers were covered by collective bargaining agreements (“CBAs”). In particular, Globers (i) in Argentina, principally at our delivery centers in Rosario and Mendoza, were covered by a CBA with the trade union Federación Argentina de Empleados de Comercio y Servicios ("FAECYS"); (ii) on our Brazilian payroll are covered under the following: (a) Sindicato dos Trabalhadores em Processamento de Dados e Tecnología da Informação do Estado de São Paulo -SINDPD-SP CBA and (b) a CBA executed between the Union of advertisers, advertising agents and workers in advertising companies in the State of São Paulo (representing the employees, and the Association of Advertising Agencies of the State of São Paulo (representing the employers); (iii) from our Spanish payroll are covered under the following: (a) Consultancy services CBA and (b) bureaus and offices for Madrid and Cataluña and Marketing Agencies CBA, (iv) from our French payroll are covered under the Syntec CBA; (v) in Italy (Sysdata) are covered under the Metalurgic CBA and (vi) in Portugal are covered under Electronic Sector.
The following tables show our total number of full-time employees as of December 31, 2025 broken down by functional area and geographical location:
| Number of employees | |||||
| Technology | 24,790 | ||||
| Operations | 2,116 | ||||
| Management and administration | 1,472 | ||||
| Sales | 395 | ||||
| Total | 28,773 | ||||
| Number of employees | |||||
| Latin America | 16,529 | ||||
| New Markets | 5,296 | ||||
| North America | 3,483 | ||||
| Europe | 3,465 | ||||
| Total | 28,773 | ||||
In 2007, we started shifting from a Buenos Aires-centric delivery model to a distributed organization with locations across North America, Latin America, Europe, Asia, Africa and Oceania. We believe that decentralizing our workforce and delivery centers improves our access to talent and could mitigate the impact of IT professionals’ attrition on our business. Additionally, we provide employees with more choices of where to work, which improves satisfaction and helps us retain our Globers. We continue to draw talent primarily from Latin America and Asia’s abundantly skilled talent base.
We believe our relations with our employees are good and we have not experienced any significant labor disputes or work stoppages.
The total attrition rate among our Globers was 13.6%, 9.5% and 8.1% for the years ended December 31, 2025, 2024 and 2023, respectively.
Recruitment
At Globant, we are committed to delivering a flexible, innovative, and people-centered recruiting experience that places candidates at the core of our value proposition. Our goal is to enable clients to design and scale high-performing teams with exceptional talent, meeting and exceeding the growing demand for digital and IT services.
This year marked a significant transformation in our recruiting strategy as it evolved alongside the launch of Globant’s AI Studios. By deepening our specialization and aligning our talent model with industry-focused Studios, we strengthened our ability to anticipate talent demands and ensure our teams are embedded where innovation happens. This closer integration with the business allows us to identify and attract top-tier technology professionals with both cutting-edge technical expertise and deep industry knowledge.
With a global presence spanning North America, Latin America, Europe, Asia, and Oceania, we operate through a decentralized strategy that expands and diversifies our talent sources worldwide. Our Talent Delivery Centers remain closely connected to the business, ensuring scalability, adaptability, and strong regional integration. This structure enables us to align recruitment priorities with business strategy, delivering a seamless and high-impact hiring process.
78
Throughout 2025, we continued strengthening our recruiting presence in our core, long-standing markets with sustained hiring demand, including Colombia, Argentina, and India. In parallel, we focused on consolidating our presence in developing markets such as Saudi Arabia, the United Arab Emirates, Morocco, Vietnam, Denmark, and Moldova, reinforcing their role within our global talent footprint.
Our offices are strategically located near academic and engineering hubs, allowing us to access a growing talent base. Through strong partnerships with universities, NGOs, tech clusters, and professional organizations, we contribute to the development of the technological ecosystem while creating opportunities for both current and future Globers.
Attraction
We are constantly looking for talent who are motivated to be part of a leading company that uses the latest technologies in the digital field to reinvent organizations and industries.
From the very beginning, we have positioned ourselves as a key player in attracting talent across the regions where we operate. Our culture is the foundation that shapes and strengthens our distinctive approach. With an entrepreneurial mindset and a collaborative spirit, we foster an environment where innovation and creativity thrive.
We continue to evolve our recruiting operating model by leveraging technology to improve efficiency, decision-making, and scalability. Through the adoption of Globant Enterprise AI, Recruiting is laying the groundwork for an agent supported, agentic model with recruiter supervision, enabling more informed data and a responsive processes that better support business demand and talent delivery.
As part of this evolution, AI agents support core recruiting activities, such as sourcing, screening, job description creation, interviews, and content generation, helping reduce operational load while allowing recruiters to focus on evaluation, business alignment, and candidate engagement. In parallel, we continue to invest in the evolution of our Career Site as our primary talent attraction channel, strengthening how candidates discover opportunities, apply, and interact with our brand in a clear and efficient way.
Our leadership and innovation have also been certified by several prestigious awards, including being named a Leader in the IDC MarketScape: Worldwide Media Consultation, Integration, and Business Operations Cloud Service Providers. We were included in the 2024 Fortune Change the World List and recognized as the Best AI Services Provider by the ICT Leadership Awards 2024. Globant was also named one of America’s Most Reliable Companies 2025 by Newsweek.
Additionally, we received the 2025 Google Cloud Country Partner of the Year Award in Argentina and the Talent Development Partner of the Year for Latin America. These recognitions reflect our growth, reliability, and the trust that both our clients and the industry place in us.
Our commitment to innovation, quality, and a positive work culture enhances our recruitment process, allowing us to meet industry demands effectively.
Building long-term engagement with our top talent is essential to our success and a key driver of efficiency and productivity. We achieve this by providing opportunities to work on innovative projects for world-class clients, fostering a flexible work environment, offering continuous learning and development programs, and providing unique benefits that enhance the employee experience.
Career Value Proposition
We provide a dynamic environment designed to foster both personal and professional growth. Globers are equipped with the tools and tangible opportunities to advance their careers and own their professional journey.
Globant actively invests in each Glober’s future by recognizing performance and creating opportunities for growth. In the past year, 8.4% of Globers were promoted, reflecting their progress and readiness to take on more complex and challenging roles.
79
At Globant, Globers can tailor their careers by exploring pathways that support different development goals:
•Become an Expert: Specialize in specific clients, industries, or cutting-edge technologies.
•Build a Holistic Career: Diversify experience across sectors and technologies.
•Lead Teams and Individuals: Step into leadership roles to guide teams and mentor others.
•Lead Projects and Specialties: Manage projects while developing subject-matter expertise.
•Develop a Global Mindset: Collaborate with multicultural teams and access mobility opportunities.
These pathways enable Globers to learn from peers worldwide, strengthening their perspective and readiness for future challenges.
Through our diverse and strategically curated learning offerings, we continue to deliver impactful development experiences. During 2025, these efforts were reflected in key performance indicators that highlight both engagement and effectiveness:
•Average Learning Hours per Glober: 52 hours dedicated to learning and skill development, demonstrating a strong company-wide commitment to continuous growth and ensuring our talent remains at the forefront of industry capabilities.
•Learning Satisfaction Score (NPS): 68, indicating high perceived quality and relevance of learning content and delivery.
•Applicability of Learning Content: 89% of Globers reported direct applicability to their daily work, confirming that acquired skills translate into enhanced performance and business value.
To support these career pathways, we continue to strengthen a comprehensive Growth Ecosystem that enables each Glober’s development:
•Continuous Learning: Access to Udemy for Business, Language Programs and our own Globant University Campus, with more than 11,000 learning courses.
•Continuous Feedback: Peer feedback, leader evaluations, and meaningful growth conversations.
•Open Career & Lateral Movements: An AI-powered internal talent marketplace that allows Globers to explore new technologies, accounts, and industries while building their careers autonomously. In 2025, over 2,800 career development moves were enabled through Open Career, combining applications to new opportunities and confirmed internal role transitions.
•Career Mentors: Personalized guidance for both technical and soft-skill development.
•Experience Leaders: Dedicated leaders who support Globers in navigating day-to-day project challenges.
Following the launch of the AI Mindset Program in 2024, we evolved from foundational awareness to meaningful AI adoption across our teams. Our AI Upskilling Strategy delivers AI-curated, personalized learning experiences designed to unlock both individual and organizational potential through three stages: Ignite Curiosity, Empower Globers, and Drive Best Practices.
•Ignite Curiosity: Introduction of essential AI concepts and the launch of the AI Learning Campus at Globant University, with tailored learning paths for technical and non-technical roles and more than 270 AI learning experiences.
•Empower Globers: Deepening technical and role-specific capabilities aligned with AI Pods, Globant Enterprise AI, Globant CODA, and specialized AI agents. This resulted in over 500 AI Pod Architects and over 2,400 AI Pod Domain Experts trained to apply AI in real-world scenarios.
•Drive Best Practices: Continuous improvement through peer learning, cross-pod collaboration, internal knowledge sharing, workshops, contests, and virtual hackathons such as rAIse Challenge and AI Quest, supported by over 230 AI Pod workshops.
To further integrate AI into our business strategy, we launched the Mastering the Art of Selling AI Pods program, combining self-paced learning with hands-on, business-case–oriented experiences to strengthen AI value articulation in client conversations.
The entire Glober journey is anchored in a set of competencies that reflect and reinforce our culture and core values. Through our Talent Manifesto, we embed our way of working into every stage of the career lifecycle. Performance assessments are grounded in behaviors that emphasize collaboration, inclusivity, continuous learning, and excellence. Our feedback and growth culture is supported by Performance Retrospectives, Self-Retrospectives, 360° Feedback, and Feedback for Leaders, reinforcing values such as Be Kind, Drive Innovation, Integrity, and Team Player.
80
We remain committed to continuously enhancing our career value proposition to provide meaningful growth opportunities for our talent while strengthening our organizational capabilities and long-term business impact.
Compensation
Globant’s compensation programs are designed to attract, retain, and motivate qualified executives and senior management while aligning compensation outcomes with the Company’s performance, long-term strategic objectives, and shareholder value creation. The Company’s compensation structure emphasizes pay-for-performance and consistency across comparable roles and markets.
Compensation for senior management generally consists of a fixed base salary and, for eligible positions, variable compensation components, including STIs and LTIs. See “Compensation – Compensation of Board of Directors and Senior Management” above for further information. Base salary is intended to reflect the scope of the role, individual experience, and market benchmarks. Variable compensation is designed to reward performance and align individual outcomes with Company results.
The 2024 Equity Incentive Plan is available to employees in highly senior roles. Awards under the 2024 Equity Incentive Plan are equity-based and are intended to promote long-term retention, align participants’ interests with the Company’s long-term performance, and support sustained value creation for shareholders. See "Liquidity and Capital Resources — Equity Compensation Arrangements" above for further information.
In addition to cash and equity compensation, the Company provides employees in certain of its subsidiaries with the opportunity to acquire Company’s common shares under its ESPP. See "Liquidity and Capital Resources — Equity Compensation Arrangements" above for further information.
Also, the Company provides benefits programs designed to support employee wellbeing and professional development. Benefits offerings vary by jurisdiction and are structured around five core pillars: Health; Career and Growth; Flexible Work and Time Off; Family; and Savings and Financial Planning.
2021 Employee Stock Purchase Plan
General
On March 1, 2021, our ESPP became effective. The purpose of the ESPP is to advance the interests of the Company and our shareholders by providing an incentive to attract, retain and reward our eligible employees and by motivating such persons to contribute to the growth and profitability of the Company. The Plan provides such eligible employees with an opportunity to acquire a proprietary interest in the Company through the purchase of the Company’s common shares.
The ESPP is comprised of the Section 423 ESPP and the Non-423 ESPP. The Company intends that the Section 423 ESPP qualify as an “employee stock purchase plan” under Section 423 of the Code (including any amendments or replacements of such section), and the Section 423 ESPP shall be so construed. The Non-423 ESPP, which is not intended to qualify as an “employee stock purchase plan” under Section 423 of the Code, is intended to provide eligible employees employed by non-U.S. subsidiaries with an opportunity to purchase common shares pursuant to the terms and conditions of the ESPP but not necessarily in compliance with the requirements of Section 423 of the Code.
Eligible employees will be allowed to participate in the ESPP with a limit of $25,000 investment per employee per calendar year.
81
Common Shares Subject to the ESPP
Subject to adjustment as provided in the ESPP, the maximum aggregate number of common shares issuable under the ESPP shall be 100,000 common shares (the “Initial Total Share Pool”), of which 30,000 common shares (the “Initial 423 Pool”) shall be the maximum aggregate number of common shares that may be issued under the Section 423 ESPP. Thereafter, such maximum number of common shares that may be issued under the ESPP shall be cumulatively increased on a pro rata basis, such that the ratio of the Initial Total Share Pool and the Initial 423 Pool remains unchanged, automatically on January 1, 2022 and on each subsequent January 1, through and including January 1, 2031, by a number of common shares (the “Annual Increase”) equal to the smallest of (a) 0.005 (0.5%) of the number of common shares issued and outstanding on the immediately preceding December 31, (b) 200,000 common shares, or (c) an amount determined by our board of directors; such that the number of common shares that may be issued in any case under the ESPP shall not exceed 2,100,000 common shares, of which 630,000 shall be the maximum aggregate number that may be issued under the Section 423 ESPP.
Common shares issued under the ESPP may consist of common shares reacquired in open market purchases. On May 29, 2025, we entered into a 10b5-1 repurchase plan (the "2025 HSBC 10b5-1 Plan") with HSBC Securities (USA) Inc., acting as agent for the Company, for the repurchase of an aggregate of up to 80,000 common shares in four windows, starting on July 15, 2025 and ending on March 3, 2026. The repurchase plan will expire on March 6, 2026. Such repurchases would be executed by our board of directors pursuant to the authorization granted by the general meeting of shareholders of the Company on May 10, 2024, according to the conditions set forth in article 430-15 of Luxembourg law of 10 August 1915 on commercial companies, as amended (the “Companies Law”). The Company intends to renew the 10b5-1 plan in furtherance of additional future share repurchases for this purpose.
Pursuant to such authorization, our board of directors may repurchase up to a maximum number of shares representing 20% of the issued share capital for a net purchase price that is (i) no less than 50% of the lowest stock price and (ii) no more than 50% above the highest stock price, in each case being the closing price, as reported by the New York City edition of the Wall Street Journal, or, if not reported therein, any other authoritative sources to be selected by our board of directors, over the ten trading days preceding the date of the purchase (or the date of the commitment to the transaction). The authorization is valid for a period ending five years from the date of the general meeting or the date of its renewal by a subsequent general meeting of shareholders.
Eligibility
Each employee of a participating company is eligible to participate in the ESPP except (a) with respect to the Section 423 ESPP, any employee who is customarily employed by the participating company group for 20 hours or less per week or for not more than five months in any calendar year, and (b) that with respect to the Non-423 ESPP, our compensation committee may determine that only certain categories of employees of a participating company may be eligible to participate in the ESPP, excluding all other employees of such participating company. However, an employee may not be granted rights to purchase common shares either under the Section 423 ESPP or the Non-423 ESPP, if such employee immediately after the grant would own common shares or options to purchase common shares possessing 5.0% or more of the total combined voting power or value of all classes of our share capital.
Operation of the ESPP; Participant Contributions
The ESPP will typically be implemented through consecutive six-month offering periods, and permits participants to purchase common shares through payroll deductions of up to 10.0% of their eligible compensation, which includes regular base wages or salary, overtime payments, shift premiums and payments for paid time off, but exclusive of sign-on bonuses, annual or other incentive bonuses, commissions, profit-sharing distributions or other incentive-type payments, any contributions made by a participating company on the employee’s behalf to any employee benefit or welfare plan now or hereafter established (other than amounts deferred pursuant to Section 401(k) or Section 125 of the Code), payments in lieu of notice, payments pursuant to a severance agreement, termination pay, moving allowances, relocation payments, or any amounts directly or indirectly paid pursuant to the ESPP or any other share purchase, share option or other share-based compensation.
82
Notwithstanding the foregoing, where payroll deductions on behalf of participants who are citizens or residents of countries other than the United States (without regard to whether they are also citizens of the United States or resident aliens) are prohibited or made impracticable by applicable local law, our compensation committee may establish a separate offering (a “Non-United States Offering”) covering all eligible employees of one or more participating companies subject to such prohibition or restrictions on payroll deductions. The Non-United States Offering shall provide another method for payment of the purchase price with such terms and conditions as shall be administratively convenient and comply with applicable local law. On each purchase date of the offering period applicable to a Non-United States Offering, each participant who has not withdrawn from the ESPP and whose participation in such offering period has not otherwise terminated before such purchase date shall automatically acquire a number of whole common shares determined in accordance with the applicable provisions of the ESPP to the extent of the total amount of the participant’s ESPP account balance accumulated during the offering period in accordance with the method established by our compensation committee and not previously applied toward the purchase of common shares.
Purchase Price; Timing of Purchases
Amounts deducted and accumulated from participant compensation will be used to purchase common shares at the end of each offering period. Under the terms of the ESPP, with respect to participants in the Section 423 ESPP, the purchase price of the shares shall not be less than 90.0% of the lower of the fair market value of a common share on the first trading day of the offering period or on the purchase date. Subject to adjustment as provided by the ESPP and unless otherwise provided by our compensation committee, the purchase price for each offering period shall be 90.0% of the fair market value of a common share on the purchase date.
On the offering date of each offering period, each participant in such offering period will be automatically granted an option to purchase the lesser of (a) that number of whole common shares determined by dividing the Dollar Limit (as defined below) by the fair market value of a common share on such offering date or (b) the Share Limit (as defined below). Our compensation committee may, in its discretion and prior to the offering date of any offering period, (i) change the method of, or any of the foregoing factors in, determining the number of common shares subject to purchase rights to be granted on such offering date, or (ii) specify a maximum aggregate number of common shares that may be purchased by all participants in an offering or on any purchase date within an offering period. For the purposes of the ESPP, the “Dollar Limit” shall be determined by multiplying $2,083.33 by the number of months (rounded to the nearest whole month) in the offering period and rounding to the nearest whole dollar, and the “Share Limit” shall be determined by multiplying 200 shares by the number of months (rounded to the nearest whole month) in the offering period and rounding to the nearest whole share.
Notwithstanding any provision of the ESPP to the contrary, no participant (whether participating in the Section 423 ESPP or the Non-423 ESPP) shall be granted a purchase right which permits his or her right to purchase common shares under the ESPP to accrue at a rate which, when aggregated with such participant’s rights to purchase shares under all other employee stock purchase plans of a participating company intended to meet the requirements of Section 423 of the Code, exceeds $25,000 in fair market value (or such other limit, if any, as may be imposed by the Code) for each calendar year in which such purchase right is outstanding at any time. For purposes of the preceding sentence, the fair market value of common shares purchased during a given offering period shall be determined as of the offering date for such offering period.
If insufficient common shares remain available under the ESPP to permit all participants to purchase the number of common shares to which they would otherwise be entitled, our compensation committee will make a pro rata allocation of the available common shares in as uniform a manner as practicable and as the Company determines to be equitable. Any amounts withheld from participants' compensation in excess of the amounts used to purchase common shares will be refunded, without interest.
Administration, Amendment or Termination of the ESPP
In accordance with the terms of the ESPP, our compensation committee will administer the ESPP, including, but not limited to, have full authority to interpret the terms of the ESPP, have the discretion to determine from time to time which subsidiaries shall be participating companies in the ESPP, designate from time to time those participating companies whose eligible employees may participate in the Section 423 ESPP and those participating companies whose eligible employees may participate in the Non-423 ESPP, establish additional or alternative offering periods, different durations for offering periods or different commencing or ending dates for offering periods.
83
Further, our compensation committee, as administrator of the ESPP, may at any time amend, suspend or terminate the ESPP, except that (a) no such amendment, suspension or termination shall affect purchase previously granted under the ESPP unless expressly provided by the Compensation Committee, and (b) no such amendment, suspension or termination may adversely affect a purchase right previously granted under the ESPP without the consent of the participant, except to the extent permitted by the ESPP or as may be necessary to qualify the ESPP as an employee stock purchase ESPP pursuant to Section 423 of the Code or to comply with any applicable law, regulation or rule. In addition, to the extent required under Section 423 of the Code (or other applicable law, regulation or rule), an amendment to the ESPP must be approved by the shareholders of the Company within 12 months of the adoption of such amendment if such amendment would authorize the sale of more Common Shares than are then authorized for issuance under the ESPP or would change the definition of the corporations that may be designated by the Compensation Committee as "Participating Companies" (as defined in the ESPP). Notwithstanding the foregoing, in the event that the Compensation Committee determines that continuation of the ESPP or an offering would result in unfavorable financial accounting consequences to the Company, the Compensation Committee may, in its discretion and without the consent of any participant, including with respect to an offering period then in progress: (i) terminate the ESPP or any offering period, (ii) accelerate the purchase date of any offering period, (iii) reduce the discount or the method of determining the purchase price in any offering period (e.g., by determining the purchase price solely on the basis of the "Fair Market Value" (as defined in the ESPP) on the purchase date), (iv) reduce the maximum number of common shares that may be purchased in any offering period, or (v) take any combination of the foregoing actions.
In the event of a change in control, an acquiring or successor corporation may assume the Company’s rights and obligations under outstanding purchase rights or substitute substantially equivalent purchase rights. If the acquiring or successor corporation does not assume or substitute for outstanding purchase rights, then the purchase date of the offering periods then in progress will be accelerated to a date prior to the change in control.
The ESPP will continue in effect until terminated by the administrator.
On March 12, 2021, the administrator approved the participation in the Section 423 ESPP and Non-423 ESPP by several of the company's subsidiaries, pursuant to the following terms and conditions:
Eligibility. In addition to those employees excluded under the plan, trainees or college trainees and fixed-term employees will also be excluded from the plan.
Offering periods. Each offering period will have a 6 months duration; provided that in respect to Sistemas UK Limited, Sistemas Globales Uruguay S.A. and Difier S.A., their first offering period will have a 5 months duration, commencing on April 1st, 2021; and in respect of IAFH Global S.A., Sistemas Globales S.A., Globers S.A., Dynaflows S.A., Avanxo S.A., BSF S.A., Xappia S.R.L., Decision Support S.A. and Banking Solutions S.A., the offering periods will have 1 month duration, and shall reiterate every 3 months.
Purchase price. 90% of the common shares "fair market value" (as defined in the plan). The amount to be deducted from the compensation of the participant will be in rounded percentages of not less than 1% and not more than 10%, at the participant's discretion; provided that in respect of IAFH Global S.A., Sistemas Globales S.A., Globers S.A., Dynaflows S.A., Avanxo S.A., BSF S.A., Xappia S.R.L., Decision Support S.A. and Banking Solutions S.A., the amount to be deducted from the compensation of the participant will be in rounded percentages of not less than 1% and not more than 30%, at the participant's discretion.
In connection with the plan, the administrator approved the repurchase of up to 100,000 common shares, which number of common shares is automatically increased on the first day of each year for a period of ten years beginning on 2022, in an amount equal to the smallest of: (a) 0.5% of the number of common shares issued and outstanding on the immediately preceding 31 December or (b) 200,000 common shares; that as of the date of this annual report represents an aggregate of 1,100,000 common shares. Until December 31, 2025, the administrator has repurchased 254,000 common shares, and has delivered 222,864 common shares under the plan.
2021 Stock-Equivalent Units
On December 1, 2021, the compensation committee, as administrator, approved the granting of awards in the form of stock-equivalent units to be settled in cash or common shares, or a combination thereof, under the 2014 Equity Incentive Plan for the equivalent to 26,000 common shares, subject to the following terms and conditions:
Purpose. We believe that the initiative will provide an incentive to attract, retain and reward talent in the IT industry, and would prompt the eligible employees to further contribute to the growth and profitability of the company.
84
Eligibility. All employees in Technology and Delivery Levels 5 and up, who (a) are regular employees on the payroll of any of the company’s subsidiaries, (b) have no awards under the 2014 Equity Incentive Plan vesting pending in 2021, and (c) have an overall positive evaluation for the 2021 calendar year.
Granting. The initiative will consist in the granting of SEUs with a unit value equivalent to the market value of one common share of the company at the closing price of the trading day prior to the date of the grant; provided that the number of SEUs to be granted to each eligible employee will be equivalent to 25% of such employee’s total 12-month salary at the time of the grant.
Settlement. The SEUs will be settled in cash or common shares of the company, at the option of the eligible employee, and shall vest during a four-year period, in four equal annual installments of 25% each, commencing on the first anniversary of the grant date, so long as the relevant eligible employee is then an employee of any of the company’s subsidiaries, out of which 60% will be tied to retention and 40% will be tied to performance based on the short-term bonus results for the year 2022. The common shares to be delivered under the SEUs may consist of treasury and/or newly-issued common shares.
On March 3, 2022, the compensation committee, as administrator, approved the granting of up to 45,000 additional stock-equivalent units awards in the form of SEUs and PSEUs, 50% of which will be in the form of PSEUs and 50% of which will be in the form of SEUs (except as otherwise committed with newly hired employees or other relevant beneficiaries). The compensation committee further approved that the maximum number of authorized stock-equivalent units may be increased to the extent that the total share-based compensation of the Company during 2022 does not exceed an amount equal to 3.2% of the Company's consolidated revenues during 2022.
From its adoption until the 2014 Equity Incentive Plan Termination Date, we have granted to eligible employees 35,142 SEUs and PSEUs, net of any cancelled and/or forfeited awards. Of the stock-equivalent units granted, 50% were in the form of PSEUs and 50% were in the form of SEUs. There were 6,957, 16,586 and 28,059 SEUs and PSEUs outstanding as of December 31, 2025, 2024 and 2023, respectively.
E. Share Ownership
Share Ownership
The total number of shares of the Company beneficially owned by our directors and executive officers, as of the date of this annual report, was 1,189,632 (includes common shares subject to options that are currently exercisable or will be exercisable, and/or issuable upon settlement of RSUs that have vested or will vest, within 60 days from the date of this annual report), which represents 2.76% of the total shares of the Company (including common shares subject to options that are currently exercisable within 60 days of the date of this annual report). See table in “Major Shareholders and Related Party Transactions — Major Shareholders.”
Share Options
See “Compensation — Compensation of Board of Directors and Senior Management — Equity Compensation Arrangements.”
ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS
A. Major Shareholders
The following table sets forth information regarding beneficial ownership of our common shares as of February 24, 2025 (except where noted) by:
•each of our directors and members of senior management individually;
•all directors and members of senior management as a group; and
•each shareholder whom we know to own beneficially more than 5% of our common shares.
85
As of February 24, 2026, we had 43,179,556 issued and outstanding common shares. Beneficial ownership for the purposes of the following table is determined in accordance with the rules and regulations of the SEC. These rules generally provide that a person is the beneficial owner of securities if such person has or shares the power to vote or direct the voting thereof, or to dispose or direct the disposition thereof, to receive the economic benefit of ownership of the securities, or has the right to acquire such powers within 60 days. Common shares subject to options, RSUs, warrants or other convertible or exercisable securities that are currently convertible or exercisable or convertible or exercisable within 60 days of the date of this annual report are deemed to be outstanding and beneficially owned by the person holding such securities. Common shares issuable pursuant to share options or warrants are deemed outstanding for computing the percentage ownership of the person holding such options or warrants but are not outstanding for computing the percentage of any other person. To our knowledge, except as indicated in the footnotes to this table and pursuant to applicable community property laws, the persons named in the table have sole voting and investment power with respect to all of our common shares. As of February 24, 2026 we had 167 holders of record in the United States holding approximately 91.36% of our issued and outstanding common shares.
| Number | Percent | |||||||||||||
Martín Migoya (1) | 337,194 | * | ||||||||||||
Guibert Englebienne (2) | 308,360 | * | ||||||||||||
Martín Umaran (3) | 417,321 | * | ||||||||||||
Francisco Álvarez-Demalde (4) | 17,405 | * | ||||||||||||
Linda Rottenberg (5) | 5,133 | * | ||||||||||||
Maria Pinelli (6) | 2,225 | * | ||||||||||||
Andrea Mayumi Petroni Merhy (7) | 1,842 | * | ||||||||||||
Andrew McLaughlin (8) | 825 | * | ||||||||||||
Alejandro Nicolas Aguzin (9) | 20,825 | * | ||||||||||||
Juan Ignacio Urthiague (10) | 21,522 | * | ||||||||||||
| Fernando Matzkin | 12,272 | * | ||||||||||||
| Patricio Pablo Rojo | 16,812 | * | ||||||||||||
Wanda Weigert (11) | 14,533 | * | ||||||||||||
| Diego Tártara | 13,363 | * | ||||||||||||
| All Directors and Senior Management as a group | 1,189,632 | 2.76 | % | |||||||||||
| *Less than 1% | ||||||||||||||
| 5% or More Shareholders: | ||||||||||||||
GIC Private Limited (12) | 3,281,030 | 7.60 | % | |||||||||||
Brandes Investment Partner, LP (13) | 2,309,031 | 5.35 | % | |||||||||||
Capital International Investors (14) | 2,354,243 | 5.45 | % | |||||||||||
* Represents beneficial ownership of less than 1%.
(1)Includes 147,040 common shares held by a revocable trust formed under Wyoming law (the “Revocable Migoya Trust Shares”) by Mr. Migoya that was established for the benefit of Mr. Migoya, his wife and certain charitable organizations. Subsequently, the trust transferred its Revocable Migoya Trust Shares to a BVI company wholly owned by the trust. Angerona Trust Company LLC acts as the independent trustee of the trust. Angerona Group Administration Limited is the sole director of the BVI company and holds voting and dispositive power over the 147,040 common shares held by such entity.
(2)Includes 127,166 common shares held by a revocable trust formed under Wyoming law (the “Revocable Englebienne Trust Shares”) by Mr. Englebienne that was established for the benefit of Mr. Englebienne, his wife and certain charitable organizations. Subsequently, the trust transferred its Revocable Englebienne Trust Shares to a BVI company wholly owned by the trust. Angerona Trust Company LLC acts as the independent trustee of the trust. Angerona Group Administration Limited is the sole director of the BVI company and holds voting and dispositive power over the 127,166 common shares held by such entity.
(3)Includes 20,000 common shares issuable upon exercise of vested options and 259,241 common shares held by a revocable trust formed under Wyoming law (the “Revocable Umaran Trust Shares”) by Mr. Umaran that was established for the benefit of Mr. Umaran, his wife and certain charitable organizations. Subsequently, the trust transferred its Revocable Umaran Trust Shares to a BVI company wholly owned by the trust. Angerona Trust Company LLC acts as the independent trustee of the trust. Angerona Group Administration Limited is the sole director of the BVI company and holds voting and dispositive power over the 259,241 common shares held by such entity.
86
(4)Includes 261 common shares issuable upon settlement of RSUs and 1,113 common shares held by NPI Group FLP. Mr. Alvarez Demalde holds voting and investment power over the shares held by NPI Group FLP.
(5)Includes 522 common shares issuable upon settlement of RSUs.
(6)Includes 261 common shares issuable upon settlement of RSUs.
(7)Includes 261 common shares issuable upon settlement of RSUs.
(8)Includes 261 common shares issuable upon settlement of RSUs.
(9)Includes 261 common shares issuable upon settlement of RSUs.
(10)Includes 1,500 common shares issuable upon exercise of vested options.
(11)Includes 5,000 common shares issuable upon exercise of vested options.
(12)Based on a Schedule 13G/A filed with the SEC on May 7, 2025, GIC Private Limited beneficially owns 3,281,030 of our common shares. It has sole voting power and sole dispositive power with respect to 2,717,764 shares, which it manages on behalf of the Government of Singapore ("GoS") under an investment management agreement. It also has shared voting power and shared dispositive power with respect to 563,266 shares with the Monetary Authority of Singapore ("MAS"). GIC is wholly-owned by the GoS and was set up with the sole purpose of managing Singapore’s foreign reserves. The GoS disclaims beneficial ownership of such shares. The address of GIC Private Limited's principal business office is 168 Robinson Road, #37-01 Capital Tower, Singapore 068912, Singapore.
(13)Based on a Schedule 13G filed with the SEC on November 12, 2025, Brandes Investment Partners, LP beneficially owns 2,309,031 of our common shares; has shared voting power with respect to 1,830,990 shares and shared dispositive power with respect to 2,309,031 shares. The address of Brandes Investment Partners, LP´s principal business office is 4275 Executive Square, Fifth Floor, La Jolla, California 92037, United States.
(14)Based on a Schedule 13G filed with the SEC on February 13, 2026, Capital International Investors beneficially owns 2,354,243 of our common shares, and has sole and dispositive power with respect to all of such shares. The address of Capital International Investors is 333 South Hope Street, 55th Floor, Los Angeles, California 90071, United States.
B. Related Party Transactions
For a summary of our revenue and expenses and receivables and payables with related parties, please see note 24 to our audited consolidated financial statements.
Procedures for Related Party Transactions
On July 23, 2014, we adopted a written code of business conduct and ethics for our company, which was amended on January 26, 2022. Under our code of business conduct and ethics, our employees, officers and directors are discouraged from entering into any transaction that may cause a conflict of interest for us. In addition, they must report any potential conflict of interest, including related party transactions, to their managers or our corporate counsel who then will review and summarize the proposed transaction for our audit committee. Pursuant to its charter, our audit committee is required to then approve any related-party transactions, including those transactions involving our directors. In approving or rejecting such proposed transactions, the audit committee is required to consider the relevant facts and circumstances available and deemed relevant to the audit committee, including the material terms of the transactions, risks, benefits, costs, availability of other comparable services or products and, if applicable, the impact on a director’s independence. Our audit committee will approve only those transactions that, in light of known circumstances, are in, or are not inconsistent with, our best interests, as our audit committee determines in the good faith exercise of its discretion.
On November 5, 2015, we adopted a related party transactions policy, as amended by the Audit Committee. This policy indicates, based on certain specific parameters, which transactions should be submitted for approval by either our Audit Committee or our general counsel.
C. Interests of Experts and Counsel
Not applicable.
ITEM 8. FINANCIAL INFORMATION
A. Consolidated statements and other financial information.
We have included the Consolidated Financial Statements as part of this annual report. See Item 18, "Financial Statements."
87
Legal Proceedings
We may be involved in litigation in the normal course of our business, both as a defendant and as a plaintiff. In the ordinary course of our business, we are subject to certain contingent liabilities with respect a variety of potential claims, lawsuits and other proceedings, including claims related to patent infringement, purported class actions, tax and labor lawsuits. In particular, in the software and technology industries, other companies own large numbers of patents, copyrights, trademarks and trade secrets and frequently engage in litigation based on allegations of infringement or other violations of intellectual property rights. We have received and may continue to receive assertions and claims that our services infringe on these patents or other intellectual property rights. See “Key Information - Risk Factors — Risks Related to Our Business and Industry — Our business results of operations and financial condition could be adversely affected by the unauthorized use of our intellectual property or our violation of the intellectual property of others.”
In 2018, certain of our non-U.S. subsidiaries became subject to examination by the U.S. Internal Revenue Service ("IRS") regarding payroll and employment taxes primarily in connection with services performed in the United States by employees of certain of our subsidiaries between 2013 and 2015. During the fourth quarter of 2021, the IRS and our subsidiaries reached a preliminary agreement regarding the proposed assessments, which totaled approximately $1.3 million, including applicable interests and penalties. On March 16, 2022, the Company paid $961,000 in principal amount. Interest and penalties were barred by the expiration of the statute of limitations in March 2025.
Between 2010 and 2014, certain of Grupo Assa’s Brazilian subsidiaries were subject to two examinations by the Ministry of Labor (“MTE”) and the Brazilian Internal Revenue Service (“RFB”) in relation to the potential hiring of employees as independent contractors. As a result of such examinations, Grupo Assa's Brazilian subsidiaries are subject to different administrative and judicial proceedings, seeking to collect payment of taxes and social security contributions allegedly owed by the companies, and imposing certain associated fines. In a "Transação Tributária" request, on June 24, 2024, Grupo Assa’s Brazilian subsidiaries reached a settlement in connection with certain of these proceedings for an original claimed amount of $10.19 million. In full final and definitive settlement of such claims, Grupo Assa’s Brazilian subsidiaries paid an updated amount of $4 million. All remaining administrative and judicial claims of Grupo Assa's Brazilian subsidiaries, totaling approximately $1.1 million and subject to pending proceedings, are expected to be deemed unenforceable as a result of the Brazilian Supreme Court's ruling in Theme 725.
In addition to the foregoing, as of December 31, 2025, we are a party to certain other legal proceedings, including tax and labor claims, where the risk of loss is considered possible. In the opinion of our management, the ultimate disposition of such threatened and/or pending matters, either individually or on a combined basis, is not likely to have a material effect on our financial condition, liquidity or results of operations.
Dividend Policy
We currently anticipate that we will retain all available funds for use in the operation and expansion of our business, and do not anticipate paying any dividends in the near future.
Under Luxembourg law, at least 5% of our net income per year must be allocated to the creation of a legal reserve until such reserve reaches an amount equal to 10% of our issued share capital. If the legal reserve subsequently falls below the 10% threshold, 5% of the net income must be allocated again toward the reserve until the 10% threshold is reached. If the legal reserve exceeds 10% of our issued share capital, the legal reserve may be reduced. The legal reserve is not available for distribution.
We are a holding company and have no material assets other than direct and indirect ownership of our operating and non-operating subsidiaries. If we were to distribute a dividend at some point in the future, we would cause the operating subsidiaries to make distributions in an amount sufficient to cover any such dividends.
B. Significant Changes
As of the date of this annual report we have no significant changes to inform.
ITEM 9. THE OFFER AND LISTING
A. Offering and listing details.
Our ordinary shares began trading on the NYSE under the symbol "GLOB" in connection with our IPO on July 18, 2014.
88
B. Plan of Distribution
Not applicable.
C. Markets
Our ordinary shares began trading on the NYSE under the symbol "GLOB" in connection with our IPO on July 18, 2014. See "The Offer and Listing - Offering and Listing Details."
D. Selling Shareholders
Not applicable.
E. Dilution
Not applicable.
F. Expenses of the Issue
Not applicable.
ITEM 10. ADDITIONAL INFORMATION.
A. Share capital
Not applicable.
B. Memorandum and Articles of Association
The following is a summary of some of the terms of our common shares, based on our articles of association.
The following summary is not complete and is subject to, and is qualified in its entirety by reference to, the provisions of our articles of association, as amended, which are included as Exhibit 1.1 to this Annual Report, and applicable Luxembourg law, including Luxembourg Companies Law.
General
We are a Luxembourg joint stock company (société anonyme) and our legal name is "Globant S.A." We were incorporated on December 10, 2012. We are registered with the Luxembourg Trade and Companies Register (Registre de Commerce et des Sociétés de Luxembourg) under number B 173 727 and have our registered office at 37A Avenue J.F. Kennedy, L-1855, Luxembourg, Grand Duchy of Luxembourg.
Share Capital
As of December 31, 2025, our issued share capital was $53,774,743.20, represented by 44,812,286 common shares with a nominal value of $1.20 each, of which 976,682 were treasury shares held by us.
As of December 31, 2025, we had an authorized share capital, excluding the issued share capital, of $8,543,362.80, consisting of 7,119,469 common shares with a nominal value of $1.20 each.
Our shareholders' meeting has authorized our board of directors to issue common shares within the limits of the authorized share capital at such time and on such terms as our board of directors may decide during a period ending on the fifth anniversary of the extraordinary general meeting of shareholders held on May 10, 2024, which may be renewed. Accordingly, as of December 31, 2025, our board of directors may issue up to 7,119,469 common shares.
Our authorized share capital is determined by our articles of association, as amended from time to time, and may be increased or reduced by amending the articles of association by a two-thirds majority of the vote at an extraordinary general shareholders' meeting at which a quorum is present. Under Luxembourg law, our shareholders have no obligation to provide further capital to us.
89
Under Luxembourg law, our shareholders benefit from a pre-emptive subscription right on the issuance of common shares for cash consideration. However, our shareholders have, in accordance with Luxembourg law authorized our board of directors to waive, suppress or limit, any pre-emptive subscription rights of shareholders provided by law to the extent our board of directors deems such waiver, suppression or limitation advisable for any issue or issues of common shares within the scope of our authorized share capital. Such common shares may be issued above, at or below market value as well as above, at or below nominal value by way of incorporation of available reserves (including premium).
Form and Transfer of Common Shares
Our common shares are issued in registered form only and are freely transferable under Luxembourg law and our articles of association. Luxembourg law does not impose any limitations on the rights of Luxembourg or non-Luxembourg residents to hold or vote our common shares.
Under Luxembourg law, the ownership of registered shares is established by the entry of the name of the shareholder and the number of shares held by him or her in the shareholder register. Transfers of common shares not deposited into securities accounts are effective towards us and third parties either through the recording of a declaration of transfer into the shareholders' register, signed and dated by the transferor and the transferee or their representatives or by us, upon notification of the transfer to, or upon the acceptance of the transfer by, us. Should the transfer of common shares not be recorded accordingly, the shareholder is entitled to enforce his or her rights by initiating the relevant proceedings before the competent courts of Luxembourg.
In addition, our articles of association provide that our common shares may be held through a securities settlement system or a professional depositary of securities. The depositor of common shares held in such manner has the same rights and obligations as if such depositor held the common shares directly. Common shares held through a securities settlement system or a professional depositary of securities may be transferred from one account to another in accordance with customary procedures for the transfer of securities in book-entry form. However, we will make dividend payments (if any) and any other payments in cash, common shares or other securities (if any) only to the securities settlement system or the depositary recorded in the shareholders’ register or in accordance with their instructions.
Issuance of Common Shares
Pursuant to Luxembourg Companies Law, the issuance of common shares requires the amendment of our articles of association by the approval of two-thirds of the votes at an extraordinary general shareholders' meeting at which a quorum is present; provided, however, that the general meeting may approve an increase in the authorized share capital and authorize our board of directors to issue common shares up to the maximum amount of such authorized unissued share capital for a five year period beginning either on the date of the relevant general meeting or the date of publication in the RESA of the minutes of the relevant general meeting approving such authorization. The general meeting may amend or renew such authorized share capital and such authorization of our board of directors to issue common shares.
As of December 31, 2025, we had an authorized share capital, excluding the issued share capital, of $8,543,362.80 and our board of directors was authorized to issue up to 7,119,469, common shares (subject to stock splits, consolidation of common shares or like transactions) with a nominal value of $1.20 per common share.
Our articles of association provide that no fractional shares will be issued or exist.
Pre-emptive Rights
Unless limited, waived or canceled by our board of directors in the context of the authorized share capital or pursuant to a decision of an extraordinary general meeting of shareholders issued in accordance with the provisions of the articles of association relating to amendments thereof, holders of our common shares have a pro rata pre-emptive right to subscribe for any new common shares issued for cash consideration. Our articles of association provide that pre-emptive rights can be waived, suppressed or limited by our board of directors for a period ending on the fifth anniversary of the date of extraordinary general meeting of shareholders held on May 10, 2024, which period therefore ends on May 10, 2029, in the event of an increase of the issued share capital by our board of directors within the limits of the authorized share capital.
90
Repurchase of Common Shares
We cannot subscribe for our own common shares. We may, however, repurchase issued common shares or have another person repurchase issued common shares for our account, subject to the following conditions:
•the repurchase complies with the principle of equal treatment of all shareholders, except in the event such repurchase was the result of the unanimous decision of a general meeting at which all shareholders were present or represented (in addition, listed companies may repurchase their own shares on the stock exchange without an offer to repurchase having to be made to the shareholders);
•prior authorization by a simple majority vote at an ordinary general meeting of shareholders is granted, which authorization sets forth the terms and conditions of the proposed repurchase, including the maximum number of common shares to be repurchased, the duration of the period for which the authorization is given (which may not exceed five years) and, in the case of a repurchase for consideration, the minimum and maximum consideration per common share;
•the repurchase does not reduce our net assets (on a non-consolidated basis) to a level below the aggregate of the issued share capital and the reserves that we must maintain pursuant to Luxembourg law or our articles of association; and
•only fully paid-up common shares are repurchased.
No prior authorization by our shareholders is required for us to repurchase our own common shares if:
•we are in imminent and severe danger, in which case our board of directors must inform the general meeting of shareholders held subsequent to the repurchase of common shares of the reasons for, and aim of, such repurchase, the number and nominal value of the common shares repurchased, the fraction of the share capital such repurchased common shares represented and the consideration paid for such shares; or
•the common shares are repurchased by us or by a person acting for our account in view of a distribution of the common shares to our employees.
On May 10, 2024, the general meeting of shareholders, according to the conditions set forth in article 430-15 of Luxembourg Companies Law, granted our board of directors the authorization to repurchase up to a maximum number of shares representing 20% of the share capital for a net purchase price being (i) no less than 50% of the lowest stock price and (ii) no more than 50% above the highest stock price, the stock price in all cases being the closing price, as reported by the New York City edition of the Wall Street Journal, or, if not reported therein, any other authoritative sources to be selected by our board of directors, within the ten trading days preceding the date of the purchase (or the date of the commitment to the transaction). The authorization is valid for a period ending five years from the date of the general meeting or the date of period´s renewal by a subsequent general meeting of shareholders. Pursuant to such authorization, our board of directors is authorized to acquire and sell our common shares under the conditions set forth in the minutes of such general meeting of shareholders. Such purchases and sales may be carried out for any purpose authorized by the general meeting of Globant S.A.
On May 29, 2025, we entered into the 2025 HSBC 10b5-1 Plan for the repurchase of an aggregate of up to 80,000 common shares in four windows, starting on July 15, 2025 and ending on March 3, 2026. The repurchase plan will expire on March 6, 2026.
On September 30, 2025, our board of directors approved the Repurchase Program, authorizing the allocation of up to $50 million per quarter, subject to a maximum aggregate of $125 million, for the repurchase of our common shares beginning in the fourth quarter of 2025 through the fourth quarter of 2026. The timing and price of repurchases as well as the actual number of shares repurchased under the Repurchase Program are at our discretion and depend on a variety of factors, including business and market conditions, the share price, regulatory requirements and limitations, corporate liquidity requirements and priorities, legal requirements and restrictions in the agreements governing the Company’s indebtedness, alternative investment opportunities, acquisition opportunities and other factors. Purchases under the Repurchase Program may be made from time to time at management’s discretion. The Repurchase Program permits common shares to be repurchased in a variety of methods, including but not limited to open market repurchases or accelerated share repurchases. The board of directors authorized the Company's management team to enter into engagement or trading agreements and/or establish, modify, or terminate Rule 10b5-1 trading plans with one or more brokers, dealers and/or financial institutions to facilitate the repurchases under the Repurchase Program. We are not obligated to repurchase any specific amount of common shares. The Repurchase Program may be suspended or discontinued at any time or periodically without prior notice. We repurchase the common shares to be held in treasury and subsequently disposed, cancelled and/or allocated to awards under our equity incentive plans. We utilize available cash and/or intercompany indebtedness to fund the repurchases under the Repurchase Plan. It is our intention that such repurchases benefit from the safe harbor provided by Rule 10b-18 promulgated by the SEC under the Exchange Act of 1934.
91
On November 18, 2025, we entered into a letter for discretionary purchases (the "2025 Repurchase Instruction") with Allen & Company, LLC, acting as agent for the Company, for the repurchase of common shares for a maximum value of $50 million, excluding commissions, between November 18, 2025 and December 15, 2025.
On December 12, 2025, we entered into a 10b5-1 repurchase plan (the "2025 Allen 10b5-1 Plan") with Allen & Company, LLC, acting as agent for us, for the repurchase of common shares for a maximum value of $50 million, including total commissions, between January 2, 2026 and March 3, 2026.
As of the date of this annual report we have repurchased an aggregate of 1,558,560 of our common shares for a total purchase price of $99,966,003.35 under the Repurchase Program.
Capital Reduction
Our articles of association provide that our issued share capital may be reduced by a resolution adopted by a two-thirds majority of the votes at an extraordinary general shareholders' meeting at which a quorum is present. If the reduction of capital results in the capital being reduced below the legally prescribed minimum, the general meeting of the shareholders must, at the same time, resolve to increase the capital up to the required level.
General Meeting of Shareholders
Any regularly constituted general meeting of our shareholders represents the entire body of shareholders.
Each of our common shares entitles the holder thereof to attend our general meeting of shareholders, either in person or by proxy, to address the general meeting of shareholders and to exercise voting rights, subject to the provisions of Luxembourg law and our articles of association. Each common share entitles the holder to one vote at a general meeting of shareholders. Our articles of association provide that our board of directors shall adopt as it deems fit all other regulations concerning the attendance to the general meeting.
A general meeting of our shareholders may, at any time, be convened by our board of directors, to be held at such place and on such date as specified in the convening notice of such meeting. Our articles of association and Luxembourg law provide that a general meeting of shareholders must be convened by our board of directors, upon request in writing indicating the agenda, addressed to our board of directors by one or more shareholders representing at least 10% of our issued share capital. In such case, a general meeting of shareholders must be convened and must be held within a period of one month from receipt of such request. One or more shareholders holding at least 5% of our issued share capital may request the addition of one or more items to the agenda of any general meeting of shareholders and propose resolutions. Such requests must be received at our registered office by registered mail at least 22 days before the date of such meeting.
Our articles of association provide that if our common shares are listed on a stock exchange, all shareholders recorded in any register of our shareholders are entitled to be admitted and vote at the general meeting of shareholders based on the number of shares they hold on a date and time preceding the general meeting of shareholders as may be established on the record date for admission to the general meeting of shareholders (the "Record Date"), which the board of directors will determine in the convening notice. Furthermore, any shareholder, holder or depositary, as the case may be, who wishes to attend the general meeting must inform us thereof no later than on the third business day preceding the date of such general meeting, or by any other date which the board of directors may determine and specify the convening notice, in a manner to be determined by our board of directors in the notice convening the general meeting of the shareholders. In the case of common shares held through the operator of a securities settlement system or with a depositary, or sub-depositary designated by such depositary, a shareholder wishing to attend a general meeting of shareholders should receive from such operator or depositary a certificate certifying the number of common shares recorded in the relevant account on the Record Date. The certificate should be submitted to us at our registered office no later than three business days prior to the date of such general meeting. In the event that the shareholder votes by means of a proxy, the proxy must be deposited at our registered office or with any of our agents, duly authorized to receive such proxies. Our board of directors may set a shorter period for the submission of the certificate or the proxy in which case this will be specified in the convening notice.
The convening of, and attendance to, our general meetings is subject to the provisions of the Luxembourg Companies Law.
92
General meetings of shareholders will be convened in accordance with the provisions of our articles of association and the Luxembourg Companies Law and the requirement of any stock exchange on which our shares are listed. The Luxembourg Companies Law provides -inter alia- that convening notices for every general meeting will contain the agenda and must take the form of announcements filed with the register of commerce and companies, published on the RESA, and published in a Luxembourg newspaper at least 15 days before the meeting. As all our common shares are in registered form, we may decide to send the convening notice only by registered mail to the registered address of each shareholder no less than eight days before the meeting. In that case, the legal requirements regarding the publication of the convening notice in the RESA and in a Luxembourg newspaper do not apply.
In the event (i) an extraordinary general meeting of shareholders is convened to vote on an extraordinary resolution (See below under "Voting Rights" for additional information), (ii) there is no quorum present at such meeting and/or (iii) a second meeting is convened, the second meeting will be convened as specified above.
Pursuant to our articles of association, if all shareholders are present or represented at a general meeting of shareholders and state that they have been informed of the agenda of the meeting, the general meeting of shareholders may be held without prior notice.
Our annual general meeting is held on the date set forth in the corresponding convening notice within six months of the end of each financial year at our registered office or such other place as specified in such convening notice.
Voting Rights
Each share entitles the holder thereof to one vote at a general meeting of shareholders.
Luxembourg law distinguishes between ordinary resolutions and extraordinary resolutions.
Ordinary Resolutions. Pursuant to our articles of association and the Luxembourg Companies Law, ordinary resolutions shall be adopted by a simple majority of votes validly cast on such resolution at a general meeting. Abstentions and nil votes will not be taken into account.
Extraordinary Resolutions. Extraordinary resolutions are required for any of the following matters, among others: (a) an increase or decrease of the authorized share capital or issued share capital, (b) a limitation or exclusion of preemptive rights, (c) an approval of a merger (fusion) or de-merger (scission), (d) a dissolution, (e) an amendment to our articles of association and (f) a change of nationality. Pursuant to Luxembourg law and our articles of association, for any extraordinary resolutions to be considered at a general meeting, the quorum must be at least 50% of our issued share capital. Any extraordinary resolution will be adopted at a quorate general meeting upon a two-thirds majority of the votes validly cast on such resolution. In case such quorum is not reached, a second meeting may be convened by our board of directors in which no quorum is required, and which must still approve the amendment with two-thirds of the votes validly cast. Abstentions and nil votes will not be taken into account.
Appointment and Removal of Directors. Members of our board of directors are elected by ordinary resolution at a general meeting of shareholders. Under our articles of association, all directors are elected for a period of up to four years, provided, however, that our directors will be elected on a staggered basis. Any director may be removed with or without cause and with or without prior notice by a simple majority vote at any general meeting of shareholders. The articles of association provide that, in case of a vacancy, our board of directors may fill such vacancy on a temporary basis by a person appointed by the remaining members of our board of directors until the next general meeting of shareholders, which will resolve on a permanent appointment. The directors will be eligible for re-election indefinitely.
Neither Luxembourg law nor our articles of association contain any restrictions as to the voting of our common shares by non-Luxembourg residents.
Amendment to Articles of Association
Shareholder Approval Requirements. Luxembourg law requires that an amendment to our articles of association be made by extraordinary resolution. The agenda of the general meeting of shareholders must include the proposed amendments to the articles of association.
93
Pursuant to Luxembourg Companies Law and our articles of association, for an extraordinary resolution to be considered at a general meeting, the quorum must be at least 50% of our issued share capital. Any extraordinary resolution will be adopted at a quorate general meeting (unless otherwise required by law) upon a two-thirds majority of the votes validly cast on such resolution. If the quorum of 50% is not reached at this meeting, a second general meeting may be convened, in which no quorum is required, and may approve the resolution at a majority of two-third of votes validly cast.
Formalities. Any resolutions to amend the articles of association or to approve a merger, de-merger, change of nationality, dissolution or change of nationality must be made before a Luxembourg notary and such amendments must be published in accordance with Luxembourg law.
Merger and Division
A merger by absorption whereby one Luxembourg company, after its dissolution without liquidation, transfers to another company all of its assets and liabilities in exchange for the issuance of common shares in the acquiring company to the shareholders of the company being acquired, or a merger effected by transfer of assets to a newly incorporated company, must, in principle, be approved at a general meeting of shareholders by an extraordinary resolution of the Luxembourg company, and the general meeting of shareholders must be held before a Luxembourg notary. Further conditions and formalities under Luxembourg law are to be complied with in this respect.
Liquidation
In the event of our liquidation, dissolution or winding-up, the assets remaining after allowing for the payment of all liabilities will be paid out to the shareholders pro rata according to their respective shareholdings. Generally, the decisions to liquidate, dissolve or wind-up require the passing of an extraordinary resolution at a general meeting of our shareholders, and such meeting must be held before a Luxembourg notary.
Mandatory Bid
Mandatory Bid. In accordance with the provisions of article 8 of our articles of association any person (the "Bidder") wishing to acquire by any means (including, but not limited to, the conversion of any financial instrument convertible into common shares), directly or indirectly, common shares of our Company (which, when aggregated with his/her/its existing common share holdings, together with any shares held by a person controlling the Bidder, controlled by the Bidder and/or under common control with the Bidder, represent at least thirty-three point thirty-three percent (33.33%) of the share capital of the Company (the "Threshold"), will have the duty to propose an unconditional takeover bid to acquire the entirety of the then-outstanding common shares together with any financial instrument convertible into common shares (the "Takeover Bid").
The consideration for each common share and financial instrument convertible into common shares payable to each holder thereof will be the same as, payable in cash only, and not lower than the highest of the following prices:
(a) the highest price per common shares and financial instrument convertible into common shares paid by the Bidder, or on behalf thereof, in relation to any acquisition of common shares and the financial instruments convertible into common shares within the twelve months period immediately preceding the takeover notice, adjusted as a consequence of any division of shares, stock dividend, subdivision or reclassification affecting or related to common shares and/or the financial instruments convertible into common shares; or
(b) the highest closing sale price, during the sixty-day period immediately preceding the takeover notice, of a common share of our Company as quoted by the New York Stock Exchange, in each case as adjusted as a consequence of any division of shares, stock dividend, subdivision or reclassification affecting or related to common shares and financial instrument convertible into common shares.
No Appraisal Rights
Neither Luxembourg law nor our articles of association provide for any appraisal rights of dissenting shareholders.
Distributions
Subject to Luxembourg law, if and when a dividend is declared by the general meeting of shareholders or an interim dividend is declared by our board of directors, each common share is entitled to participate equally in such distribution of funds legally available for such purposes. Pursuant to our articles of association, our board of directors may pay interim dividends, subject to Luxembourg law.
94
Declared and unpaid distributions held by us for the account of the shareholders will not bear interest. Under Luxembourg law, claims for unpaid distributions will lapse in our favor five years after the date such distribution became due and payable.
Any amount payable with respect to dividends and other distributions declared and payable may be freely transferred out of Luxembourg, except that any specific transfer may be prohibited or limited by anti-money laundering regulations, freezing orders or similar restrictive measures.
Annual Accounts
Under Luxembourg law, our board of directors must prepare annual accounts and consolidated accounts. Except for certain cases as provided for by Luxembourg law, our board of directors must also annually prepare management reports on the annual accounts and consolidated accounts. The annual accounts, the consolidated accounts, management reports and auditor's reports must be available for inspection by shareholders at our registered office and on our website for an uninterrupted period beginning at least eight calendar days prior to the date of the annual ordinary general meeting of shareholders.
The annual accounts and consolidated accounts are audited by an approved statutory auditor (réviseur d'entreprises agréé).
The annual accounts and the consolidated accounts, will be filed with the Luxembourg Trade and Companies Register (Registre de Commerce et des Sociétés of Luxembourg).
Information Rights
Luxembourg law gives shareholders limited rights to inspect certain corporate records prior to the date of the annual ordinary general meeting of shareholders, including the annual accounts with the list of directors and auditors, the consolidated accounts, the notes to the annual accounts and the consolidated accounts, a list of shareholders whose common shares are not fully paid up, the management reports, the auditor's report and, in case of amendments to the articles of association, the text of the proposed amendments and the draft of the resulting consolidated articles of association.
In addition, any registered shareholder is entitled to receive, upon request, a copy of the annual accounts, the consolidated accounts, the auditor's reports and the management reports free of charge prior to the date of the annual ordinary general meeting of shareholders.
Board of Directors
Globant S.A. is managed by our board of directors which is vested with the broadest powers to take any actions necessary or useful to fulfill our corporate purpose with the exception of actions reserved by law or our articles of association to the general meeting of shareholders. Our articles of association provide that our board of directors must consist of at least seven members and no more than fifteen members. Our board of directors meets as often as company interests require.
A majority of the members of our board of directors present or represented at a board meeting constitutes a quorum, and resolutions are adopted by the simple majority vote of our board members present or represented. In the case of a tie, the chairman of our board shall have the deciding vote. Our board of directors may also make decisions by means of resolutions in writing signed by all directors.
Directors are elected by the general meeting of shareholders, and appointed for a period of up to four years; provided, however, that directors are elected on a staggered basis, with one-third of the directors being elected each year; and provided, further, that such term may be exceeded by a period up to the annual general meeting held following the fourth anniversary of the appointment, and each director will hold office until his or her successor is elected. The general shareholders' meeting may remove one or more directors at any time, without cause and without prior notice by a resolution passed by simple majority vote. If our board of directors has a vacancy, such vacancy may be filled on a temporary basis by a person designated by the remaining members of our board of directors until the next general meeting of shareholders, which will resolve on a permanent appointment. Any director shall be eligible for re-election indefinitely.
Within the limits provided for by applicable law and our articles of association, our board of directors may delegate to one or more directors or to any one or more persons, who need not be shareholders, acting alone or jointly, the daily management of Globant S.A. and the authority to represent us in connection with such daily management. Our board of directors may also grant special powers to any person(s) acting alone or jointly with others as agent of Globant S.A.
95
Our board of directors may establish one or more committees, including without limitation, an audit committee, a nominating and corporate governance committee, and a compensation committee, and for which it will, if one or more of such committees are set up, appoint members, determine the purpose, powers and authorities as well as the procedures and such other rules as may be applicable thereto. Our board of directors has established an audit committee, a compensation committee, and a nominating and corporate governance committee.
On October 3, 2023, our board of directors established the position of lead independent director and adopted the Lead Independent Director Charter, which governs the lead independent director authority, responsibilities and duties. The charter provides that, in circumstances where the chairman of the board of directors is not independent, the members of the board of directors may resolve to appoint from among the independent directors a lead independent director.
No contract or other transaction between us and any other company or firm will be affected or invalidated by the fact that any one or more of our directors or officers is interested in, or is a director, associate, officer, agent, adviser or employee of such other company or firm. Any director or officer who serves as a director, officer or employee or otherwise of any company or firm with which we may contract or otherwise engage in business will not, by reason of such affiliation with such other company or firm only, be prevented from considering and voting or acting upon any matters with respect to such contract or other business.
Any director who has, directly or indirectly, a conflicting interest in a transaction submitted for approval to our board of directors that conflicts with our interest, must inform our board of directors thereof and cause a record of his or her statement to be included in the minutes of the meeting. Such director may not take part in these deliberations and may not vote on the relevant transaction. At the next general meeting, before any resolution is put to a vote, a special report is to be made on any transactions in which any of the directors may have had an interest that conflicts with our interest.
No shareholding qualification for directors is required.
Any director and other officer, past and present, is entitled to indemnification from us to the fullest extent permitted by law against liability and all expenses reasonably incurred or paid by such director in connection with any claim, action, suit or proceeding in which he or she is involved as a party or otherwise by virtue of his/her being or having been a director. We may purchase and maintain insurance for any director or other officer against any such liability.
No indemnification will be provided against any liability to our directors or executive officers by reason of willful misconduct, bad faith, gross negligence or reckless disregard of the duties of a director or officer. No indemnification will be provided with respect to any matter as to which the director or officer may have been finally adjudicated to have acted in bad faith and not in our interest, and no indemnification will be provided in the event of a settlement (unless approved by a court or our board of directors).
Registrars and Registers for Our Common Shares
All of our common shares are in registered form only.
We keep a register of common shares at our registered office in Luxembourg. This register is available for inspection by any shareholder. In addition, we may appoint registrars in different jurisdictions who will each maintain a separate register for the registered common shares entered therein. It is possible for our shareholders to elect the entry of their common shares in one of these registers and the transfer thereof at any time from one register to any other, including to the register kept at our registered office. However, our board of directors may restrict such transfers for common shares that are registered, listed, quoted, dealt in or have been placed in certain jurisdictions in compliance with the requirements applicable therein.
Our articles of association provide that the ownership of registered common shares is established by inscription in the relevant register. We may consider the person in whose name the registered common shares are registered in the relevant register as the owner of such registered common shares.
Transfer Agent and Registrar
The transfer agent and registrar for our common shares is Equinity Trust Company LLC (formerly known as American Stock Transfer & Trust Company, LLC), with an address at 6201 15th Avenue Brooklyn, New York, NY 11219.
Our common shares are listed on the NYSE under the symbol "GLOB".
96
C. Material Contracts
On May 31, 2023, Globant LLC entered into the Fourth A&R Credit Agreement, as amended on June 18, 2025 by that certain Amendment No. 1 to the Fourth Amended and Restated Credit Agreement, pursuant to which we may borrow up to $725 million under a revolving credit facility and may request increases of the maximum amount available under the revolving facility, and have requested term loans in an aggregate amount of $375 million. The maturity date of each loan is May 30, 2028.
D. Exchange Controls
See "Information on the Company — Business Overview — Regulatory Overview — Foreign Exchange Controls."
E. Taxation
The following is a summary of the material Luxembourg and U.S. federal income tax consequences to U.S. Holders (as defined below) of the ownership and disposition of our common shares. This summary is based upon Luxembourg tax laws and U.S. federal income tax laws (including the Code, final, temporary and proposed Treasury regulations, rulings, judicial decisions and administrative pronouncements), all currently in effect as of the date hereof and all of which are subject to change or changes in wording or administrative or judicial interpretation occurring after the date hereof, possibly with retroactive effect.
As used herein, the term "U.S. Holder" means a beneficial owner of one or more of our common shares:
(a)that is for U.S. federal income tax purposes one of the following:
(i)an individual citizen or resident of the United States,
(ii)a corporation (or other entity taxable as a corporation for U.S. federal income tax purposes) created or organized in or under the laws of the United States, any State thereof or the District of Columbia, or
(iii)an estate or trust the income of which is subject to U.S. federal income taxation regardless of its source;
(b)who holds the common shares as capital assets for U.S. federal income tax purposes;
(c)who owns, directly, indirectly or by attribution, less than 10% of our share capital or voting shares; and
(d)whose holding is not effectively connected with a permanent establishment in Luxembourg.
This summary does not address all of the tax considerations that may apply to holders that are subject to special tax rules, such as U.S. expatriates, insurance companies, tax-exempt organizations, certain financial institutions, persons subject to the alternative minimum tax, dealers and certain traders in securities, persons holding common shares as part of a straddle, hedging, conversion or other integrated transaction, persons who acquired their common shares pursuant to the exercise of employee shares options or otherwise as compensation, partnerships or other entities classified as partnerships for U.S. federal income tax purposes or persons whose functional currency is not the U.S. dollar. Such holders may be subject to U.S. federal income tax consequences different from those set forth below. In addition, this summary does not address all of the Luxembourg tax considerations that may apply to holders that are subject to special tax rules.
If a partnership holds common shares, the tax treatment of a partner generally will depend upon the status of the partner and the activities of the partnership. A partnership, or partner in a partnership, that holds common shares is urged to consult its own tax advisor regarding the specific tax consequences of owning and disposing of the common shares.
Potential investors in our common shares should consult their own tax advisors concerning the specific Luxembourg and U.S. federal, state and local tax consequences of the ownership and disposition of our common shares in light of their particular situations as well as any consequences arising under the laws of any other taxing jurisdiction.
97
Luxembourg Tax Considerations
Introduction
The following is an overview of certain material Luxembourg tax consequences of purchasing, owning and disposing of the common shares issued by us. It does not purport to be a complete analysis of all possible tax situations that may be relevant to a decision to purchase, own or deposit our common shares. It is included herein solely for preliminary information purposes and is not intended to be, nor should it construed to be, legal or tax advice. Prospective purchasers of our common shares should consult their own tax advisers as to the applicable tax consequences of the ownership of our common shares, based on their particular circumstances. The following description of Luxembourg tax law is based upon the Luxembourg law and regulations as in effect and as interpreted by the Luxembourg tax authorities as of the date of this annual report and is subject to any amendments in law (or in interpretation) later introduced, whether or not on a retroactive basis. Please be aware that the residence concept used under the respective headings below applies for Luxembourg tax assessment purposes only. Any reference in this section to a tax, duty, levy impost or other charge or withholding of a similar nature refers to Luxembourg tax laws and/or concepts only. Also, please note that a reference to Luxembourg income tax encompasses corporate income tax (impôt sur le revenu des collectivités), municipal business tax (impôt commercial communal), a solidarity surcharge (contribution au fonds pour l'emploi) and personal income tax (impôt sur le revenu) generally. Corporate taxpayers may further be subject to net worth tax (impôt sur la fortune), as well as other duties, levies or taxes. Corporate income tax, municipal business tax, net worth tax, as well as the solidarity surcharge invariably applies to most corporate taxpayers resident of Luxembourg for tax purposes. Individual taxpayers are generally subject to personal income tax and to the solidarity surcharge. Under certain circumstances, where an individual taxpayer acts in the course of the management of a professional or business undertaking, municipal business tax may apply as well.
Taxation of the company
Income tax
As the company is a fully-taxable Luxembourg company, its net taxable profit is as a rule subject to corporate income tax ("CIT") and municipal business tax ("MBT") at ordinary rates in Luxembourg.
The taxable profit as determined for CIT purposes is applicable, with minor adjustments, for MBT purposes. CIT is levied at an effective maximum rate of 17.12% for year 2025 (inclusive of the 7% surcharge for the employment fund). MBT is levied at a variable rate according to the municipality in which the company is located (6.75% in the City of Luxembourg). The maximum aggregate CIT and MBT rate consequently amounts to 23.87% for year 2025 for companies located in the City of Luxembourg.
Dividends and other payments derived from shares by the company are subject to income taxes, unless the conditions of the participation exemption regime, as described below, are satisfied.
A tax credit is generally granted for withholding taxes levied at source within the limit of the tax payable in Luxembourg on such income, whereby any excess withholding tax is not refundable.
Under the participation exemption regime (subject to the relevant anti-abuse rules), dividends derived from shares may be exempt from income tax if (i) the distributing company is a qualified subsidiary ("Qualified Subsidiary") and (ii) at the time the dividend is put at the company's disposal, the company has held or commits itself to hold for an uninterrupted period of at least 12 months shares representing a direct participation in the share capital of the Qualified Subsidiary (i) of at least 10% or (ii) of an acquisition price of at least EUR 1.2 million. A Qualified Subsidiary means (a) a Luxembourg resident fully-taxable company limited by share capital (société de capitaux), (b) a company covered by Article 2 of the Council Directive 2011/96/EU of November 30, 2011 as amended (the "EU Parent-Subsidiary Directive") or (c) a non-resident company limited by share capital (société de capitaux) liable to a tax corresponding to Luxembourg CIT. Liquidation proceeds are assimilated to a received dividend and may be exempt under the same conditions.
If the conditions of the participation exemption regime are not met, dividends derived by the company from subsidiaries may be exempt for 50% of their gross amount if they are received from (i) a Luxembourg resident fully-taxable company limited by share capital, or (ii) a company limited by share capital resident in a State with which the Grand Duchy of Luxembourg has concluded a double tax treaty and liable to a tax corresponding to Luxembourg CIT, or (iii) a company resident in a EU Member State and covered by Article 2 of the EU Parent-Subsidiary Directive.
98
Capital gains realized by the company on shares are subject to CIT and MBT at ordinary rates, unless the conditions of the participation exemption regime, as described below, are satisfied. Under the participation exemption regime, capital gains realized on shares of a Qualified Subsidiary may be exempt from CIT and MBT at the level of the company if at the time the capital gain is realized, the company has held or commits itself to hold for an uninterrupted period of at least 12 months shares representing a direct participation in the share capital of the Qualified Subsidiary (i) of at least 10% or (ii) of an acquisition price of at least EUR 6 million. Capital gains arise when there is a difference between the price for which shares have been disposed of and the lower of their cost or book value. The capital gain will be however subject to tax for an amount equivalent to recapture expenses deducted by the Company (in the year of disposal and/or in prior years) and up to the lowest of the capital gain or the recapture expenses.
Luxembourg resident taxpayers are allowed to opt out of the benefit of the exemption to the extent that dividend income is exempt solely based on the acquisition price representing at least EUR 1.2 million (for dividends) and EUR 6 million (for capital gains). This opt out mechanism has to be exercised individually for each tax year and each participation.
Withholding tax
Dividends paid by us to the holders of our common shares are as a rule subject to a 15% withholding tax in Luxembourg, unless a reduced withholding tax rate applies pursuant to an applicable double tax treaty or an exemption pursuant to the application of the withholding tax exemption, and, to the extent withholding tax applies, we are responsible for withholding amounts corresponding to such taxation at its source.
If the company and a U.S. relevant holder are eligible for the benefits of the tax treaty concluded between the United States and Luxembourg (the "Treaty"), the rate of withholding on distributions is generally 15%. However, if the beneficial owner is a U.S. relevant holder that qualifies as a resident company under Article 24 of the Treaty and owns at least 10% of the Company's voting stock, the withholding tax rate is reduced to 5%.
A withholding tax exemption may apply under the withholding tax exemption (subject to the relevant anti-abuse rules) if cumulatively (i) the holder of our shares is an eligible parent (an "Eligible Parent") and (ii) at the time the income is made available, the holder of our shares has held or commits itself to hold for an uninterrupted period of at least 12 months a direct participation of at least 10% of our share capital or a direct participation of an acquisition price of at least EUR 1.2 million (or an equivalent amount in another currency). Holding a participation through an entity treated as tax transparent from a Luxembourg income tax perspective is deemed to be a direct participation in proportion to the net assets held in this entity.
An Eligible Parent includes (a) a company covered by Article 2 of the EU Parent-Subsidiary Directive or a Luxembourg permanent establishment thereof, (b) a company resident in a State having a double tax treaty with Luxembourg and subject to a tax corresponding to Luxembourg CIT or a Luxembourg permanent establishment thereof, (c) a company limited by share capital (société de capitaux) or a cooperative society (société coopérative) resident in the European Economic Area other than an EU Member State and liable to a tax corresponding to Luxembourg CIT or a Luxembourg permanent establishment thereof or (d) a Swiss company limited by share capital (société de capitaux) which is effectively subject to corporate income tax in Switzerland without benefiting from an exemption.
No withholding tax is levied on capital gains and liquidation proceeds.
Net wealth tax
The company is as a rule subject to Luxembourg net wealth tax ("NWT") on its net assets as determined for net wealth tax purposes. NWT is levied at the rate of 0.5% on net assets not exceeding EUR 500 million and at the rate of 0.05% on the portion of the net assets exceeding EUR 500 million. Net worth is referred to as the unitary value (valeur unitaire), as determined at January 1 of each year. The unitary value is in principle calculated as the difference between (i) assets estimated at their fair market value (valeur estimée de réalisation), and (ii) liabilities vis-à-vis third parties.
Under the participation exemption regime, a qualified shareholding held by the company in a Qualified Subsidiary is exempt for net wealth tax purposes.
A minimum net wealth tax ("MNWT") is levied on companies having their statutory seat or central administration in Luxembourg. As from January 1, 2025, the MNWT is determined solely on the basis of the company's total balance sheet amount. For entities whose total balance sheet amount is less than or equal to EUR 350,000, the MNWT is EUR 535. For entities whose total balance sheet amount is greater than EUR 350,000 and less than or equal to EUR 2,000,000, the MNWT is EUR 1,605. For entities whose total balance sheet amount exceeds EUR 200,000,000, the MNWT is EUR 4,815.
99
Other taxes
The issuance of our common shares and any other amendment of our articles of association are currently subject to a EUR 75 fixed registration duty. The disposal of our common shares is not subject to a Luxembourg registration tax or stamp duty, unless recorded in a Luxembourg notarial deed or otherwise registered in Luxembourg.
Taxation of the holders of commons shares
Luxembourg tax residency of the holders of our common shares
A holder of our common shares will not become resident, nor be deemed to be resident, in Luxembourg by reason only of the holding and/or disposing of our common shares or the execution, performance or enforcement of his/her rights thereunder.
Income tax
Luxembourg resident holders
Luxembourg individual residents
Dividends and other payments derived from our common shares by resident individual holders of our common shares, who act in the course of the management of either their private wealth or their professional or business activity, are subject to income tax at the ordinary progressive rates. A tax credit may be granted, under certain circumstances, for Luxembourg withholding tax levied. 50% of the gross amount of dividends received from the company by resident individual holders of our common shares are exempt from income tax.
Capital gains realized on the disposal of our common shares by resident individual holders of our common shares, who act in the course of the management of their private wealth, are not subject to income tax, unless said capital gains qualify either as speculative gains or as gains on a substantial participation. Capital gains are deemed to be speculative and are subject to income tax at ordinary rates if our common shares are disposed of within six months after their acquisition or if their disposal precedes their acquisition. Speculative gains are subject to income tax as miscellaneous income at ordinary rates. The income is not taxable if it does not surpass EUR 500 for the tax year. A participation is deemed to be substantial where a resident individual holder of our common shares holds or has held, either alone or together with his spouse or partner and / or minor children, directly or indirectly at any time within the five years preceding the disposal, more than 10% of the share capital of the company whose common shares are being disposed of. A holder of our common shares is also deemed to alienate a substantial participation if he acquired free of charge, within the five years preceding the transfer, a participation that was constituting a substantial participation in the hands of the alienator (or the alienators in case of successive transfers free of charge within the same five-year period). Capital gains realized on a substantial participation more than six months after the acquisition thereof are taxed according to the half-global rate method, (i.e. the average rate applicable to the total income is calculated according to progressive income tax rates and half of the average rate is applied to the capital gains realized on the substantial participation). A Disposal may include a sale, an exchange, a contribution or any other kind of alienation of the participation.
Capital gains realized on the disposal of our common shares by resident individual holders of our common shares, who act in the course of their professional or business activity, are subject to income tax at ordinary rates. Taxable gains are determined as being the difference between the price for which our common shares have been disposed of and the lower of their cost or book value.
Luxembourg fully-taxable corporate residents
Dividends and other payments derived from our common shares by Luxembourg-resident, fully-taxable companies are subject to CIT and MBT, unless the conditions of the participation exemption regime, as described in "Taxation of the Company", are satisfied. A tax credit may, under certain circumstances, be granted for any Luxembourg withholding tax levied. If the conditions of the participation exemption regime are not met, 50% of the gross amount of dividends received by Luxembourg-resident, fully-taxable companies from our common shares are exempt from CIT and MBT.
Capital gains realized by a Luxembourg-resident, fully-taxable company on our common shares are subject to CIT and MBT at ordinary rates, unless the conditions of the participation exemption regime, as described in "Taxation of the Company", are satisfied.
100
Luxembourg residents benefiting from a special tax regime
Holders of our common shares who are either (i) an undertaking for collective investment governed by the amended law of December 17, 2010, (ii) a specialized investment fund governed by the amended law of February 13, 2007, (iii) a family wealth management company governed by the amended law of May 11, 2007 and (iv) a reserved alternative investment fund treated as a specialized investment fund for Luxembourg tax purposes governed by the amended law of July 23, 2016, are exempt from income tax in Luxembourg. Dividends derived from and capital gains realized on our common shares are thus not subject to income tax in their hands.
Luxembourg non-resident holders
Non-resident holders of our common shares who have neither a permanent establishment nor a permanent representative in Luxembourg to which or whom our common shares are attributable, are not liable to any Luxembourg income tax on income and gains derived from our common shares except capital gains realized on (i) a substantial participation before the acquisition or within the first six months of the acquisition thereof, or (ii) a substantial participation more than six months after the acquisition thereof by a holder of our common shares who has been a former Luxembourg resident for more than fifteen years and has become a non-resident, at the time of transfer, less than five years ago. A participation is deemed to be substantial where a shareholder holds or has held, either alone or, in case of an individual shareholder, together with his/her spouse or partner and/or minor children, directly or indirectly at any time within the five years preceding the disposal, more than 10% of the share capital of the company whose common shares are being disposed of. A shareholder is also deemed to alienate a substantial participation if he acquired free of charge, within the five years preceding the transfer, a participation that was constituting a substantial participation in the hands of the alienator (or the alienators in case of successive transfers free of charge within the same five-year period).
If the company and a U.S. relevant holder are eligible for the benefits of the Treaty, such U.S. relevant holder generally should not be subject to Luxembourg tax on the gain from the disposal of such common shares unless such gain is attributable to a permanent establishment or a permanent representative of such U.S. relevant holder in Luxembourg.
Non-resident holders of our common shares which have a permanent establishment or a permanent representative in Luxembourg to which or whom our common shares are attributable, must include any income received, as well as any gain realized, on the sale, disposal or redemption of our common shares, in their taxable income for Luxembourg tax assessment purposes, unless the conditions of the participation exemption regime, as described below, are satisfied. If the conditions of the participation exemption regime are not fulfilled, 50% of the gross amount of dividends received by a Luxembourg permanent establishment or permanent representative may be, however, exempt from income tax. Taxable gains are determined as being the difference between the price for which the common shares have been disposed of and the lower of their cost or book value.
Under the participation exemption regime, dividends derived from our common shares may be exempt from income tax if the conditions described in "Taxation of the Company" are fulfilled.
Under the participation exemption regime, capital gains realized on our common shares may be exempt from income tax if the conditions described in "Taxation of the Company" are fulfilled.
Net Wealth Tax
Luxembourg resident holders of our common shares, as well as non-resident holders of our common shares who have a permanent establishment or a permanent representative in Luxembourg to which or whom our common shares are attributable, are subject to Luxembourg net wealth tax on our common shares, except if the holder is (i) a resident or non-resident individual taxpayer, (ii) a securitization company governed by the amended law of March 22, 2004 on securitization, (iii) a company governed by the amended law of June 15, 2004 on venture capital vehicles, (iv) a professional pension institution governed by the amended law of July 13, 2005, (v) a specialized investment fund governed by the amended law of February 13, 2007, (vi) a family wealth management company governed by the amended law of May 11, 2007, (vii) an undertaking for collective investment governed by the amended law of December 17, 2010 or (viii) a reserved alternative investment fund governed by the amended law of July 23, 2016. However, (i) a securitization company governed by the amended law of March 22, 2004 on securitization, (ii) a company governed by the amended law of June 15, 2004 on venture capital vehicles, (iii) a professional pension institution governed by the amended law of July 13, 2005 and (iv) a reserved alternative investment fund treated as a venture capital vehicle for Luxembourg tax purposes and governed by the amended law of July 23, 2016, remain subject to MNWT.
101
Under the participation exemption, a Qualified Shareholding held in the company by an Eligible Parent or attributable to a Qualified Permanent Establishment may be exempt. The net wealth tax exemption for a Qualified Shareholding does not require the completion of the 12-month holding period.
Other Taxes
Under Luxembourg tax law, where an individual holder of our common shares is a resident of Luxembourg for tax purposes at the time of his or her death, our common shares are included in his or her taxable basis for inheritance tax purposes. On the contrary, no inheritance tax is levied on the transfer of our common shares upon the death of an individual holder in cases where the deceased was not a resident of Luxembourg for inheritance purposes.
Gift tax may be due on a gift or donation of our common shares, if the gift is recorded in a Luxembourg notarial deed or otherwise registered in Luxembourg.
U.S. Federal Income Tax Considerations
Taxation of dividends
Distributions received by a U.S. Holder on common shares, including the amount of any Luxembourg taxes withheld, other than certain pro rata distributions of common shares to all shareholders, will constitute foreign source dividend income to the extent paid out of our current or accumulated earnings and profits (as determined for U.S. federal income tax purposes). Because we do not maintain calculations of our earnings and profits under U.S. federal income tax principles, it is expected that such distributions (including any Luxembourg taxes withheld) will be reported to U.S. Holders as dividends. Although it is our intention, if we pay any dividends, to pay such dividends in U.S. dollars, if dividends are paid in euros, the amount of the dividend a U.S. Holder will be required to include in income will equal the U.S. dollar value of the euro, calculated by reference to the exchange rate in effect on the date the payment is received by the U.S. Holder, regardless of whether the payment is converted into U.S. dollars on the date of receipt. If the dividend is converted to U.S. dollars on the date of receipt, a U.S. holder should not be required to recognize foreign currency gain or loss in respect of the dividend income. A U.S. Holder may have foreign currency gain or loss if the dividend is converted into U.S. dollars after the date of its receipt. If a U.S. Holder realizes gain or loss on a sale or other disposition of euro, it will be U.S. source ordinary income or loss. U.S. Holders that are corporations generally will not be entitled to claim a dividends received deduction with respect to any distributions they receive from us, except that certain holders of our common shares that are corporations and that directly, indirectly or constructively own 10% or more of our voting power or value may be entitled to a 100% dividends received deduction under certain circumstances. The rules with respect to the dividends received deduction are complex and involve the application of rules that depend on a U.S. Holder’s particular circumstances and on whether we are a PFIC, a “controlled foreign corporation” or both, among other things. You should consult your own tax advisor to determine the effect of the dividends received deduction on your ownership of our common stock. Subject to applicable limitations, dividends received by certain non-corporate U.S. Holders of common shares generally will be taxable at the reduced rate that otherwise applies to long-term capital gains. Non-corporate U.S. Holders should consult their own tax advisors to determine whether they are subject to any special rules that limit their ability to be taxed at this favorable rate. Certain pro rata distributions of ordinary shares to all shareholders are not generally subject to U.S. federal income tax.
Instead of claiming a credit, a U.S. Holder may elect to deduct foreign taxes (including any Luxembourg taxes) in computing its taxable income, subject to generally applicable limitations. An election to deduct foreign taxes (instead of claiming foreign tax credits) applies to all taxes paid or accrued in the taxable year to foreign countries and possessions of the United States. The limitations on foreign taxes eligible for credit are calculated separately with respect to specific classes of income. The rules governing foreign tax credits are complex. Therefore, U.S. Holders should consult their own tax advisors regarding the availability of foreign tax credits in their particular circumstances.
Taxation upon sale or other taxable disposition of common shares
A U.S. Holder will recognize U.S. source capital gain or loss on the sale or other disposition of common shares, which will be long-term capital gain or loss if the U.S. Holder has held such common shares for more than one year. The amount of the U.S. Holder's gain or loss will be equal to the difference between such U.S. Holder's tax basis in the common shares sold or otherwise disposed of and the amount realized on the sale or other disposition.
102
Controlled Foreign Corporation
The Tax Cuts and Jobs Act of 2017 (the "2017 Tax Act") eliminated the prohibition on “downward attribution” from non-U.S. persons to U.S. persons under Section 958(b)(4) of the Code for purposes of determining constructive stock ownership under the controlled foreign corporation (“CFC”) rules. As a result, our U.S. subsidiary will be deemed to own all of the stock of our non-U.S. subsidiaries held by the Company for CFC purposes. To the extent a non-U.S. subsidiary is treated as a CFC for any taxable year, each U.S. person treated as a “10% U.S. Shareholder” with respect to such CFC that held our common shares directly or indirectly through non-U.S. entities (including the Company) as of the last day in such taxable year that the subsidiary was a CFC would generally be required to include in gross income as ordinary income its pro rata share of certain income of the CFC, regardless of whether that income was actually distributed to such U.S. person. For tax years beginning on or after January 1, 2018, a “10% U.S. Shareholder” of a non-U.S. corporation includes any U.S. person that owns (or is treated as owning) stock of the non-U.S. corporation possessing 10% or more of the total voting power or total value of such non-U.S. corporation’s stock. The legislative history under the 2017 Tax Act indicates that this change was not intended to cause our non-U.S. subsidiaries to be treated as CFCs with respect to a 10% U.S. Shareholder that is not related to our U.S. subsidiary. However, it is not clear whether the IRS or a court would interpret the change made by the 2017 Tax Act in a manner consistent with such indicated intent. Treasury and the IRS, in issued guidance, however, have declined to provide relief to unrelated “10% U.S. Shareholders” of foreign-controlled CFCs.
Thus, investors are strongly urged to consult their own tax advisors to determine whether their ownership of our common shares will cause them to become a 10% U.S. Shareholder and the impact of such a classification.
Passive foreign investment company rules
We believe that we will not be a PFIC for U.S. federal income tax purposes for this current taxable year and do not expect to become one in the foreseeable future. However, because PFIC status depends upon the composition of our income and assets and the market value of the assets (including, among others, less than 25% owned equity investments) from time to time, there can be no assurance that we will not be considered a PFIC for any taxable year. Because we have valued our goodwill based on the market value of our equity, a decrease in the price of common shares may also result in us becoming a PFIC. The composition of our income and our assets will also be affected by how, and how quickly, we spend our cash. Under circumstances where the cash is not deployed for active purposes, our risk of becoming a PFIC may increase. If we were treated as a PFIC for any taxable year during which a U.S. Holder held common shares, certain adverse tax consequences could apply to the U.S. Holder.
If we were treated as a PFIC for any taxable year during which a U.S. Holder held common shares, gain recognized by a U.S. Holder on a sale or other disposition of common shares would be allocated ratably over the U.S. Holder's holding period for the common shares. The amounts allocated to the taxable year of the sale or other disposition and to any year before we became a PFIC would be taxed as ordinary income. The amount allocated to each other taxable year would be subject to tax at the highest rate in effect for individuals or corporations, as appropriate, and an interest charge would be imposed on the resulting tax liability. The same treatment would apply to any distribution in respect of common shares to the extent it exceeds 125% of the average of the annual distributions on common shares received by the U.S. Holder during the preceding three years or the U.S. Holder's holding period, whichever is shorter. Certain elections may be available that would result in alternative treatments (such as mark-to-market treatment) of the common shares.
In addition, if we were treated as a PFIC in a taxable year in which we pay a dividend or in the prior taxable year, the reduced rate discussed above with respect to dividends paid to certain non-corporate U.S. Holders would not apply.
Information reporting and backup withholding
Payments of dividends and sales proceeds that are made within the United States or through certain U.S.-related financial intermediaries generally are subject to information reporting and to backup withholding unless the U.S. Holder is a corporation or other exempt recipient or, in the case of backup withholding, the U.S. Holder provides a correct taxpayer identification number and certifies that it is not subject to backup withholding. The amount of any backup withholding from a payment to a U.S. Holder will be allowed as a credit against the U.S. Holder's U.S. federal income tax liability and may entitle such U.S. Holder to a refund, provided that the required information is timely furnished to the Internal Revenue Service.
F. Dividends and Paying Agents
Not applicable.
103
G. Statement by Experts.
Not applicable.
H. Documents on Display
As a foreign private issuer, we are subject to periodic reporting and other informational requirements of the Exchange Act as applicable. Accordingly, we are required to file reports, including this annual report on Form 20-F, and other information with the SEC. Specifically, we are required to file annually a Form 20-F within four months after the end of each fiscal year, and are not required to disclose certain detailed information regarding executive compensation that is required from United States domestic issuers. In addition, we are not required under the Exchange Act to file periodic reports and financial statements with the SEC as frequently as companies that are not foreign private issuers whose securities are registered under the Exchange Act. Also, as a foreign private issuer, we are exempt from the rules of the Exchange Act that require the furnishing of proxy statements to shareholders, and our senior management, directors and principal shareholders are exempt from the reporting and short-swing profit recovery provisions contained in Section 16 of the Exchange Act.
As a foreign private issuer, we are also exempt from the requirements of Regulation FD (Fair Disclosure) which, generally, are meant to ensure that select groups of investors are not privy to specific information about an issuer before other investors. We are, however, still subject to the anti-fraud and anti-manipulation rules of the SEC, such as Rule 10b-5. Since many of the disclosure obligations required of us as a foreign private issuer are different than those required by other United States domestic reporting companies, our shareholders, potential shareholders and the investing public in general should not expect to receive information about us in the same amount, and at the same time, as information is received from, or provided by, other United States domestic reporting companies. We are liable for violations of the rules and regulations of the SEC which do apply to us as a foreign private issuer.
Our SEC filings are available to you on the SEC's website at http://www.sec.gov.
I. Subsidiaries Information
Not applicable.
ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Our consolidated financial statements are prepared in conformity with IFRS Accounting Standards, as issued by the IASB. We are exposed to a variety of risks in the ordinary course of our business, including, but not limited to, credit risk, liquidity risk and interest rate risk. We regularly assess each of these risks to minimize any adverse effects on our business as a result of those factors. For discussion and sensitivity analyses of our exposure to these risks, see note 29 to our consolidated financial statements included elsewhere herein.
ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES.
A. Debt Securities
Not applicable.
B. Warrants and Rights
Not applicable.
C. Other Securities
Not applicable.
D. American Depositary Shares
Not applicable.
104
PART II.
ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES.
Not applicable.
ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS.
Not applicable.
ITEM 15. CONTROLS AND PROCEDURES.
a) Disclosure Controls and Procedures
As of December 31, 2025, our management, with the participation of the Chief Executive Officer and Chief Financial Officer, conducted an evaluation pursuant to Rule 13a-15 promulgated under the Securities Exchange Act of 1934, of the effectiveness of our disclosure controls and procedures. There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.
Based on such evaluation, our Chief Executive Officer and Chief Financial Officer concluded that Company's disclosure controls and procedures were effective as of December 31, 2025.
b) Management's Annual Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act of 1934. Our internal control over financial reporting is a process designed under the supervision of our Chief Executive Officer and Chief Financial Officer that: (i) pertains to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the Company's assets; (ii) provides reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorization of our management and directors; and (iii) provides reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedure may deteriorate. Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has assessed the effectiveness of our internal control over financial reporting as of December 31, 2025. In making this assessment, our management used the criteria established in "Internal Control — Integrated Framework (2013)" issued by the Committee of Sponsoring Organizations of the Treadway Commission ("COSO"). As a result of this assessment, our management has determined that our internal control over financial reporting was effective as of December 31, 2025.
Our management has excluded Omni.Pro from its assessment of internal control over financial reporting as of December 31, 2025 because it was acquired by the Company in purchase business combinations during 2025. This entity constitutes 0.3% of our consolidated assets and 0.6% of consolidated revenues as of and for the year ended December 31, 2025.
c) Attestation Report of the Registered Public Accounting Firm
The effectiveness of the Company’s internal control over financial reporting as of December 31, 2025 has been audited by Price Waterhouse & Co. S.R.L., an independent registered public accounting firm, as stated in their report which appears herein.
105
d) Changes in internal control over financial reporting
There were no changes in our internal controls over financial reporting as defined in Rule 13a-15(d), under the Securities Exchange Act of 1934, as amended, that occurred during the period covered by this annual report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
ITEM 16. [Reserved]
ITEM 16A. AUDIT COMMITTEE FINANCIAL EXPERT.
See “Directors, Senior Management and Employees—Board Practices—Board Committees—Audit Committee.” Our Board of Directors has determined that Maria Pinelli qualifies as an “audit committee financial expert” under applicable SEC rules.
ITEM 16B. CODE OF ETHICS.
Effective as of July 23, 2014, we adopted a code of business conduct and ethics which sets the guidelines and principles necessary for promoting and assuring good behavior within the organization. On January 26, 2022, our board of directors approved and adopted the 2022 Code of Ethics, which became effective on March 1, 2022. The new code introduces new important topics, including, among others, anti-money laundering provisions, protection of Globant's image and proper use of social media, third party's audits and government investigations and matters of integration and diversity. Our board of directors approved additional non-material amendments to the Code of Ethics on February 25, 2026. A copy of that code is available on our website at investors.globant.com/code-of-ethics. Any amendments to such code will be disclosed on our website.
ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
The following table provides information on the aggregate fees for the services provided by our auditor, Price Waterhouse & Co. S.R.L. for the years 2025 and 2024, classified by type of service rendered for the periods indicated, in thousands of dollars:
| 2025 | 2024 | |||||||||||||
| ($ in thousands) | ||||||||||||||
Audit Fees (1) | $ | 1,757 | $ | 1,928 | ||||||||||
Audit Related Fees (2) | 58 | 63 | ||||||||||||
| Total | 1,815 | 1,991 | ||||||||||||
(1)"Audit Fees" includes fees for professional services rendered by the principal accountant in connection with the audit of the annual financial statements, certain procedures regarding our quarterly financial results, revisions of purchase price allocations related to acquisitions and services in connection with statutory and regulatory filings.
(2)“Audit Related Fees” includes fees for professional services rendered by the principal accountant and not included under the prior category. These services include, among others, fees relating to the issuance of limited assurance and other review reports in connection with our offering of securities.
(3)"Tax Fees" includes fees for professional services rendered by the principal accountant for tax compliance, advice and planning.
(4)"All Other Fees" includes fees for products and services provided by the principal accountant, other than Audit Fees and Audit-Related Fees.
Audit Committee Approval Policies and Procedure
In accordance with the audit committee's charter, all fees and retention terms relating to audit and non-audit services performed by our independent auditors must be pre-approved by the audit committee. The audit committee makes annual recommendations to the general meeting of shareholders of the company regarding the appointment, replacement, base compensation, evaluation and oversight of the work of the independent auditors to be retained to audit the annual financial statements of the company and review the quarterly financial statements of the company.
106
The audit committee oversees the relationship with the independent auditors, including discussing with the auditors the planning and staffing of the audit and the nature and rigor of the audit process, receiving and reviewing audit reports, reviewing with the auditors any problems or difficulties the auditors may have encountered in carrying out their responsibilities and any board of directors’ letters provided by the auditors and the company’s response to such letters, and providing the auditors full access to the audit committee and the board of directors to report on all appropriate matters.
The audit committee provides oversight of the company’s auditing, accounting and financial reporting principles, policies, controls, procedures and practices, and reviews significant changes to the foregoing as suggested by the independent auditors, internal auditors or the board of directors.
The audit committee approved all of the services described above and determined that the provision of such services is compatible with maintaining the independence of Price Waterhouse & Co. S.R.L.
ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES.
Not applicable.
ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS.
On May 10, 2024, our shareholders at the annual general meeting, according to the conditions set forth in article 430-15 of Luxembourg Companies Law, granted our board of directors the authorization to repurchase up to a maximum number of shares representing 20% of the share capital for a net purchase price that is (i) no less than 50% of the lowest common share price and (ii) no more than 50% above the highest common share price, in each case, such common share price being the closing price, as reported by the New York City edition of the Wall Street Journal, or, if not reported therein, any other authoritative sources to be selected by our board of directors, over the ten trading days preceding the date of the purchase (or, as the case may be, the date of the commitment to the transaction). The authorization is valid for a period ending five years from the date of the 2024 general meeting (i.e., May 10, 2029) unless renewed by the decision of a general meeting of shareholders of the Company. Pursuant to such authorization, our board of directors is authorized to acquire and sell our common shares under the conditions set forth in the minutes of such general meeting of shareholders. Such purchases and sales may be carried out for any purpose authorized by the general meeting of shareholders of Globant S.A.
On May 28, 2024, we entered into a 10b5-1 repurchase plan (the "2024 HSBC 10b5-1 Plan", and together with the 2025 HSBC 10b5-1 Plan, the "10b5-1 HSBC Plans") with HSBC Securities (USA) Inc., acting as agent for the Company, for the repurchase of an aggregate of up to 48,000 common shares in four windows, starting on July 16, 2024 and ending on March 4, 2025. The repurchase plan will expire on March 7, 2025.
On May 29, 2025, we entered into the 2025 HSBC 10b5-1 Plan for the repurchase of an aggregate of up to 80,000 common shares in four windows, starting on July 15, 2025 and ending on March 3, 2026. The repurchase plan will expire on March 6, 2026.
On September 30, 2025, our board of directors approved the Repurchase Program authorizing the allocation of up to $50 million per quarter, subject to a maximum aggregate of $125 million, for the repurchase of our common shares beginning in the fourth quarter of 2025 through the fourth quarter of 2026.
On November 18, 2025, we entered into the 2025 Repurchase Instruction under the Repurchase Program with Allen & Company, LLC, acting as agent for the Company, for the repurchase of common shares for a maximum value of $50 million, excluding commissions, between November 18, 2025 and December 15, 2025.
On December 12, 2025, we entered into 2025 Allen 10b5-1 Plan for the repurchase of common shares for a maximum value of $50 million, including total commissions, between January 2, 2026 and March 3, 2026.
The following table reports purchases of Globant common shares by the Company during the year ended December 31, 2025 that were made under the 10b5-1 HSBC Plans and the 2025 Allen 10b5-1 Plan.
107
| Period | Total Number of Shares Purchased | Average Price Paid per Share ($) | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Number of Shares that May Yet Be Purchased under the Plans or Programs | |||||||||||||||||||
| January 1 to January 31, 2025 | — | — | — | 12,000 | |||||||||||||||||||
| February 1 to February 28, 2025 | — | — | — | 12,000 | |||||||||||||||||||
March 1 to March 31, 2025(1) | 12,000 | $ | 144.70 | 12,000 | — | ||||||||||||||||||
| April 1 to April 30, 2025 | — | — | — | — | |||||||||||||||||||
May 1 to May 31, 2025(2) | — | — | — | 80,000 | |||||||||||||||||||
| June 1 to June 30, 2025 | — | — | — | 80,000 | |||||||||||||||||||
July 1 to July 31, 2025(3) | 20,000 | $ | 83.56 | 20,000 | 60,000 | ||||||||||||||||||
August 1 to August 31, 2025(4) | 20,000 | $ | 69.37 | 20,000 | 40,000 | ||||||||||||||||||
| September 1 to September 30, 2025 | — | — | — | 40,000 | |||||||||||||||||||
| October 1 to October 31, 2025 | — | — | — | 40,000 | |||||||||||||||||||
November 1 to November 30, 2025(5) | 209,968(6) | $ | 59.53 | 820,045 | 1,187,315(10) | ||||||||||||||||||
200,784(7) | $ | 62.26 | |||||||||||||||||||||
207,378(8) | $ | 60.28 | |||||||||||||||||||||
201,915(9) | $ | 61.81 | |||||||||||||||||||||
| December 1 to December 31, 2025 | (11) | — | — | 1,187,315(10) | |||||||||||||||||||
20,000(12) | $ | 66.72 | 20,000 | 1,167,315(13) | |||||||||||||||||||
| Total | 892,045 | 892,045 | |||||||||||||||||||||
(1) On March 5, 2025, we repurchased 12,000 of our common shares under the 2024 HSBC 10b5-1 Plan to be held in treasury in order to facilitate the fulfillment of the deliveries under the ESPP and other releases under the 2014 Equity Incentive Plan and the 2024 Equity Incentive Plan.
(2) On May 29, 2025, we entered into a 10b5-1 repurchase plan with HSBC Securities (USA) Inc., acting as agent for us, for the repurchase of an aggregate of up to 80,000 of our common shares.
(3) On July 16, 2025, we repurchased 20,000 of our common shares under the 2025 HSBC 10b5-1 Plan to be held in treasury in order to facilitate the fulfillment of the deliveries under the ESPP and other releases under the 2014 Equity Incentive Plan and the 2024 Equity Incentive Plan.
(4) On August 20, 2025, we repurchased 20,000 of our common shares under the 2025 HSBC 10b5-1 Plan to be held in treasury in order to facilitate the fulfillment of the deliveries under the ESPP and other releases under the 2014 Equity Incentive Plan and the 2024 Equity Incentive Plan.
(5) On November 18, 2025, we entered into a letter for discretionary purchases with Allen & Company, LLC, acting as agent for the Company, for the repurchase of our common shares for a maximum value of $50 million, excluding commissions, under the Repurchase Program.
(6) On November 19, 2025, we repurchased 209,968 of our common shares under the 2025 Repurchase Instruction to be held in treasury and subsequently disposed, cancelled and/or allocated to awards under the 2014 Equity Incentive Plan and the 2024 Equity Incentive Plan.
(7) On November 20, 2025, we repurchased 200,784 of our common shares under the 2025 Repurchase Instruction to be held in treasury and subsequently disposed, cancelled and/or allocated to awards under the 2014 Equity Incentive Plan and the 2024 Equity Incentive Plan.
(8) On November 21, 2025, we repurchased 207,378 of our common shares under the 2025 Repurchase Instruction to be held in treasury and subsequently disposed, cancelled and/or allocated to awards under the 2014 Equity Incentive Plan and the 2024 Equity Incentive Plan.
(9) On November 24, 2025, we repurchased 201,915 of our common shares under the 2025 Repurchase Instruction to be held in treasury and subsequently disposed, cancelled and/or allocated to awards under the 2014 Equity Incentive Plan and the 2024 Equity Incentive Plan.
(10) 40,000 of our common shares, pursuant to the 2025 HSBC 10b5-1 Plan; and approximately 1,147,315 of our common shares, at the closing price of our common shares on December 31, 2025, as quoted on the New York Stock Exchange, which was $65.37, pursuant to the Repurchase Program.
(11) On December 12, 2025, we entered into a 10b5-1 repurchase plan with Allen & Company, LLC, acting as agent for us, for the repurchase of common shares for a maximum value of $50 million, including total commissions under the Repurchase Program.
(12) On December 27, 2025, we repurchased 20,000 of its common shares under the 2025 HSBC 10b5-1 Plan held in treasury in order to facilitate the fulfillment of the deliveries under the ESPP and other releases under the 2014 Equity Incentive Plan and the 2024 Equity Incentive Plan.
(13) 20,000 of our common shares, pursuant to the 2025 HSBC 10b5-1 Plan; and approximately 1,147,315 of our common shares, at the closing price of our common shares on December 31, 2025, as quoted on the New York Stock Exchange, which was $65.37, pursuant to the Repurchase Program.
108
ITEM 16F. CHANGE IN REGISTRANT’S CERTIFYING ACCOUNTANT.
Not applicable.
ITEM 16G. CORPORATE GOVERNANCE.
Corporate Governance Practices
Our corporate governance practices are governed by Luxembourg law (particularly the law of August 10th, 1915 on commercial companies as amended) and our articles of association.
As a Luxembourg company listed on the NYSE, we are not required to comply with all of the corporate governance listing standards of the NYSE for U.S. listed companies. However, we believe that our corporate governance practices meet, in all material respects, the corporate governance standards that are generally required by the NYSE for U.S. listed companies. Below is a summary of the significant ways that our corporate governance practices differ from the corporate governance standards required for listed U.S. companies by the NYSE (although our corporate governance practices may differ in non-material ways from the standards required by the NYSE that are not detailed in this document).
Majority of Independent Directors
Under NYSE standards, U.S. listed companies must have a majority of independent directors. There is no legal requirement under Luxembourg law to have a majority of independent directors on the board of directors.
Non-management Directors’ Meetings
Under NYSE standards, non-management directors must meet at regularly scheduled executive sessions without management present and, if such group includes directors who are not independent, an executive session including only independent directors should be held at least once per year. Luxembourg law does not require holding such meetings. For additional information, see “Directors, Senior Management and Employees - Directors and Senior Management.”
Audit Committee
Under NYSE standards, listed U.S. companies are required to have an audit committee composed of independent directors that satisfies the requirements of Rule 10A-3 promulgated under the Exchange Act of 1934. Luxembourg law also provides for an audit committee and related rules. Our articles of association provide that the board of directors may establish an audit committee. The board of directors has established an audit committee and has appointed Mses. Pinelli and Rottenberg and Mr. Aguzin, with Mrs. Pinelli serving as the chairman of our audit committee and as the audit committee financial expert (as currently defined under applicable SEC rules). Each of Mses. Pinelli and Rottenberg and Mr. Aguzin satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE as well as under Rule 10A-3 under the Exchange Act. For additional information, see “Directors, Senior Management and Employees — Board Practices”.
Under NYSE standards, all audit committee members of listed U.S. companies are required to be financially literate or must acquire such financial knowledge within a reasonable period and at least one of its members must have experience in accounting or financial administration. In addition, if a member of the audit committee simultaneously serves on the audit committees of more than three public companies, then the board must determine whether the simultaneous service would impair the ability of such member to effectively serve on the listed company’s audit committee, and must publicly disclose its determination. Under Luxembourg law, at least one member of the audit committee must be financially literate and the committee members as a whole must have competence relevant to the sector in which the company is operating.
Standards for Evaluating Director Independence
Under NYSE standards, the board is required, on a case by case basis, to express an opinion with regard to the independence or lack of independence of each individual director. Neither Luxembourg law nor our articles of association require the board to express such an opinion.
109
Audit Committee Responsibilities
The NYSE requires certain matters to be set forth in the audit committee charter of U.S. listed companies. Our audit committee charter provides for many of the responsibilities that are expected from such bodies under the NYSE standard; however, the charter does not contain all such responsibilities, including provisions related to setting hiring policies for employees or former employees of independent auditors.
Corporate Governance and Nominating Committee
The NYSE requires that a listed U.S. company has a corporate governance and nominating committee of independent directors and a committee charter specifying the purpose, duties and evaluation procedures of the committee.
The current members of our corporate governance and nominating committee are Ms. Mayumi Petroni Merhy and Messrs. Alvarez Demalde and McLaughlin, with Ms. Petroni Merhy serving as chairman. Each of Ms. Mayumi Petroni Merhy and Messrs. Alvarez Demalde and McLaughlin satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE. For additional information, see “Directors, Senior Management and Employees — Board Practices.”
Compensation Committee
The NYSE requires that a listed U.S. company have a compensation committee of independent directors and a committee charter specifying the purpose, duties and evaluation procedures of the committee.
The current members of our compensation committee are Messrs. Álvarez-Demalde, McLaughlin and Aguzin, with Mr. Alvarez-Demalde serving as chairman. Each of Messrs. Álvarez-Demalde, McLaughlin and Aguzin satisfies the “independence” requirements within the meaning of Section 303A of the corporate governance rules of the NYSE. For additional information, see “Directors, Senior Management and Employees—Board Practices”.
Shareholder Voting on Equity Compensation Plans
Under NYSE standards, shareholders of U.S. listed companies must be given the opportunity to vote on equity compensation plans and material revisions thereto, except for employment inducement awards, certain grants, plans and amendments in the context of mergers and acquisitions, and certain specific types of plans. Neither Luxembourg Companies Law nor our articles of incorporation require shareholder approval of equity based compensation plans. Luxembourg law only requires approval of the board of directors for the adoption of equity based compensation plans.
Code of Business Conduct and Ethics
Under NYSE standards, listed companies must adopt and disclose a code of business conduct and ethics for directors, officers and employees, and promptly disclose any waivers of the code for directors or executive officers. Effective as of July 23, 2014, we adopted a code of business conduct and ethics applicable to our principal executive, financial and accounting officers and all persons performing similar functions. On January 26, 2022, our board of directors approved and adopted the 2022 Code of Ethics, which became effective on March 1, 2022. The 2022 Code of Ethics introduced new important topics, including, but not limited to, anti-money laundering provisions, protection of Globant's image and proper use of social media, third party's audits and government investigations and matters of integration and diversity. A copy of that code, as amended, is available on our website at www.globant.com.
Chief Executive Officer Certification
A chief executive officer of a U.S. company listed on NYSE must annually certify that he or she is not aware of any violation by the company of NYSE corporate governance standards. In accordance with NYSE rules applicable to foreign private issuers, our chief executive officer is not required to provide NYSE with this annual compliance certification. However, in accordance with NYSE rules applicable to all listed companies, our chief executive officer must promptly notify NYSE in writing after any of our executive officers becomes aware of any noncompliance with any applicable provision of NYSE's corporate governance standards. In addition, we must submit an executed written affirmation and an interim written affirmation annually to the NYSE each time a change occurs to the board or the audit committee.
ITEM 16H. MINE SAFETY DISCLOSURE.
Not applicable.
110
ITEM 16I. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
Not applicable.
ITEM 16J. INSIDER TRADING POLICIES
Our board of directors has adopted the Globant S.A. Insider Trading Policy, which governs, among other things, the purchase, sale and other dispositions of our securities by directors, officers, employees, agents and consultants, and is reasonably designed to promote compliance with any insider trading laws, rules and regulations, and listing standards applicable to us. A copy of the Globant S.A. Insider Trading Policy is filed as Exhibit 11.1 to this Annual Report.
ITEM 16K. CYBERSECURITY
Risk Management and Strategy
We recognize the importance of assessing, identifying and managing material risks associated with cybersecurity threats, as such term is defined in Item 16K of Form 20-F. These risks encompass a range of concerns including, operational risks, intellectual property theft, fraud, extortion, harm to employees or customers and violation of data privacy and security laws.
Any incident assessed as potentially being or potentially becoming material is automatically escalated for further assessment to the members of our Disclosure Committee, which is comprised of our chief financial officer, chief accounting officer, general counsel, internal audit SOX & Risk officer, investors relations director and compliance manager. In addition, we consult with outside counsel as appropriate, including on materiality analyses and disclosure matters.
The foregoing processes have been incorporated into Globant’s internal control matrix to, among others, (a) secure effective control over disclosure relating to cybersecurity matters, (b) include proper proceedings to review, record and classify cybersecurity incidents, and (c) ensure adequate Board oversight.
Although we have experienced cybersecurity incidents in the past, as of the date of this annual report, we have not suffered any cybersecurity incident determined to have had material effects on our business strategy, operational results, or financial situation. However, any significant disruption to our service or access to our systems could result in a loss of customers and adversely affect our business and results of operation. Further, a penetration of our systems or a third-party’s systems or other misappropriation or misuse of personal information could subject us to business, regulatory, litigation and reputation risk, which could have a negative effect on our business, financial condition and results of operations. For more information on how risks from cybersecurity threats may affect our strategy, please refer to our Risk Factor under Item 1.D Risk Factors in this Annual Report on Form 20-F. Specifically, "If our computer systems or data, or our service providers’ systems or data, are subject to security incidents or breaches, or if any of our employees misuses or misappropriates data, it may disrupt our operations, and we may face reputational damage, lose clients and revenues, or incur losses.".
111
Governance
Our chief information officer has over 20 years of industry experience, including leading CloudOps and cybersecurity services and serving as CloudOps & Cybersecurity Studio Partner at Globant. Further, our security officer manager has more than 20 years of experience working in cybersecurity and infrastructure, specializing in military frameworks for cyber threat intelligence and cyber war, and currently leads our Offensive and Defensive security teams. Team members who support our information security program have relevant educational and industry experience, including holding similar positions at large technology companies.
Our Audit Committee conducts quarterly meetings with our chief information officer to review the cybersecurity strategy, including principal risks and incidents relating to cybersecurity threats, compliance with disclosure requirements, cooperation with law enforcement, and related effects on financial and internal control risks, and it reports any findings and recommendations, as appropriate, to the full Board for consideration. In that capacity, our Audit Committee conducts periodic reviews of, and holds meetings with senior management to discuss, technology and cybersecurity risks and the risk assessment and risk management policies, practices, programs and/or procedures that we have adopted to monitor, control, mitigate and manage such risks.
112
PART III.
ITEM 17. FINANCIAL STATEMENTS.
We have elected to provide financial statements pursuant to Item 18.
ITEM 18. FINANCIAL STATEMENTS.
Our Consolidated Financial Statements are included at the end of this annual report.
ITEM 19. EXHIBITS.
The following exhibits are filed or incorporated by reference as part of this annual report:
| Exhibit No. | Description | |||||||
| 1.1 | Amended Articles of Association, dated February 20, 2026. | |||||||
| 2.1 | Description of Capital Stock. | |||||||
| 4.1 | Globant S.A. 2014 Equity Incentive Plan; incorporated by reference to Exhibit 10.4 to the Registrant's Registration Statement on Form F-1 (SEC File No. 333-190841), filed with the SEC on May 28, 2014. | |||||||
| 4.2 | Amendment No. 1 to the Globant S.A. 2014 Equity Incentive Plan; incorporated by reference to Exhibit 99.2 to the Registrant's Registration Statement on Form S-8 (SEC File No. 333-211835), filed with the SEC on June 3, 2016. | |||||||
| 4.3 | Amendment No. 2 to the Globant S.A. 2014 Equity Incentive Plan; incorporated by reference to Exhibit 99.3 to the Registrant's Registration Statement on Form S-8 (SEC File No. 333-232022), filed with the SEC on June 7, 2019. | |||||||
| 4.4 | Amendment No. 3 to Globant S.A. 2014 Equity Incentive Plan; incorporated by reference to Post-Effective Amendment No.1 to the Registrant’s Form S-8 (SEC File No. 333-232022), filed with the SEC on May 24, 2021. | |||||||
| 4.5 | Amendment No. 4 to Globant S.A. 2014 Equity Incentive Plan; incorporated by reference to Exhibit 99.5 to the Registrant's Form S-8 (SEC File No. 333-266204), filed with the SEC on July 8, 2022. | |||||||
| 4.6 | Form of Nonstatutory Stock Option Notice; incorporated by reference to Exhibit 10.5 to the Registrant's Registration Statement on Form F-1 (SEC File No. 333-190841), filed with the SEC on May 28, 2014. | |||||||
| 4.7 | Form of Nonstatutory Stock Option Notice — International; incorporated by reference to Exhibit 10.6 to the Registrant's Registration Statement on Form F-1 (SEC File No. 333-190841), filed with the SEC on May 28, 2014. | |||||||
| 4.8 | Form of Time Restricted Stock Unit Notice and Time Restricted Stock Unit Agreement; incorporated by reference to Exhibit 4.7 to the Registrant's Annual Report on Form 20-F (SEC File No. 001-36535), filed with the SEC on February 28, 2020. | |||||||
| 4.9 | Form of Performance Restricted Stock Unit Notice and Performance Restricted Stock Unit Agreement, incorporated by reference to Exhibit 4.7 to the Registrant’s Annual Report on Form 20-F (SEC File No. 001-36535), filed with the SEC on February 26, 2021. | |||||||
| 4.10 | Equityholders Additional Agreement, dated May 7, 2012, by and among Paldwick S.A., Martín Migoya, Martín Gonzalo Umaran, Néstor Augusto Nocetti, Guibert Andrés Englebienne, Riverwood Capital LLC, RW Holdings S.à.r.l., ITO Holdings S.à.r.l., Endeavor Global, Inc. and IT Outsourcing S.L.; incorporated by reference to Exhibit 10.7 to the Registrant's Registration Statement on Form F-1 (SEC File No. 333-190841), filed with the SEC on May 28, 2014. | |||||||
| 4.11 | Fourth Amended and Restated Credit Agreement, dated May 31, 2023, by and among Globant, LLC, as borrower, HSBC Bank USA, N.A., as administrative agent, issuing bank and swingline lender, and certain financial institutions listed therein; incorporated by reference to Exhibit 4.11 to the Registrant’s Annual Report on Form 20-F (SEC File No. 001-36535), filed with the SEC on February 29, 2024. | |||||||
| 4.12 | Guaranty, dated August 3, 2017, made by Globant S.A. (Luxembourg) in favor of HSBC Bank USA, N.A., as administrative agent, incorporated by reference to Exhibit 4.8 to the Registrant's Annual Report on Form 20-F (SEC File No. 001-36535), filed with the SEC on April 13, 2018. | |||||||
| 4.13 | Guaranty, dated August 3, 2017, made by Globant, S.A. (Spain) in favor of HSBC Bank USA, N.A., as administrative agent, Guaranty, dated August 3, 2017, made by Globant, S.A. (Spain) in favor of HSBC Bank USA, N.A., as administrative agent, incorporated by reference to Exhibit 4.9 to the Registrant's Annual Report on Form 20-F (SEC File No. 001-36535), filed with the SEC on April 13, 2018. by reference to Exhibit 4.9 to the Registrant's Annual Report on Form 20-F (SEC File No. 001-36535), filed with the SEC on April 13, 2018. | |||||||
113
| 4.14 | Security Agreement, dated August 3, 2017, by and between Globant, LLC, as grantor, and HSBC Bank USA, N.A., as administrative agent, incorporated by reference to Exhibit 4.10 to the Registrant's Annual Report on Form 20-F (SEC File No. 001-36535), filed with the SEC on April 13, 2018. | |||||||
| 4.15* | Equity Purchase Agreement, dated July 31, 2020, by and among the sellers identified therein and Globant España S.A. (sociedad unipersonal) and Software Product Creation S.L., as purchasers; incorporated by reference to Exhibit 4.15 to the Registrant's Annual Report on Form 20-F (SEC File No. 001-36535), filed with the SEC on February 26, 2021. | |||||||
| 4.16* | Equity Purchase Agreement, dated December 18, 2020, by and among the sellers identified therein and Software Product Creation S.L., as purchaser; incorporated by reference to Exhibit 4.16 to the Registrant's Annual Report on Form 20-F (SEC File No. 001-36535), filed with the SEC on February 26, 2021. | |||||||
| 4.17 | Underwriting Agreement, dated May 25, 2021, by and among the Company and Goldman Sachs & Co. LLC and Citigroup Global Markets Inc., as representatives of the underwriters named therein; incorporated by reference to Exhibit 4.17 to the Registrant's Annual Report on Form 20-F (sec File No.001-36535), filed with the SEC on February 28, 2022. | |||||||
| 4.18 | Globant S.A. 2021 Employee Stock Purchase Plan; incorporated by reference to Exhibit 99.1 of the Registrant’s Report of Foreign Private Issuer on Form 6-K, filed with the SEC on March 1, 2021. | |||||||
| 4.19 | Globant S.A. 2024 Equity Incentive Plan; incorporated by reference to Exhibit 99.1 of the Registrant's Registration Statement on Form S-8 (SEC File No. 333-281049), filed with the SEC on July 26, 2024. | |||||||
| 4.20 | Amendment No. 1 to Fourth Amended and Restated Credit Agreement, dated June 18, 2025, by and among Globant, LLC, as borrower, HSBC Bank USA, N.A., as administrative agent, issuing bank and swingline lender, HSBC Bank USA, N.A., JPMorgan Chase Bank, N.A., The Bank of Nova Scotia, Citibank, N.A., PNC Bank, National Association, and Bank of America, N.A., as joint lead arrangers and joint bookrunners, JPMorgan Chase Bank, N.A., The Bank of Nova Scotia, and Citibank, N.A., as joint syndication agents, and certain financial institutions listed therein, as lenders; incorporated by reference to Exhibit 99.1 of the Registrant’s Report of Foreign Private Issuer on Form 6-K, filed with the SEC on June 23, 2025. | |||||||
| 8.1 | List of Subsidiaries. | |||||||
| 11.1 | Globant S.A. Insider Trading Policy. | |||||||
| 12.1 | Certification of Martín Migoya, Chief Executive Officer of Globant S.A., pursuant to Section 302 of the Sarbanes Oxley Act of 2002. | |||||||
| 12.2 | Certification of Juan Ignacio Urthiague, Chief Financial Officer of Globant, S.A., pursuant to Section 302 of the Sarbanes Oxley Act of 2002. | |||||||
| 13.1 | Certification of Martín Migoya, Chief Executive Officer of Globant S.A., pursuant to Section 906 of the Sarbanes Oxley Act of 2002. | |||||||
| 13.2 | Certification of Juan Ignacio Urthiague, Chief Financial Officer of Globant, S.A., pursuant to Section 906 of the Sarbanes Oxley Act of 2002. | |||||||
| 15.1 | Consent of Price Waterhouse & Co. S.R.L. | |||||||
| 97.1 | Policy for Recovery of Erroneously Awarded Incentives-Based Compensation; incorporated by reference to Exhibit 97.1 to the Registrant’s Annual Report on Form 20-F (SEC File No. 001-36535), filed with the SEC on February 29, 2024. | |||||||
| 101.INS | XBRL Instance Document | |||||||
| 101.SCH | XBRL Taxonomy Extension Schema Document | |||||||
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase Document | |||||||
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase Document | |||||||
| 101.LAB | XBRL Taxonomy Extension Label Linkbase Document | |||||||
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase Document | |||||||
* Portions of this document (indicated by “[***]”) have been omitted because they are both not material and are the type that Globant S.A. treats as private and confidential.
114
SIGNATURE
The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this annual report on its behalf.
Date: February 27, 2026
| GLOBANT S.A. | ||||||||
| By: | /s/ Juan Ignacio Urthiague | |||||||
| Name: | Juan Ignacio Urthiague | |||||||
| Title: | Chief Financial Officer | |||||||
115
GLOBANT S.A.
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
| Consolidated Financial Statements as of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025 | |||||
Report of Independent Registered Public Accounting Firm - (PCAOB - ID | F-3 | ||||
Consolidated Statement of Comprehensive Income for the Years ended December 31, 2025, 2024 and 2023 | F-6 | ||||
Consolidated Statement of Financial Position as of December 31, 2025 and 2024 | F-8 | ||||
Consolidated Statement of Changes in Equity for the Years ended December 31, 2025, 2024 and 2023 | F-9 | ||||
Consolidated Statement of Cash Flows for the Years ended December 31, 2025, 2024 and 2023 | F-12 | ||||
Notes to the Consolidated Financial Statements | F-14 | ||||
F-1
Globant S.A. | ||||||||
Consolidated Financial Statements as of December 31, 2025 and December 31, 2024 and for each of the three years in the period ended December 31, 2025 | ||||||||
F-2
Report of Independent Registered Public Accounting Firm
To the Board of Directors and Shareholders of Globant S.A.
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated statements of financial position of Globant S.A. and its subsidiaries (the “Company”) as of December 31, 2025 and 2024, and the related consolidated statements of comprehensive income, of changes in equity and of cash flows for each of the three years in the period ended December 31, 2025, including the related notes (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025 in conformity with IFRS Accounting Standards as issued by the International Accounting Standards Board. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Annual Report on Internal Control over Financial Reporting appearing under Item 15. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
F-3
As described in Management’s Annual Report on Internal Control over Financial Reporting, management has excluded Omni.Pro from its assessment of internal control over financial reporting as of December 31, 2025 because it was acquired by the Company in a purchase business combination during 2025. We have also excluded Omni.Pro from our audit of internal control over financial reporting. Omni.Pro is a wholly-owned subsidiary whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting represent approximately 0.3% and 0.6%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2025.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the consolidated financial statements that were communicated or required to be communicated to the audit committee and that (i) relate to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Business Combinations – Valuation of Customer Relationships
As described in Notes 4 and 26.1 to the consolidated financial statements, the Company completed one (1) business combination for net consideration of $63.1 million during the year ended December 31, 2025, of which approximately $13.4 million was allocated to customer relationship intangible asset. In addition, as described in note 26.8 to the consolidated financial statements, the Company completed the fair value determination for certain acquisitions made during the year ended December 31, 2024 within the measurement period, which resulted in $89.3 million additional intangible assets recognized, of which approximately $83.9 million was allocated to customer relationship intangible asset. Fair value is estimated by management using a multi-period excess earnings method for customer relationships. Management’s cash flow projections for the intangible assets acquired included significant judgments and assumptions relating to revenue growth rates, customer attrition rates, and discount rates for customer relationships.
The principal considerations for our determination that performing procedures relating to the valuation of customer relationships is a critical audit matter are (i) the significant judgment by management when developing the fair value estimate of the customer relationships; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue growth rates, customer attrition rates and discount rates for customer relationships; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
F-4
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the business combinations, including controls over management’s valuation of the customer relationships. These procedures also included, among others, (i) reading the purchase agreement; (ii) testing management’s process for developing the fair value estimate of the customer relationships; and (iii) evaluating the reasonableness of the significant assumptions used by management related to revenue growth rates, customer attrition rates and discount rates for customer relationships. Evaluating management’s assumptions related to revenue growth rates and customer attrition rates for customer relationships involved evaluating whether the assumptions used by management were reasonable considering (i) current and past performance of the businesses; (ii) consistency with external market and industry data; and (iii) consistency with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the multi-period excess earnings method and (ii) the reasonableness of the discount rate assumption for customer relationships.
Goodwill Impairment Assessment
As described in Notes 3.10, 4 and 26.1 to the consolidated financial statements, the Company’s consolidated goodwill balance was $1,601.5 million as of December 31, 2025. The Company evaluates goodwill for impairment at least annually or more frequently when there is an indication that the cash generating unit ("CGU") may be impaired. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The Company measures the CGU based on value-in-use calculation, which requires the use of significant assumptions related to revenue growth, gross margin, terminal growth rate, and discount rate.
The principal considerations for our determination that performing procedures relating to the goodwill impairment assessment is a critical audit matter are (i) the significant judgment by management when developing the value-in-use calculations of the CGU; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating management’s significant assumptions related to revenue growth, gross margin, terminal growth rate, and discount rate; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s goodwill impairment assessment, including controls over the valuation of the Company’s CGU. These procedures also included, among others (i) testing management’s process for developing the value-in-use of the CGU; (ii) evaluating the appropriateness of the discounted cash flow model used by management; (iii) testing the completeness and accuracy of underlying data used in the discounted cash flow model; and (iv) evaluating the reasonableness of the significant assumptions used by management related to revenue growth, gross margin, terminal growth rate, and discount rate. Evaluating management’s assumptions related to revenue growth, gross margin and terminal growth rate involved evaluating whether the assumptions used by management were reasonable considering (i) current and past performance of the CGU; (ii) consistency with external market and industry data; and (iii) consistency with evidence obtained in other areas of the audit. Professionals with specialized skill and knowledge were used to assist in evaluating (i) the appropriateness of the discounted cash flow model and (ii) the reasonableness of the discount rate assumption.
/s/ PRICE WATERHOUSE & CO. S.R.L.
/s/ Alejandro Javier Rosa (Partner)
February 27, 2026
We have served as the Company’s auditor since 2020.
F-5
GLOBANT S.A.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2025, 2024 AND 2023
(in thousands of U.S. dollars, except per share amounts)
| For the year ended December 31, | ||||||||||||||||||||||||||
| Notes | 2025 | 2024 | 2023 | |||||||||||||||||||||||
| Revenues | 5 | |||||||||||||||||||||||||
| Cost of revenues | 6.1 | ( | ( | ( | ||||||||||||||||||||||
| Gross profit | ||||||||||||||||||||||||||
| Selling, general and administrative expenses | 6.2 | ( | ( | ( | ||||||||||||||||||||||
| Net impairment losses on financial assets | 13 | ( | ( | ( | ||||||||||||||||||||||
| Business optimization costs | 32.1 | ( | ||||||||||||||||||||||||
| Other operating income and expenses, net | ( | |||||||||||||||||||||||||
| Profit from operations | ||||||||||||||||||||||||||
| Finance income | 7 | |||||||||||||||||||||||||
| Finance expense | 7 | ( | ( | ( | ||||||||||||||||||||||
| Other financial results, net | 7 | |||||||||||||||||||||||||
| Financial results, net | ( | ( | ( | |||||||||||||||||||||||
| Share of results of investment in associates | 12.2 | |||||||||||||||||||||||||
| Other income and expenses, net | 8 | ( | ||||||||||||||||||||||||
| Profit before income tax | ||||||||||||||||||||||||||
| Income tax | 9.1 | ( | ( | ( | ||||||||||||||||||||||
| Net income for the year | ||||||||||||||||||||||||||
| Other comprehensive income (loss) net of income tax effects | ||||||||||||||||||||||||||
| Items that may be reclassified subsequently to profit or loss: | ||||||||||||||||||||||||||
| - Exchange differences on translating foreign operations | ( | ( | ||||||||||||||||||||||||
| - Net change in fair value on financial assets measured at FVOCI | ( | |||||||||||||||||||||||||
| - Gains and losses on cash flow hedges | ( | |||||||||||||||||||||||||
| Total other comprehensive income (loss) | ( | ( | ||||||||||||||||||||||||
| Total comprehensive income for the year | ||||||||||||||||||||||||||
| Net income (loss) attributable to: | ||||||||||||||||||||||||||
| Owners of the Company | ||||||||||||||||||||||||||
| Non-controlling interest | ( | |||||||||||||||||||||||||
| Net income for the year | ||||||||||||||||||||||||||
| Total comprehensive income for the year attributable to: | ||||||||||||||||||||||||||
| Owners of the Company | ||||||||||||||||||||||||||
| Non-controlling interest | ||||||||||||||||||||||||||
| Total comprehensive income for the year | ||||||||||||||||||||||||||
F-6
GLOBANT S.A.
CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2025, 2024 AND 2023
(in thousands of U.S. dollars, except per share amounts)
| For the year ended December 31, | ||||||||||||||||||||||||||
| Notes | 2025 | 2024 | 2023 | |||||||||||||||||||||||
| Earnings per share | ||||||||||||||||||||||||||
| Basic | 10 | |||||||||||||||||||||||||
| Diluted | 10 | |||||||||||||||||||||||||
| Weighted average of outstanding shares (in thousands) | ||||||||||||||||||||||||||
| Basic | 10 | |||||||||||||||||||||||||
| Diluted | 10 | |||||||||||||||||||||||||
The accompanying notes 1 to 34 are an integral part of these consolidated financial statements
F-7
GLOBANT S.A.
CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS OF DECEMBER 31, 2025 AND 2024
(in thousands of U.S. dollars)
| As of December 31, | ||||||||||||||||||||
| Notes | 2025 | 2024 | ||||||||||||||||||
| ASSETS | ||||||||||||||||||||
| Current assets | ||||||||||||||||||||
| Cash and cash equivalents | 11 | |||||||||||||||||||
| Investments | 12.1 | |||||||||||||||||||
| Trade receivables | 13 | |||||||||||||||||||
| Other assets | 17 | |||||||||||||||||||
| Other receivables | 14 | |||||||||||||||||||
| Other financial assets | 18 | |||||||||||||||||||
| Total current assets | ||||||||||||||||||||
| Non-current assets | ||||||||||||||||||||
| Investments | 12.1 | |||||||||||||||||||
| Other assets | 17 | |||||||||||||||||||
| Other receivables | 14 | |||||||||||||||||||
| Deferred tax assets | 9.2 | |||||||||||||||||||
| Investment in associates | 12.2 | |||||||||||||||||||
| Other financial assets | 18 | |||||||||||||||||||
| Property and equipment | 15 | |||||||||||||||||||
| Intangible assets | 16 | |||||||||||||||||||
| Right-of-use asset | 28 | |||||||||||||||||||
| Goodwill | 26.1 | |||||||||||||||||||
| Total non-current assets | ||||||||||||||||||||
| TOTAL ASSETS | ||||||||||||||||||||
| LIABILITIES | ||||||||||||||||||||
| Current liabilities | ||||||||||||||||||||
| Trade payables | 19 | |||||||||||||||||||
| Payroll and social security taxes payable | 20 | |||||||||||||||||||
| Borrowings | 21 | |||||||||||||||||||
| Other financial liabilities | 18 | |||||||||||||||||||
| Lease liabilities | 28 | |||||||||||||||||||
| Tax liabilities | 22 | |||||||||||||||||||
| Income tax payable | ||||||||||||||||||||
| Other liabilities | ||||||||||||||||||||
| Total current liabilities | ||||||||||||||||||||
| Non-current liabilities | ||||||||||||||||||||
| Trade payables | 19 | |||||||||||||||||||
| Borrowings | 21 | |||||||||||||||||||
| Other financial liabilities | 18 | |||||||||||||||||||
| Lease liabilities | 28 | |||||||||||||||||||
| Income tax payable | ||||||||||||||||||||
| Deferred tax liabilities | 9.2 | |||||||||||||||||||
| Payroll and social security taxes payable | 20 | |||||||||||||||||||
| Contingent liabilities | 23 | |||||||||||||||||||
| Total non-current liabilities | ||||||||||||||||||||
| TOTAL LIABILITIES | ||||||||||||||||||||
| Capital and reserves | ||||||||||||||||||||
| Issued capital | ||||||||||||||||||||
| Additional paid-in capital | ||||||||||||||||||||
| Other reserves | ( | ( | ||||||||||||||||||
| Retained earnings | ||||||||||||||||||||
| Total equity attributable to owners of the Company | ||||||||||||||||||||
| Non-controlling interests | ||||||||||||||||||||
| Total equity | ||||||||||||||||||||
| TOTAL EQUITY AND LIABILITIES | ||||||||||||||||||||
The accompanying notes 1 to 34 are an integral part of these consolidated financial statements
F-8
GLOBANT S.A.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2025, 2024 AND 2023
(in thousands of U.S. dollars except number of shares issued)
Number of Shares Issued (1) | Issued capital | Additional paid-in capital | Retained earnings | Foreign currency translation reserve | Investment revaluation reserve and cash flow hedge reserve | Attributable to owners of the Parent | Non-controlling interests | Total | ||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at January 1, 2023 | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of shares under share-based compensation plan (see note 30.1) | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of shares under ESPP plan (note 25.4) | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of shares under subscription agreement (see note 30.1) | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation plan (see note 25) | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Repurchase of shares (note 25.4) | ( | ( | ( | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Put option over non-controlling interest (note 3.13.3) | — | — | ( | — | — | — | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Non-controlling interest arising on a business combination (note 26) | — | — | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income (loss) for the year | — | — | — | — | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Net income for the year | — | — | — | — | — | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2023 | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
F-9
GLOBANT S.A.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2025, 2024 AND 2023
(in thousands of U.S. dollars except number of shares issued)
Number of Shares Issued (1) | Issued capital | Additional paid-in capital | Retained earnings | Foreign currency translation reserve | Investment revaluation reserve and cash flow hedge reserve | Attributable to owners of the Parent | Non-controlling interests | Total | ||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at January 1, 2024 | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of shares under share-based compensation plan (see note 30.1) | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of shares under ESPP plan (note 25.4) | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of shares under subscription agreement (see note 30.1) | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation plan (see note 25) | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Repurchase of shares (note 25.4) | ( | ( | ( | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Remeasurement of Call/Put option over non-controlling interest (note 18) | — | — | ( | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Put option over non-controlling interest (note 3.13.3) | — | — | — | — | — | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income (loss) for the year | — | — | — | — | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||
| Net income for the year | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2024 | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
F-10
GLOBANT S.A.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2025, 2024 AND 2023
(in thousands of U.S. dollars except number of shares issued)
Number of Shares Issued (1) | Issued capital | Additional paid-in capital | Retained earnings | Foreign currency translation reserve | Investment revaluation reserve and cash flow hedge reserve | Attributable to owners of the Parent | Non-controlling interest | Total | ||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at January 1, 2025 | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of shares under share-based compensation plan (see note 30.1) | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of shares under ESPP plan (note 25.4) | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Issuance of shares under subscription agreement (see note 30.1) | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||||
| Share-based compensation plan (see note 25) | — | — | — | — | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Repurchase of shares (note 30.3) | ( | ( | ( | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Remeasurement of Call/Put option over non-controlling interest (note 18) | — | — | ( | — | — | — | ( | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Put option over non-controlling interest (note 3.13.3) | — | — | — | — | — | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Dividends payable to non-controlling interests | — | — | — | — | — | — | — | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||||
| Other comprehensive income (loss) for the year | — | — | — | — | ( | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Net income for the year | — | — | — | — | — | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Balance at December 31, 2025 | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
(1) All shares are issued, authorized and fully paid. Each share is issued at a nominal value of $1.20 per share and entitles to one vote.
The accompanying notes 1 to 34 are an integral part of these consolidated financial statements
F-11
GLOBANT S.A.
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2025, 2024 AND 2023
(in thousands of U.S. dollars)
| For the year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Cash flows from operating activities | ||||||||||||||||||||
| Net income for the year | ||||||||||||||||||||
| Adjustments to reconcile net income for the year to net cash flows from operating activities: | ||||||||||||||||||||
| Share-based compensation expense | ||||||||||||||||||||
| Current income tax (note 9.1) | ||||||||||||||||||||
| Deferred income tax (note 9.1) | ( | ( | ( | |||||||||||||||||
| Depreciation of property and equipment (note 15) | ||||||||||||||||||||
| Depreciation of right-of-use assets (note 28) | ||||||||||||||||||||
| Amortization of intangible assets (note 16) | ||||||||||||||||||||
| Impairment/(Reversal) of intangible assets, net (note 16) | ( | |||||||||||||||||||
| Net impairment losses on financial assets | ||||||||||||||||||||
| Reversal for claims and lawsuits (note 23) | ( | ( | ( | |||||||||||||||||
| Loss (gain) on remeasurement of contingent consideration and liabilities in installments (note 8) | ( | ( | ||||||||||||||||||
| Gain on transactions with bonds (note 7) | ( | ( | ( | |||||||||||||||||
| Accrued interest | ||||||||||||||||||||
| Interest received | ||||||||||||||||||||
| Net gain arising on financial assets measured at FVPL | ( | ( | ( | |||||||||||||||||
| Net (gain) loss arising on financial assets measured at FVOCI | ( | ( | ||||||||||||||||||
| Exchange differences | ( | |||||||||||||||||||
| Share of results of investment in associates | ( | ( | ( | |||||||||||||||||
| Payments related to forward and future contracts | ( | ( | ( | |||||||||||||||||
| Proceeds related to forward and future contracts | ||||||||||||||||||||
| Payments of remeasured earn-outs related to acquisition of business | ( | ( | ( | |||||||||||||||||
| Gain arising from sale of cryptocurrency | ( | |||||||||||||||||||
| Net impairment losses on investments in convertible notes | ||||||||||||||||||||
| Loss (gain) arising from lease disposals | ( | |||||||||||||||||||
| Loss arising from property and equipment and intangibles derecognition | ||||||||||||||||||||
| Changes in working capital: | ||||||||||||||||||||
| Net decrease (increase) in trade receivables | ( | ( | ||||||||||||||||||
| Net (increase) decrease in other receivables | ( | ( | ||||||||||||||||||
| Net (increase) decrease in other assets | ( | ( | ||||||||||||||||||
Net (decrease) increase in trade payables (4) | ( | ( | ||||||||||||||||||
| Net (decrease) increase in payroll and social security taxes payable | ( | ( | ||||||||||||||||||
| Net decrease in tax liabilities | ( | ( | ( | |||||||||||||||||
| Utilization of provision for contingent liabilities (note 23) | ( | ( | ( | |||||||||||||||||
| Income tax paid | ( | ( | ( | |||||||||||||||||
| Net cash provided by operating activities | ||||||||||||||||||||
| Cash flows from investing activities | ||||||||||||||||||||
Cash outflows for property and equipment (2) | ( | ( | ( | |||||||||||||||||
| Proceeds from sale of cryptocurrency | ||||||||||||||||||||
Cash outflows for intangible assets (3) | ( | ( | ( | |||||||||||||||||
| Acquisition of investment in sovereign bonds | ( | ( | ( | |||||||||||||||||
| Proceeds from investment in sovereign bonds | ||||||||||||||||||||
| Payments related to forward and future contracts | ( | ( | ( | |||||||||||||||||
| Proceeds related to forward and future contracts | ||||||||||||||||||||
| Acquisition of investments measured at FVPL | ( | ( | ( | |||||||||||||||||
| Proceeds from investments measured at FVPL | ||||||||||||||||||||
| Acquisition of investments measured at FVOCI | ( | ( | ( | |||||||||||||||||
| Proceeds from investments measured at FVOCI | ||||||||||||||||||||
| Proceeds from sale of equity instruments | ||||||||||||||||||||
| Payments to acquire equity instruments | ( | ( | ( | |||||||||||||||||
| Dividends from investments in associates | ||||||||||||||||||||
| Acquisition of investment in convertible notes (note 29) | ( | ( | ( | |||||||||||||||||
| Collection of investments in convertible notes | ||||||||||||||||||||
Acquisition of business, net of cash (note 26) (1) | ( | ( | ( | |||||||||||||||||
| Payments of earn-outs related to acquisition of business | ( | ( | ( | |||||||||||||||||
| Net cash used in investing activities | ( | ( | ( | |||||||||||||||||
F-12
GLOBANT S.A.
CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2025, 2024 AND 2023
(in thousands of U.S. dollars)
| For the year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Cash flows from financing activities | ||||||||||||||||||||
| Proceeds from the issuance of shares under the share-based compensation plan (note 30.1) | ||||||||||||||||||||
| Proceeds from the issuance of shares under the ESPP plan | ||||||||||||||||||||
| Repurchase of shares | ( | ( | ( | |||||||||||||||||
| Payment of call/put-option over non-controlling interest | ( | ( | ( | |||||||||||||||||
| Proceeds from borrowings (note 21) | ||||||||||||||||||||
| Repayment of borrowings (note 21) | ( | ( | ( | |||||||||||||||||
| Payments of principal portion of lease liabilities (note 28) | ( | ( | ( | |||||||||||||||||
| Payments of lease liabilities interest (note 28) | ( | ( | ( | |||||||||||||||||
| Interest paid (note 21) | ( | ( | ( | |||||||||||||||||
| Payments of installments related to acquisition of business | ( | ( | ( | |||||||||||||||||
| Net cash (used in) provided by financing activities | ( | ( | ||||||||||||||||||
| Increase (Decrease) in cash and cash equivalents | ( | |||||||||||||||||||
| Cash and cash equivalents at beginning of the year | ||||||||||||||||||||
| Effect of exchange rate changes on cash and cash equivalents | ( | ( | ||||||||||||||||||
| Cash and cash equivalents at end of the year | ||||||||||||||||||||
(1) Cash paid for assets acquired and liabilities assumed in the acquisition of subsidiaries net of cash acquired (note 26) :
| Supplemental information | ||||||||||||||||||||
| Cash paid | ||||||||||||||||||||
| Less: cash and cash equivalents acquired | ( | ( | ( | |||||||||||||||||
| Total consideration paid net of cash and cash equivalents acquired | ||||||||||||||||||||
(2)In 2025, 2024 and 2023, there were 337 , 1,437 and 1,741 of acquisition of property and equipment financed with trade payables, respectively. In 2025, 2024 and 2023, the Company paid 1,437 , 1,741 and 16,225 related to property and equipment acquired in 2024, 2023 and 2022, respectively.
(3)In 2025, 2024 and 2023 there were 845 , 5,886 and 132 of acquisition of intangibles financed with trade payables, respectively. In 2025, 2024 and 2023 , the Company paid 5,886 , 132 and 1,984 related to intangibles acquired in 2024, 2023 and 2022, respectively.
(4)In 2025, 2024 and 2023 there were 3,712 , 26,375 and 29,422 liabilities assumed through business acquisitions, respectively (note 26).
The accompanying notes 1 to 34 are an integral part of these consolidated financial statements
F-13
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 1 – COMPANY OVERVIEW AND BASIS OF PRESENTATION
Globant S.A. is a digitally native company organized in the Grand Duchy of Luxembourg, primarily engaged in helping organizations to reinvent themselves and unleash their potential (hereinafter the “Company” or “Globant” or “Globant Group”). Globant is the place where innovation, design and engineering meet scale.
The Company's principal operating subsidiaries and countries of incorporation as of December 31, 2025 were the following:
| Country | Company | ||||
| Argentina | Sistemas Globales S.A. | ||||
| Brazil | Globant Brasil Consultoria Ltda. | ||||
| Chile | Sistemas Globales Chile Asesorías S.p.A. | ||||
| Colombia | Sistemas Colombia S.A.S. | ||||
| France | Globant France S.A.S. | ||||
| India | Globant India Private Limited. | ||||
| Italy | Sysdata S.p.A. | ||||
| Mexico | IAFH Globant IT Mexico S. de R.L. de C.V. | ||||
| Peru | Globant Peru S.A.C. | ||||
| Saudi Arabia | Globant Arabia Limited | ||||
| Spain | Software Product Creation S.L. | ||||
| Spain | Sports Reinvention Entertainment Group S.L | ||||
| United Kingdom | Globant UK Ltd | ||||
| United States of America | Globant LLC | ||||
| United States of America | GUT Agency LLC | ||||
| United States of America | W2 Holdings, LLC | ||||
| Uruguay | Sistemas Globales Uruguay S.A. | ||||
The Company also has centers of software engineering talent and educational excellence, primarily across Latin America.
Most of the revenues are generated through subsidiaries located in the U.S. The Company's workforce is mainly located in Latin America and to a lesser extent in India, Europe and the U.S.
The Company's registered office address is 37A Avenue J.F. Kennedy L-1855, Luxembourg.
NOTE 2 – BASIS OF PREPARATION OF THESE CONSOLIDATED FINANCIAL STATEMENTS
2.1 – Application of new and revised International Financial Reporting Standards
•Adoption of new and revised standards
The Company has adopted all of the new and revised standards and interpretations issued by the IASB that are relevant to its operations and that are mandatorily effective at December 31, 2025. The impact of the new and revised standards and interpretations mentioned on these consolidated financial statements is described as follows.
F-14
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
The Company has adopted the following standards and interpretation that became applicable for annual periods commencing on or after January 1, 2025:
| Amendments to IAS 21 | Lack of exchangeability | ||||
Those amendments did not have any material impact on the Company's accounting policies and did not require retrospective adjustments.
•New accounting pronouncements
The Company has not applied the following new and revised IFRSs that have been issued but are not yet mandatorily effective:
| IFRS 18 | Presentation and Disclosures in Financial Statements (1) | ||||
Annual improvements to IFRS Accounting Standards | Volume 11 (2) | ||||
| Amendments IFRS 9 and IFRS 7 | Classification and measurement of financial instruments (2) | ||||
1 Effective for annual reporting periods beginning on or after January 1, 2027. Earlier application is permitted.
2 Effective for annual reporting periods beginning on or after January 1, 2026. Earlier application is permitted.
• On April 9, 2024 IASB issued Presentation and Disclosures in Financial Statements (IFRS 18) to include requirements for the presentation and disclosure of information in financial statements.
In April 2024, the IASB issued IFRS 18 in response to investors’ concerns about comparability and transparency of entities’ performance reporting. IFRS 18 replaces IAS 1 Presentation of Financial Statements. The standard introduces new requirements for presentation within the statement of profit or loss, including specified totals and subtotals. Furthermore, entities are required to classify all income and expenses within the statement of profit or loss into one of five categories: operating, investing, financing, income taxes and discontinued operations, whereof the first three are new. Also, the standard requires disclosure of ‘management-defined performance measures’.
IFRS 18 is effective from 1 January 2027 and has not yet been adopted. The Company is in the process of determining the impact of applying IFRS 18 in its consolidated financial statements and planning to apply IFRS 18 in its interim financial statements for the period ending 31 March 2027 and annual consolidated financial statements for the period ending 31 December 2027.
• On July 18, 2024 IASB issued the amendments listed below as part of the 'Annual improvements to IFRS Accounting Standards - Volume 11'.
| Amendments to IFRS 7 | Gain or loss on derecognition | ||||
| Amendments to IFRS 7 | Disclosure of deferred difference between fair value and transaction price | ||||
| Amendments to IFRS 7 | Introduction and credit risk disclosures | ||||
| Amendments to IFRS 9 | Lessee derecognition of lease liabilities | ||||
| Amendments to IFRS 9 | Transaction price | ||||
| Amendments to IFRS 10 | Determination of a ‘de facto agent' | ||||
| Amendments to IFRS 7 | Cost method | ||||
The management of the Company does not anticipate that the application of these amendments will have a material impact on the Company's consolidated financial statements. These amendments are effective for annual periods beginning on or after January 1, 2026. Earlier application is permitted. The Company has not opted for early application.
F-15
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
• On May 30, 2024 IASB issued Amendments IFRS 9 and IFRS 7 regarding the classification and measurement of financial instruments to address matters identified during the post-implementation review of the classification and measurement requirements of IFRS 9 Financial Instruments.
The management of the Company does not anticipate that the application of this amendment will have a material impact on the Company's consolidated financial statements. This amendment is effective for annual periods beginning on or after January 1, 2026. Earlier application is permitted. The Company has not opted for early application.
2.2 – Basis of consolidation
These consolidated financial statements include the consolidated statements of financial position, comprehensive income and cash flows of the Company and its consolidated subsidiaries. Control is achieved where the company has the power over the investee; exposure, or rights, to variable returns from its involvement with the investee and the ability to use its power over the investee to affect the amount of the returns. All intercompany transactions and balances between the Company and its subsidiaries have been eliminated in the consolidation process.
Non-controlling interest in the equity of consolidated subsidiaries is identified separately. Non-controlling interest consists of the amount of that interest at the date of the original business combination and the non-controlling share of changes in equity since the date of the consolidation.
Acquired companies are accounted for under the acquisition method whereby they are included in the consolidated financial statements from their acquisition date.
NOTE 3 – SUMMARY OF MATERIAL ACCOUNTING POLICIES
3.1 – Acquisitions
Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the acquisition date fair values of the assets transferred to the Company, liabilities incurred by the Company to the former owners of the acquiree and the equity interests issued by the Company in exchange for control of the acquiree. Acquisition-related charges are recognized in profit or loss as incurred.
At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognized at their fair value, except that:
•deferred tax assets or liabilities, and assets or liabilities related to employee benefit arrangements are recognized and measured in accordance with IAS 12 Income Taxes and IAS 19 Employee Benefits respectively; and
•liabilities or equity instruments related to share-based payment arrangements of the acquiree or share-based payment arrangements of the Company entered into to replace share-based payment arrangements of the acquiree are measured in accordance with IFRS 2 Share-based Payment at the acquisition date.
Goodwill is measured as the excess of the sum of the consideration transferred, the amount of any non-controlling interests in the acquired business, and the fair value of the acquirer's previously held equity interest in the acquired business (if any) over the net of the acquisition date amounts of the identifiable assets acquired and the liabilities assumed. If, after reassessment, the net of the acquisition date amounts of the identifiable assets acquired and liabilities assumed exceeds the sum of the consideration transferred, the amount of any non-controlling interests in the acquired business and the fair value of the acquirer's previously held equity interest in the acquired business (if any), the excess is recognized immediately in profit or loss as a bargain purchase gain.
Non-controlling interests that are present ownership interests and entitle their holders to a proportionate share of the entity's net assets in the event of liquidation may be initially measured either at fair value or at the non-controlling interests' proportionate share of the recognized amounts of the acquired business identifiable net assets. The choice of measurement basis is made on a transaction-by-transaction basis.
F-16
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
When the consideration transferred by the Company in a business combination includes assets or liabilities resulting from a contingent consideration arrangement, the contingent consideration is measured at its acquisition-date fair value and included as part of the consideration transferred in a business combination. Changes in the fair value of the contingent consideration that qualify as measurement period adjustments are adjusted retrospectively, with corresponding adjustments against goodwill. Measurement period adjustments are adjustments that arise from additional information obtained during the 'measurement period' (which cannot exceed one year from the acquisition date) about facts and circumstances that existed at the acquisition date.
The subsequent accounting for changes in the fair value of the contingent consideration that do not qualify as measurement period adjustments depends on how the contingent consideration is classified. Contingent consideration that is classified as equity is not remeasured at subsequent reporting dates and its subsequent settlement is accounted for within equity. Contingent consideration that is classified as an asset or a liability is remeasured at subsequent reporting dates in accordance with IFRS 3 and IFRS 13, as appropriate, with the corresponding gain or loss being recognized in profit or loss.
When a business combination is achieved in stages, the Company's previously held equity interest in the acquiree is remeasured to its acquisition-date fair value and the resulting gain or loss, if any, is recognized in profit or loss. Amounts arising from interests in the acquiree prior to the acquisition date that have previously been recognized in other comprehensive income are reclassified to profit or loss where such treatment would be appropriate if that interest were disposed of.
Arrangements that include remuneration of former owners of the acquiree for future services are excluded of the acquisitions and will be recognized as expense during the required service period.
3.2 – Goodwill
Goodwill arising in a business combination is carried at cost as established at the acquisition date of the business less accumulated impairment losses, if any. For the purpose of impairment testing, goodwill is allocated to a unique cash generating unit (CGU).
Goodwill is not amortized and is reviewed for impairment at least annually or more frequently when there is an indication that the business may be impaired. If the recoverable amount of the business is less than its carrying amount, the impairment loss is allocated first to reduce the carrying amount of any goodwill allocated to the business and then to the other assets of the business pro-rata on the basis of the carrying amount of each asset in the business. Any impairment loss for goodwill is recognized directly in profit or loss in the consolidated statement of comprehensive income. An impairment loss recognized for goodwill is not reversed in a subsequent period.
The Company has not
3.3 – Revenue recognition
The Company generates revenue primarily from the provision of software development, testing, infrastructure management, application maintenance, outsourcing services, consultancy and Services over Platforms (SoP). SoP is a new concept for the services industry that aims to deliver digital journeys in more rapid manner providing specific platforms as a starting point and then customizing them to the specific need of the customers. Revenue is measured at the fair value of the consideration received or receivable.
The Company’s services are performed under time-and-material, fixed-price and licenses contracts. For revenues generated under time-and-material contracts, revenues are recognized as a single performance obligation satisfied over time, using an input method based on hours incurred. The majority of such revenues are billed on an hourly, daily or monthly basis whereby actual time is charged directly to the client.
F-17
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
The Company recognizes revenues from fixed-price contracts applying the input or output methods depending on the nature of the project and the agreement with the customer, recognizing revenue on the basis of the Company’s efforts to the satisfaction of the performance obligation relative to the total expected inputs to the satisfaction of the performance obligation, or recognizing revenue on the basis of direct measurements of the value to the customer of the services transferred to date relative to the remaining services promised under the contract, respectively. Each method is applied according to the characteristics of each contract and client. The inputs and outputs are selected based on how faithfully they depict the Company's performance towards complete satisfaction of the performance obligation.
These methods are followed where reasonably dependable estimates of revenues and costs can be made. Fixed-price projects generally correspond to short-term contracts. Some fixed-price contracts are recurring contracts that establish a fixed amount per month and do not require the Company to apply significant judgment in accounting for those types of contracts. In consequence, the use of estimates is only applicable for those contracts that are on-going at the year end and that are not recurring.
Reviews to these estimates may result in increases or decreases to revenues and income and are reflected in the consolidated financial statements in the periods in which they are first identified. If the estimates indicate that a contract loss will be incurred, a loss provision is recorded in the period in which the loss first becomes probable and reasonably estimable. Contract losses are determined to be the amount by which the estimated costs of the contract exceed the estimated total revenues that will be generated by the contract and are included in cost of revenues in the consolidated statement of comprehensive income. Contract losses for the periods presented in these consolidated financial statements were immaterial.
The Company provides hosted access to software applications for a license fee. The revenue from these licenses contracts is recognized at a point in time, given that the performance obligation is satisfied when the contract is signed by the customer and the Company. In some cases, as licenses resales, the Company acts as an agent because the performance obligation is to arrange for the service to be provided to the customer by another party (the owner of the software applications). Consequently, the revenue is measured as the amount of the commission, which is the net amount of consideration that the Company retains after paying the other party the consideration received in exchange for the services to be provided by that party.
3.4 – Leases
The Company recognizes a right-of-use asset and a corresponding lease liability with respect to all lease arrangements in which it is the lessee, except for short-term leases (leases with a lease term of 12 months or less) and leases of low value assets (assets with a value of 5 or less when new). For these leases, the Company recognizes the lease payments as an operating expense on a straight line basis over the term of the lease unless another systematic basis is more representative of the time pattern in which economic benefits from the leased assets are consumed.
Assets and liabilities arising from a lease are initially measured on a present value basis. Lease liabilities include the net present value of the following lease payments:
•fixed payments, less any lease incentives receivable;
•variable lease payments that are based on an index or a rate;
•payments of penalties for terminating the lease, if the lease term reflects the lessee exercising that option.
The lease payments are discounted using the interest rate implicit in the lease. If that rate cannot be determined, the lessee's incremental borrowing rate is used, being the rate that the lessee would have to pay to borrow the funds necessary to obtain an asset of similar value in a similar economic environment with similar terms and conditions.
The Company remeasures the lease liability (and makes a corresponding adjustment to the related right–of–use asset) whenever:
1.the lease term has changed or there is a change in the assessment of exercise of a purchase option, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate.
2.the lease payments change due to changes in an index or rate or a change in expected payment under a guaranteed residual value, in which cases the lease liability is remeasured by discounting the revised lease payments using the initial discount rate (unless the lease payments change is due to a change in a floating interest rate, in which case a revised discount rate is used).
F-18
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
3.a lease contract is modified and the lease modification is not accounted for as a separate lease, in which case the lease liability is remeasured by discounting the revised lease payments using a revised discount rate.
The Company made adjustments related to leases that are subject to changes in the consumer price index. As of December 31, 2025 and 2024, such adjustments amounted to 3,556 and 6,201 respectively.
Right-of-use asset are measured at cost comprising the following:
•the amount of the initial measurement of lease liability;
•any lease payments made at or before the commencement date less any lease incentives received;
•any initial direct costs and restoration costs.
Right-of-use assets are subsequently measured at cost less accumulated depreciation and impairment losses.
Whenever the Company incurs an obligation for costs to dismantle and remove a leased asset, restore the site on which it is located or restore the underlying asset to the condition required by the terms and conditions of the lease, a provision is recognized and measured under IAS 37. The costs are included in the related right–of-use asset.
The right-of-use assets are presented as a separate line in the consolidated statement of financial position.
The Company applies IAS 36 Impairment of Assets to determine whether a right-of-use asset is impaired and accounts for any identified impairment loss as described in note 3.10.
3.5 – Foreign currencies
The functional currency of the Company and most of its subsidiaries is the U.S. dollar, except for some subsidiaries where their functional currency is their respective local currency considering it is the primary economic environment in which the subsidiary operates.
In preparing these consolidated financial statements, transactions in currencies other than the functional currency (“foreign currencies”) are recognized at the rates of exchange prevailing at the dates of the transactions. At the end of each reporting period, monetary items denominated in foreign currencies are translated at the rates prevailing at that date. Non-monetary items that are measured in terms of historical cost in a foreign currency are kept at the original translated cost. Exchange differences are recognized in profit and loss in the period in which they arise.
In the case of the subsidiaries with a functional currency other than the U.S. dollar, assets and liabilities are translated at current exchange closing rates at the date of that balance sheet, while income and expense are translated at the date of the transaction rate. The resulting foreign currency translation adjustment is recorded as a separate component of accumulated other comprehensive income (loss) in equity.
Accounting standards are applied on the assumption that the value of money (the unit of measurement) is constant over time. However, when the rate of inflation is no longer negligible, a number of issues arise impacting the true and fair nature of the accounts of entities that prepare their financial statements on a historical cost basis. To address such issues, entities apply IAS 29 Financial Reporting in Hyperinflationary Economies from the beginning of the period in which the existence of hyperinflation is identified. Based on the statistics published on July 17, 2018, Argentina's economy started to be considered hyperinflationary. The Company assessed that the effects of inflation are not material to the financial statements, since the most significant Argentine subsidiaries have the U.S. dollars as their functional currency.
F-19
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2020 and 2019 and for the three years in the period ended December 31, 2020
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
3.6 – Borrowing costs
The Company does not have borrowings attributable to the construction or production of assets. All borrowing costs are recognized in profit and loss under finance loss.
3.7 – Taxation
3.7.1 – Income taxes – current and deferred
Income tax expense represents the estimated sum of income tax payable, global minimum tax and deferred tax.
3.7.1.1 – Current income tax
The current income tax payable is the sum of the income tax determined in each taxable jurisdiction, in accordance with their respective income tax regimes.
Taxable profit differs from profit as reported in the consolidated statement of comprehensive income because taxable profit excludes items of income or expense that are taxable or deductible in future years and it further excludes items that are never taxable or deductible. The Company's liability for current income tax is calculated using tax rates that have been enacted or substantively enacted as of the date of issuance. The current income tax charge is calculated on the basis of the tax laws in force in the countries in which the consolidated entities operate.
Globant S.A, is subject to a corporate income tax rate of 16.00% on taxable income exceeding EUR 200, leading to an overall tax rate of 23.87 % in Luxembourg (taking into account the solidarity surtax of 7.00% on the CIT rate, and including the 6.75% municipal business tax rate applicable). This tax rate applies for the fiscal year beginning on the 1st January 2025 as per the Luxembourg Chamber of Deputies resolution of December 11, 2024. For the fiscal year 2024, the effective overall tax rate for a company established in Luxembourg City with taxable income exceeding EUR 200 was 24.94 % due to a corporate income tax rate of 17%.
The holding companies located in Spain elected to be included in the Spanish special tax regime for entities having substantially all of their operations outside of Spain, known as “Empresas Tenedoras de Valores en el Exterior” (“ETVE”). Globant España S.A was registered in 2008. Under the ETVE regime, dividends distributed from its foreign subsidiaries as well as any gain resulting from disposal are subject to 95% of tax exemption effective from January 1st, 2020. In order to be entitled to the benefit, among other requirements, the main activity of the entities must be the administration and management of equity instruments from non-Spanish entities and such entities must be subject to a tax regime similar to that applicable in Spain for non-ETVEs companies. As of December 31, 2025 and 2024, the Spanish Holding companies received dividends distributions for 37,858 and 183,666 , respectively.
Starting fiscal year 2021, Argentina has progressive system of corporate income tax rates ranging from 25% to 35% .
On May 22, 2019, the Argentine Congress enacted Law No. 27,506 ("Ley de Economía del Conocimiento"), which provides a promotional regime for the Knowledge Economy, which was modified by means of Law No. 27,570, published on October 26, 2020 ("Knowledge based Economy Law"). The Knowledge based Economy Law is valid from January 1, 2020 until December 31, 2029, and aims to promote economic activities that apply knowledge and digitization of information, supported by advances in science and technology, to obtain goods and services and improve processes.
The beneficiaries of the regime will enjoy the following benefits:
– Stability in the enjoyment of benefits.
– Beneficiaries who carry exports within the promoted activity, are not subject to any withholding and/or collection VAT regimes.
– A reduced corporate income tax rate applied to the promoted activities. The reduction is applied on the general tax rate as follows: (i) 60% for micro and small enterprises, (ii) 40% for medium-sized enterprises, and (iii) 20% for large enterprises.
– In addition, beneficiaries will be allowed to deduct as an expense, the withholding tax paid of foreign taxes, if the taxed income constitutes an Argentine source of income.
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
– A non-transferable tax credit of up to 70% of amounts paid for certain social security taxes (contributions) for the employees associated with the promoted activities. The credit may be offset against value-added tax liabilities within 24 months of its issuance. The credit will be increased to 80% to newly-onboarded employees if they comply with some specific considerations.
- The beneficiaries that export at least 70% of its annual sales originated in the promoted activities, will be allowed to transfer for one time the credit, up to an amount equivalent to the percentage of exports for each period
– A 0% rate of export duties applicable to the export of services promoted by the Law.
The entities, BSF S.A., IAFH Global S.A. and Sistemas Globales S.A., were approved as beneficiaries of the Knowledge Economic Law by the Subsecretary of Knowledge Economy.
The benefits are subject to an annual amount determined in the annual national budget in Argentine Pesos.
The Company’s Uruguayan subsidiary Sistemas Globales Uruguay S.A. is domiciled in a tax free zone and has an indefinite tax relief of 100% of the income tax rate and an exemption from VAT. Since January 2024, Globant has been subject to the Global Minimum Tax regulation which affects the exemption granted by the tax free zone regime, generating a tax expense limited to 15% at Effective tax Rate level. In addition, on December 16, 2025 Uruguay has adopted the Domestic Minimum Top-up Tax under Law No. 20.446, in compliance with the OECD’s Pillar Two model rules which are effective for fiscal years ending on or after December 16, 2025. Therefore, is applicable for this year reporting.
3.7.1.2 – Deferred tax
Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for all taxable temporary differences, and deferred tax assets including tax loss carry forwards are generally recognized for all deductible temporary differences to the extent that it is probable that taxable profits will be available against which those deductible temporary differences can be utilized. Such deferred assets and liabilities are not recognized if the temporary difference arises from the initial recognition of goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit.
Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries, except where the entities are able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognized to the extent that it is probable that there will be sufficient taxable profits against which to utilize the benefits of the temporary differences and they are expected to reverse in the foreseeable future. The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset realized, based on tax rates (and tax laws) that have been enacted or substantively enacted by the balance sheet date. The measurement of deferred tax liabilities and assets reflects the tax consequences that would follow from the manner in which the Company expects, at the reporting date, to recover or settle the carrying amount of its assets and liabilities.
Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the same taxation authority and the Company intends to settle its current tax assets and liabilities on a net basis.
Current and deferred tax are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognized in other comprehensive income or directly in equity respectively. The Company has not recorded any current or deferred income tax in other comprehensive income or equity in any each of the years presented, except for deferred income tax arising from the share-based compensation plan, for the deferred income tax arising from hedge instruments and for the translation of deferred tax assets and liabilities arising from subsidiaries with functional currencies other than U.S. dollar.
F-21
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
Where current tax or deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.
Under IFRS, deferred income tax assets (liabilities) are classified as non-current assets (liabilities).
3.7.1.3 – Uncertain tax treatments
The Company determines the accounting for tax position when there is uncertainty over income tax treatments as follows. First, the Company determines whether uncertain tax positions are assessed separately or as a group; and then, the Company assesses whether it is probable that a tax authority will accept an uncertain tax treatment used, or proposed to be used, by an entity in its income tax filings. If yes, the Company determines its accounting tax position consistently with the tax treatment used or planned to be used in its income tax filings. If not, the Company reflects the effect of uncertainty in determining its accounting tax position using either the most likely amount or the expected value method. The Company discloses in note to the consolidated financial statements certain matters related to the interpretation of income tax laws for which there is a possibility that a loss may have been incurred.
As of December 31, 2024, there are certain matters related to the interpretation of income tax laws for which there is a possibility that a loss may have been incurred (assessed as not probable), as of the date of the financial statements in accordance with IFRIC 23 in an amount of 8,186 , related to assessments for the fiscal years 2018 to 2024. No formal claim has been made for fiscal years within the statute of limitation by Tax authorities in any of the mentioned matters, however those years are still subject to audit and claims may be asserted in the future. As of December 31, 2025, there are no uncertain tax treatments to be informed due to the fact that the Argentinian companies have taken the obligation to pay to their shareholder the share-based compensation plans.
3.7.1.4 – OECD Pillar Two model rules
The Group is within the scope of the OECD Pillar Two model rules. Pillar Two legislation (Global minimum tax) was enacted in Luxembourg, the location of the Group's ultimate parent entity on December 22, 2023, by Law A864 that transposed the Council Directive (EU) 2022/2523 of December 15, 2022. It came into effect for the Group's financial year, beginning on January 1, 2024.
These rules are designed to ensure large multinational enterprises within the scope of the rules pay a minimum level of tax in each jurisdiction where they operate. In general, the “Pillar Two model rules” apply a system of top-up taxes to bring the enterprise’s effective tax rate in each jurisdiction to a minimum of 15%.
1. Safe Harbour Testing.
Most jurisdictions are safe harboured with some top-up tax expected to be due.
The Group performed an impact analysis of the OECD transitional safe harbour rules (as transposed into national legislation). The Group concluded that the majority of jurisdictions will not be subject to top-up tax due to the application of one of the transitional safe harbour rules with the exception of Uruguay.
2. Top-up tax to be determined.
The Group performed the detailed calculation in accordance with the Pillar Two rules and recognized an estimate tax expense amounting 873 and 6,625 as of December 31, 2025, and 2024, respectively. The Luxembourg Global Information Return and top-tax declaration for fiscal year 2024, will be due on June 30, 2026, while top-tax payment in Luxembourg will be due on July 31, 2026.
3. Deferred taxes.
The Group applies the exception to recognizing and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes, as provided in the amendments to IAS 12 issued in May 2023.
F-22
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
3.8 – Property and equipment
Fixed assets are valued at acquisition cost, net of the related accumulated depreciation and accumulated impairment losses, if any.
Depreciation is recognized so as to write off the cost or valuation of assets less their residual values over their useful lives, using the straight-line method.
The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis.
Lands and properties under construction are carried at cost, less any recognized impairment loss. Properties under construction are classified to the appropriate categories of property and equipment when completed and ready for intended use. Depreciation of these assets, on the same basis as other property assets, commences when the assets are ready for their intended use. Land is not depreciated.
An item of property and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. Any gain or loss arising on the disposal or retirement of an item of property and equipment is determined as the difference between the sales proceeds and the carrying amount of the asset and is recognized in profit or loss. As of December 31, 2025 and 2024, the Company has derecognized property and equipment for an amount of 2,840 and 468 , respectively.
The value of fixed assets, taken as a whole, does not exceed their recoverable value.
3.9 – Intangible assets
Intangible assets include licenses, customer relationships, customer contracts, non-compete agreements, platforms and cryptocurrencies. The accounting policies for the recognition and measurement of these intangible assets are described below.
3.9.1 – Intangible assets acquired separately
Intangible assets with finite useful life that are acquired separately (licenses) are carried at cost less accumulated amortization and accumulated impairment losses. Amortization is recognized on a straight-line basis over the intangible assets estimated useful lives. The estimated useful lives and amortization method are reviewed at the end of each annual reporting period, with the effect of any changes in estimates being accounted for on a prospective basis.
3.9.1.1 - Cryptocurrencies
The Company accounts for its crypto assets as indefinite-lived intangible assets in accordance with IAS 38 "Intangible Assets". Bitcoin, Ethereum and Stable Coin are cryptocurrencies that are considered to be an indefinite lived intangible asset because they lack physical form and there is no limit to its useful life, they are not subject to amortization but they are tested for impairment.
The Company's crypto assets are initially recorded at cost. Subsequently, they are measured at cost, net of any impairment losses incurred since acquisition. The Company performs monthly analysis to identify possible impairment. If the carrying value of the crypto asset exceeds the fair value based on the quoted price in the active exchange market, the Company will recognize an impairment loss equal to the difference between the fair value and the book value in the consolidated statement of comprehensive income. Gains, if any, will not be recognized until realized upon sale in the consolidated statement of comprehensive income. Further details are disclosed in note 16. As of December 31, 2025, the Company did not recognized impairments or reversal of impairment related to cryptocurrencies . As of December 31, 2024, the Company recognized a gain of 174 as reversal of impairment.
F-23
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
3.9.2 – Intangible assets acquired in a business combination
Intangible assets acquired in a business combination (customer relationships, customer contracts, non-compete agreements, software and platforms) are recognized separately from goodwill and are initially recognized at their fair value at the acquisition date (which is regarded as their cost).
Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost less accumulated amortization and accumulated impairment losses if any, on the same basis as intangible assets acquired separately.
3.9.3 – Internally-generated intangible assets
Intangible assets arising from development are recognized if, and only if, all the following have been demonstrated:
- the technical feasibility of completing the intangible asset so that it will be available for use or sale;
- the intention to complete the intangible asset and use or sell it;
- the ability to use or sell the intangible asset;
- how the intangible asset will generate probable future economic benefits;
- the ability of adequate technical, financial and other resources to complete the development and to use or sell the intangible asset, and
- the ability to measure reliably the expenditure attributable to the intangible asset during its development.
The amount initially recognized for internally-generated assets is the sum of expenditure incurred (including employee costs and an appropriate proportion of overheads) from the date when the intangible asset first meets the recognition criteria listed above. Where no internally-generated intangible asset can be recognized, development expenditure is recognized in profit or loss in the period in which it is incurred.
Capitalized intangible assets are amortized from the point at which the asset is ready for use. Subsequent to initial recognition, intangible assets are reported at cost less accumulated amortization and accumulated impairment losses, on the same basis as intangible assets that are acquired separately. Costs associated with maintaining software programs are recognized as an expense as incurred.
3.9.4 – Derecognition of intangible assets
3.10 – Impairment of tangible and intangible assets excluding goodwill
At each balance sheet date, the Company reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the Company estimates the recoverable amount of the cash-generating unit or the business, as the case may be.
The recoverable amount of an asset is the higher of fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset for which the estimates of future cash flows have not been adjusted.
If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. An impairment loss is recognized immediately in the statement of comprehensive income for the year.
F-24
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
3.11 – Contingent liabilities
The Company has existing or potential claims, lawsuits and other proceedings. Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that the Company will be required to settle the obligation, and a reliable estimate can be made of the amount of the obligation.
The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the balance sheet date, taking into account the risks and uncertainties surrounding the obligation, and the advice of the Company’s legal advisors.
3.12 – Financial assets
On initial recognition, a financial asset is classified as measured at: (i) amortized cost (ii) fair value through other comprehensive income (FVOCI) or (iii) fair value through profit or loss (FVTPL). The classification of financial assets is generally based on the business model in which a financial asset is managed and its contractual cash flow characteristics.
3.12.1 – Amortized cost and effective interest method
A financial asset is measured at amortized cost if both of the following conditions are met, and if it is not designated as at FVPL:
- It is held within a business model whose objective is to hold financial assets to collect contractual cash flow;
- Its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
The effective interest method is a method of calculating the amortized cost of an instrument and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees on points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the instrument, or (where appropriate) a shorter period, to the net carrying amount on initial recognition.
3.12.2 – Financial assets measured at FVOCI
A financial asset is measured at FVOCI if both of the following conditions are met, and if it is not designated as at FVPL:
- It is held within a business model whose objective is achieved by both collecting contractual cash flows and selling financial assets.
- Its contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
The change in fair value of financial assets measured at FVOCI is accumulated in the investment revaluation reserve until they are derecognized. When a financial asset measured at FVOCI is derecognized, the cumulative gain or loss previously recognized in other comprehensive income is reclassified from equity to profit or loss as a reclassification adjustment.
3.12.3 – Financial assets measured at FVPL
All financial assets not classified as measured at amortized cost or FVOCI as described above, are measured at FVPL.
F-25
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
Financial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. The net gain or loss recognized in profit or loss incorporates any dividend or interest earned on the financial asset and is included in the ‘Other financial results, net’ line.
3.12.4 - Derivative financial instruments
The Company enters into foreign exchange forward contracts and swaps. Derivatives are initially recognized at fair value at the date the derivative contracts are entered into and are subsequently remeasured to fair value at the end of each reporting period. The resulting gain or loss is recognized in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.
A derivative with a positive fair value is recognized as a financial asset whereas a derivative with a negative fair value is recognized as a financial liability. Derivatives are not offset in the financial statements unless the Company has both a legally enforceable right and intention to offset. The impact of the futures and forward contracts on the Company’s financial position is disclosed in note 18 and 29. A derivative is presented as a non–current asset or a non–current liability if the remaining maturity of the instrument is more than 12 months and it is not due to be realized or settled within 12 months. Other derivatives are presented as current assets or current liabilities.
The Company designates certain derivatives as hedging instruments in respect of foreign currency risk in cash flow hedges. Hedges of foreign exchange risk on firm commitments are accounted for as cash flow hedges.
At the inception of the hedge relationship, the Company documents the relationship between the hedging instrument and the hedged item, along with its risk management objectives and its strategy for undertaking various hedge transactions. Furthermore, at the inception of the hedge and on an ongoing basis, the Company documents whether the hedging instrument is effective in offsetting changes in fair values or cash flows of the hedged item attributable to the hedged risk, which is when the hedging relationships meet all of the following hedge effectiveness requirements:
- there is an economic relationship between the hedged item and the hedging instrument;
- the effect of credit risk does not dominate the value changes that result from that economic relationship; and
- the hedge ratio of the hedging relationship is the same as that resulting from the quantity of the hedged item that the Company actually hedges and the quantity of the hedging instrument that the Company actually uses to hedge that quantity of hedged item.
If a hedging relationship ceases to meet the hedge effectiveness requirement relating to the hedge ratio but the risk management objective for that designated hedging relationship remains the same, the Company adjusts the hedge ratio of the hedging relationship (i.e. rebalances the hedge) so that it meets the qualifying criteria again.
The Company designates the full change in the fair value of a forward contract (i.e. including the forward elements) as the hedging instrument for all of its hedging relationships involving forward contracts.
Movements in the hedging reserve in equity are detailed in note 30.3.
The effective portion of changes in the fair value of derivatives and other qualifying hedging instruments that are designated and qualify as cash flow hedges is recognized in other comprehensive income and accumulated under the heading of cash flow hedging reserve, limited to the cumulative change in fair value of the hedged item from inception of the hedge. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss, and is included in the ‘Other financial results, net’ line item. Amounts previously recognized in other comprehensive income and accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss, in the same line as the recognized hedged item.
The Company discontinues hedge accounting only when the hedging relationship (or a part thereof) ceases to meet the qualifying criteria (after rebalancing, if applicable). This includes instances when the hedging instrument expires or is sold, terminated or exercised. The discontinuation is accounted for prospectively. Any gain or loss recognized in other comprehensive income and accumulated in cash flow hedge reserve at that time remains in equity and is reclassified to profit or loss when the forecast transaction occurs. When a forecast transaction is no longer expected to occur, the gain or loss accumulated in cash flow hedge reserve is reclassified immediately to profit or loss.
F-26
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
3.12.5 - Investment in associates
An associate is an entity over which the Company has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies.
The results and assets and liabilities of associates are incorporated in these consolidated financial statements using the equity method of accounting. Under the equity method, an investment in associate is initially recognized in the consolidated statement of financial position at cost and adjusted thereafter to recognize the Company’s share of the profit or loss and other comprehensive income of the associate.
3.12.6 – Impairment of financial assets
The Company recognizes a loss allowance for expected credit losses on financial assets, other than those at FVTPL. The amount of expected credit losses is updated at each reporting date to reflect changes in credit risk since initial recognition of the respective financial instrument.
The Company always recognizes lifetime expected credit losses ("ECL") for trade receivables, using a simplified approach. The expected credit losses on these financial assets are estimated using a provision matrix based on the Company’s historical credit loss experience, adjusted for factors that are specific to debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date.
For all other financial instruments, the Company recognizes lifetime ECL when there has been a significant increase in credit risk since initial recognition. However, if the credit risk on the financial instrument has not increased significantly since initial recognition, the Company measures the loss allowance for that financial instrument at an amount equal to 12-month ECL.
Lifetime ECL represents the expected credit losses that will result from all possible default events over the expected life of a financial instrument. In contrast, 12-month ECL represents the portion of lifetime ECL that is expected to result from default events on a financial instrument that are possible within 12 months after the reporting date.
A significant increase in credit risk is presumed if a debtor is more than 30 days past due in making a contractual payment, unless the Company has reasonable and supportable information that demonstrates otherwise.
Definition of default
A default on a financial asset is when the counterparty fails to make contractual payments within 90 days of when they fall due, unless an entity has reasonable and supportable information to demonstrate that a more lagging default criterion is more appropriate.
Credit-impaired financial assets
A financial asset is credit-impaired when one or more events that have a detrimental impact on the estimated future cash flows of that financial asset have occurred. Evidence that a financial asset is credit-impaired include observable data about the following events:
a. significant financial difficulty of the issuer or the borrower;
b. a breach of contract, such as a default or past due event;
c. the lender(s) of the borrower, for economic or contractual reasons relating to the borrower’s financial difficulty, having granted to the borrower a concession(s) that the lender(s) would not otherwise consider;
d. it is becoming probable that the borrower will enter bankruptcy or other financial reorganization;
e. the disappearance of an active market for that financial asset because of financial difficulties; or
f. the purchase or origination of a financial asset at a deep discount that reflects the incurred credit losses.
It may not be possible to identify a single discrete event-instead, the combined effect of several events may have caused financial assets to become credit-impaired.
F-27
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
Write-off policy
Financial assets' carrying amounts are reduced through the use of an allowance account on a case-by-case basis. When a financial asset is considered uncollectable, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognized in profit and loss.
Measurement and recognition of expected credit losses
The measurement of expected credit losses is a function of the probability of default, loss given default and the exposure at default. The assessment of the probability of default and loss given default is based on historical data, adjusted by forward-looking information as described above. The exposure of default is represented by the asset's gross carrying amount at the reporting date.
To measure the expected credit losses, trade receivables have been grouped based on shared credit risk characteristics and the days past due. Financial assets other than trade receivables, have been grouped at the lowest levels for which there are separately identifiable cash flows.
No significant changes to estimation techniques or assumptions were made during the reporting period.
3.12.7 – Derecognition of financial assets
The Company derecognizes a financial asset when the contractual rights to the cash flows from the asset expire, or when it transfers the financial asset and substantially all the risks and rewards of ownership of the asset to another party. If the Company neither transfers nor retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Company recognizes its retained interest in the asset and an associated liability for amounts it may have to pay. If the Company retains substantially all the risks and rewards of ownership of a transferred financial asset, the Company continues to recognize the financial asset and also recognizes a collateralized borrowing for the proceeds received.
As of December 31, 2025, the Company applied to a collection in advance benefit through JP Morgan for a total amount of 5,696 . As of December 2024, the Company incurred in a collection in advance benefit through JP Morgan and Citibank for a total amount of 154 and 8,586 , respectively. The Company considers that it has substantially transferred the risks and rewards intrinsic to these receivables to the bank and therefore they were derecognized.
3.12.8 – Convertible Notes
The Company recognizes convertible notes measured at their fair value using the market approach which consist in using price and relevant information generated by market transactions involving identical or comparable assets, liabilities or group of assets and liabilities, such as a business.
As of December 31, 2025 and 2024, the fair value of the agreement amounted to 1,829 and 2,154 disclosed as other financial assets current, respectively, and 5,478 and 8,404 disclosed as other financial assets non-current, respectively.
The Company maintains several note purchase agreements pursuant to which the Company provided financing facilities. Interest on the entire outstanding principal balance is computed at annual rates ranging from 2 % to 12 %. The Company has the right to convert all or any portion of the outstanding principal into equity interests of the startups.
During 2025, and 2024, the Company recognized a loss of 1,350 and 1,114 related to the impairment of convertibles notes, respectively.
3.12.9 – Equity Instruments
The Company recognizes equity instruments measured at their fair value using the market approach which consist in using price and relevant information generated by market transactions involving identical or comparable assets, liabilities or group of assets and liabilities, such as a business.
F-28
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
During 2024 the Company recognized a gain for a total amount of 418 related to the outcome stock sale of Latam shares.
As of December 31, 2025 and 2024, the fair value of equity instruments amounted to 24,452 and 32,955 disclosed as other financial assets non-current.
3.13 – Financial liabilities and equity instruments issued by the Company
3.13.1 – Classification as debt or equity
Debt and equity instruments issued by the Company and its subsidiaries are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangements and the definitions of a financial liability and an equity instrument.
3.13.2 – Equity instruments
An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity instruments issued by the Company are recognized at the proceeds received, net of direct issue costs.
Repurchase of the Company’s own equity instruments is recognized and deducted directly in equity. No gain or loss is recognized in profit or loss on the purchase, sale, issue or cancellation of the Company’s own equity instruments.
3.13.3 – Financial liabilities
Financial liabilities, including trade payables, other liabilities and borrowings, are initially measured at fair value, net of transaction costs.
Financial liabilities are subsequently measured at amortized cost using the effective interest method, with interest expense recognized on an effective yield basis.
The effective interest method is a method of calculating the amortized cost of a financial liability and of allocating interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments through the expected life of the financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial recognition.
Put option over non-controlling interest in subsidiary
On July 8, 2021 the Company entered into a Put and Call option agreement with the non-controlling shareholders over the remaining twenty percent (20 %) of Walmeric Soluciones, S.L., which can be exercised by the non-controlling shareholders from March 1, 2022 till March 1, 2024.
During 2022 the sellers of Walmeric exercised their put option for the 6 % over the non-controlling interest for a total consideration of 5,166 .
On March 16, 2023, Software Product Creation, S.L. (the "Majority Shareholder") with Internet Business Intelligent Insite, S.L. and Next Generation Communication Services (jointly referred to as the "the Sellers"), entered into a new agreement pursuant to which the parties agree to transfer the remaining shares (the 14 % of non-controlling interest) for a cash payment equal to the value of the Put Option of the year 2023 plus a contingent consideration to be determined based on the terms of the Put Option of the year 2024, which is subject to the achievement of financial targets for the year 2023. The gain for the transaction amounted to 1,589 and is disclosed in Other income and expenses, net line item.
On October 19, 2023, Globant España entered in to a stock purchase agreement for the purchase of sixty percent (60 %) of the issued and outstanding equity interest of GUT Agency Ltd. and entered into a Put and Call option agreement with the non-controlling shareholders over the remaining forty per cent (40 10 % yearly, by the non-controlling shareholders from March 1, 2024 till April 15, 2027.
F-29
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
During 2025 and 2024, the sellers of GUT exercised their put option for the 10 27,060 and 25,793 , respectively.
On July 7, 2025, the Company entered into a Second Amendment to the Put and Call Option Agreement with the equity holders of the remaining 20 % of the outstanding equity interest of GUT Agency Ltd. to increase the aggregate percentage of the option share subject to the year 2025 option from 10 % to 19 %, and decrease the aggregate percentage of the 2026 option from 10 % to 1 %.
As of December 31, 2025 and 2024, the Company has recognized as current and non-current other financial liabilities the written put option for an amount of 56,115 and 26,877 , respectively, and 2,512 and 46,741 , respectively; equal to the present value of the redemption amount. Changes in the measurement of the gross obligation are recognized in the statements of changes in equity.
The amount that may become payable under the option on exercise is initially recognized at the present value of the redemption amount within other financial liabilities with a corresponding charge directly to equity. The charge to equity is recognized separately as written put options over non-controlling interests.
The liability is subsequently accreted through finance charges up to the redemption amount that is payable at the date at which the option first becomes exercisable. In the event that the option expires unexercised, the liability is derecognized with a corresponding adjustment to equity.
As of December 31, 2025, the Company has recognized a decrease of 2,764 in the line of Additional Paid in Capital ,included in the statement of changes in Equity for the Amendment to Put and Call Option Agreement.
3.13.4 – Derecognition of financial liabilities
3.14 – Cash and cash equivalents
For the purposes of the statement of cash flows, cash and cash equivalents include cash on hand and in banks and short-term highly liquid investments (original maturity of less than 90 days). In the consolidated statement of financial position, bank overdrafts are included in borrowings within current liabilities.
3.15 – Reimbursable expenses
3.16 - Share-based and cash-settle compensation plan
The Company has a share-based and cash-settle compensation plan for executives and employees of the Company and its subsidiaries. Equity-settled share-based and cash-settle payments to employees are measured at the fair value of the equity instruments at the grant date. Details regarding the determination of the fair value of equity-settled share-based and cash-settle transactions are set forth in note 25.
The fair value determined at the grant date of the equity-settled share-based payments is recognized to spread the fair value of each award over the vesting period on a straight-line basis, based on the Company’s estimate of equity instruments that will potentially vest, with a corresponding increase in equity. Cash-settle are recorded as liabilities and adjusted to fair value at the end of each reporting period.
F-30
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
3.17 – Components of other comprehensive income
3.18 – Gain on transactions with bonds
During the year ended December 31, 2025, 2024 and 2023, the Company's Argentine subsidiaries, through cash received from intercompany loans and repayments of intercompany loans, acquired Argentine sovereign bonds in the U.S. market denominated in U.S. dollars.
After acquiring these bonds, the Company's Argentine subsidiaries sold those bonds in the Argentine market. The fair value of these bonds in the Argentine market (in Argentine pesos) during the year ended December 31, 2025 and 2024 was higher than its quoted price in the U.S. market (in U.S dollars) converted at the official exchange rate prevailing in Argentina, which is the rate used to convert these transactions in foreign currency into the Company's Argentine subsidiaries' functional currency, thus, as a result, the Company recognized a gain when remeasuring the fair value of the bonds in Argentine pesos into U.S. dollars at the official exchange rate prevailing in Argentina.
3.19 – Business Optimization Costs
NOTE 4 – CRITICAL ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTY
In the application of the Company's accounting policies, which are described in note 3, the Company's management is required to make judgments, estimates and assumptions about the carrying amounts of assets and liabilities that are not readily apparent from other sources. The estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates.
The estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognized in the year in which the estimate is revised if the revision affects only that year or in the year of the revision and future years if the revision affects both current and future years.
F-31
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
The critical accounting estimates concerning the future and other key sources of estimation uncertainty at the end of the reporting year that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next year are the following:
1.Income taxes
Determining the consolidated provision for income tax expenses, deferred income tax assets and liabilities requires judgment. The provision for income taxes is calculated over the net income of the company and is inclusive of federal, local and state taxes. Deferred tax assets and liabilities are recognized for the estimated future tax consequences in each of the jurisdictions where the Company operates of temporary differences between the financial statement carrying amounts and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the year in which the temporary differences are expected to be reversed. Changes to enacted tax rates would result in either increases or decreases in the provision for income taxes in the period of changes.
The carrying amount of a deferred tax asset is reviewed at the end of each reporting period and is reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow the benefit of part or all of the deferred tax assets to be utilized. This assessment requires judgments, estimates and assumptions by management. In evaluating the Company's ability to utilize its deferred tax assets, the Company considers all available positive and negative evidence, including the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are recoverable. The Company's judgments regarding future taxable income are based on expectations of market conditions and other facts and circumstances. Any adverse change to the underlying facts or the Company's estimates and assumptions could require that the Company reduces the carrying amount of its net deferred tax assets.
The Company evaluates the uncertain tax treatment, such determination requires the use of significant judgment in evaluating the tax treatments and assessing the timing and amounts of deductible and taxable items, see note 3.7.1.3.
2.Impairment of trade receivables
The Company measures ECL using reasonable and supportable forward looking information, which is based on assumptions for the future movement of different economic drivers and how these drivers will affect each other. Loss given default is an estimate of the loss arising on default. It is based on the difference between the contractual cash flows due and those that the lender would expect to receive.
Probability of default constitutes a key input in measuring ECL. Probability of default is an estimate of the likelihood of default over a given time horizon, the calculation of which includes historical data, assumptions and expectations of future conditions.
As of December 31, 2025 and 2024 and 2023, the Company recorded an impairment for an amount of 7,571 , 6,970 and 18,808 , respectively, using a provision matrix based on the Company’s historical credit loss experience, adjusted for factors that are specific to debtors, general economic conditions and an assessment of both the current as well as the forecast direction of conditions at the reporting date.
3.Fair value measurement and valuation processes
Certain assets and liabilities of the Company are measured at fair value for financial reporting purposes.
In estimating the fair value of an asset or a liability, the Company uses market-observable data to the extent it is available. Where Level 1 inputs are not available, the Company estimates the fair value of an asset or a liability by converting future amounts (e.g. cash flows or income and expenses) to a single current (i.e. discounted) amount. Information about the valuation techniques and inputs used in determining the fair value of various assets and liabilities are disclosed in note 29.8.
F-32
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
4.Contingent Liabilities
Provisions are recognized according to the following conditions: (i) the Company has a present obligation (legal or constructive) as a result of a past event; (ii) it is probable that the Company will be required to settle the obligation; and (iii) a reliable estimate can be made of the amount of the obligation.
The amount recognized as a provision is the best estimate of the consideration required to settle the present obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those cash flows (when the effect of the time value of money is material).
When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognized as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably.
5.Purchase price allocation
The acquisition method of accounting is use to account for all acquisitions. Under this method, assets acquired and liabilities assumed of the Company are measured at fair value for financial reporting purposes. In estimating the fair value of an asset or a liability, the Company uses market-observable data to the extent it is available. Where Level 1 inputs are not available, the Company estimates the fair value of an asset or a liability by converting future amounts (e.g. cash flows or income and expenses) to a single current (i.e. discounted) amount. Information about the valuation techniques and inputs used in determining the fair value of contingent consideration are disclosed in note 29.9.
Fair value is estimated by management using a multi-period excess earnings method for customer relationships. Management’s cash flow projections for the intangible assets acquired included significant judgments and assumptions relating to revenue growth rates, customer attrition rates, and discount rates for customer relationships.
6.Impairment of Goodwill and Intangible Assets
The impairment test for goodwill and indefinite-lived intangible assets requires significant judgments when defining the Company’s cash generating unit, selecting the basis for the recoverable amount, and ensuring the consistency of key assumptions. The main sources of estimation and the analyses as of December 31, 2025 and 2024 are presented in Note 26.1.
NOTE 5 – REVENUE
The following tables present the Company’s revenues disaggregated by type of contracts, by revenue source regarding the industry vertical of the client and by currency. The Company provides technology services to enterprises in a range of industry verticals such as banks, financial services and insurance, media and entertainment, consumer, retail and manufacturing, travel and hospitality, professional services, technology and telecommunications and health care. The Company understands that disaggregating revenues into these categories achieves the disclosure objective to depict how the nature, amount, timing, and uncertainty of revenues may be affected by economic factors. However, this information is not considered by the chief operating decision-maker to allocate resources and in assessing financial performance of the Company. As noted in the business segment reporting information in note 27, the Company operates in a single operating and reportable segment.
F-33
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
| For the year ended December 31, | ||||||||||||||||||||
| By Industry vertical | 2025 | 2024 | 2023 | |||||||||||||||||
| Banks, Financial Services and Insurance | ||||||||||||||||||||
| Media and Entertainment | ||||||||||||||||||||
| Consumer, Retail & Manufacturing | ||||||||||||||||||||
| Travel & Hospitality | ||||||||||||||||||||
| Professional Services | ||||||||||||||||||||
| Technology & Telecommunications | ||||||||||||||||||||
| Health Care | ||||||||||||||||||||
| Other Verticals | ||||||||||||||||||||
| TOTAL | ||||||||||||||||||||
| For the year ended December 31, | ||||||||||||||||||||
By Currency(*) | 2025 | 2024 | 2023 | |||||||||||||||||
| United States dollar (USD) | ||||||||||||||||||||
| European euro (EUR) | ||||||||||||||||||||
| Pound sterling (GBP) | ||||||||||||||||||||
| Brazilian real (BRL) | ||||||||||||||||||||
| Argentine peso (ARS) | ||||||||||||||||||||
| Saudi riyal (SAR) | ||||||||||||||||||||
| Mexican peso (MXN) | ||||||||||||||||||||
| Chilean peso (CLP) | ||||||||||||||||||||
| United Arab Emirates dirham (AED) | ||||||||||||||||||||
| Colombian peso (COP) | ||||||||||||||||||||
| Canadian dollar (CAD) | ||||||||||||||||||||
| Peruvian sol (PEN) | ||||||||||||||||||||
| Indian rupee (INR) | ||||||||||||||||||||
| Australian dollar (AUD) | ||||||||||||||||||||
| South African rand (ZAR) | ||||||||||||||||||||
| Uruguayan peso (UYU) | ||||||||||||||||||||
| Swiss franc (CHF) | ||||||||||||||||||||
| Others | ||||||||||||||||||||
| TOTAL | ||||||||||||||||||||
(*) Billing currency.
| For the year ended December 31, | ||||||||||||||||||||
| By Contract Type | 2025 | 2024 | 2023 | |||||||||||||||||
| Time and material contracts | ||||||||||||||||||||
| Fixed-price contracts | ||||||||||||||||||||
| Licenses, resales and others | ||||||||||||||||||||
| TOTAL | ||||||||||||||||||||
F-34
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 6 – COST OF REVENUES AND SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
6.1 - Cost of revenues
In accordance with IAS 1, Presentation of Financial Statements, the costs of revenues and selling, general & administrative expenses note presents only the line items that experienced significant variation during the reporting period and the ones that are required by other standards.
| For the year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Salaries, employee benefits and social security taxes | ( | ( | ( | |||||||||||||||||
| Professional services | ( | ( | ( | |||||||||||||||||
| Depreciation and amortization expense | ( | ( | ( | |||||||||||||||||
| Share-based compensation expense - Equity settled | ( | ( | ( | |||||||||||||||||
| Office expenses | ( | ( | ( | |||||||||||||||||
| Depreciation expense of right-of-use assets | ( | ( | ( | |||||||||||||||||
| Share-based compensation expense - Cash settled | ( | ( | ( | |||||||||||||||||
6.2 - Selling, general and administrative expenses
| For the year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Salaries, employee benefits and social security taxes | ( | ( | ( | |||||||||||||||||
| Depreciation and amortization expense | ( | ( | ( | |||||||||||||||||
| Professional services | ( | ( | ( | |||||||||||||||||
| Share-based compensation expense - Equity settled | ( | ( | ( | |||||||||||||||||
| Promotional and marketing expenses | ( | ( | ( | |||||||||||||||||
| Depreciation expense of right-of-use assets | ( | ( | ( | |||||||||||||||||
| Share-based compensation expense - Cash settled | ( | ( | ( | |||||||||||||||||
F-35
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 7 – FINANCE INCOME / EXPENSE/ OTHER FINANCIAL RESULTS
| For the year ended December 31, | ||||||||||||||||||||
| Finance income | 2025 | 2024 | 2023 | |||||||||||||||||
| Interest gain | ||||||||||||||||||||
| TOTAL | ||||||||||||||||||||
| Finance expense | ||||||||||||||||||||
| Interest expense on borrowings | ( | ( | ( | |||||||||||||||||
| Interest on deferred consideration | ( | ( | ( | |||||||||||||||||
| Interest expense on lease liabilities | ( | ( | ( | |||||||||||||||||
| Banking expenses | ( | ( | ( | |||||||||||||||||
| Other interest | ( | ( | ( | |||||||||||||||||
| Other | ( | ( | ( | |||||||||||||||||
| TOTAL | ( | ( | ( | |||||||||||||||||
| Other financial results, net | ||||||||||||||||||||
| Net gain arising from financial assets measured at fair value through PL | ||||||||||||||||||||
| Gain on transaction with bonds | ||||||||||||||||||||
| Net (loss) gain arising from financial assets measured at fair value through OCI | ( | |||||||||||||||||||
| Foreign exchange (loss) gain, net | ( | ( | ||||||||||||||||||
| TOTAL | ||||||||||||||||||||
NOTE 8 – OTHER INCOME AND EXPENSES, NET
| For the year ended December 31, | ||||||||||||||||||||
| Other Expense | 2025 | 2024 | 2023 | |||||||||||||||||
| Remeasurement of contingent consideration (note 29.9.1) | ( | |||||||||||||||||||
| Write-off of convertible notes (note 3.12) | ( | ( | ||||||||||||||||||
| Fixed and intangibles assets derecognition and disposals | ( | ( | ( | |||||||||||||||||
| Remeasurement of call/put option over non-controlling interest | ( | |||||||||||||||||||
| Other Remeasurements | ( | |||||||||||||||||||
| Other | ( | ( | ( | |||||||||||||||||
| Subtotal | ( | ( | ( | |||||||||||||||||
| Other Income | ||||||||||||||||||||
| Strategic Partnership | ||||||||||||||||||||
| Other Remeasurements | ||||||||||||||||||||
| Sublease Contracts Results | ||||||||||||||||||||
Remeasurement of contingent consideration (note 29.9.1) (*) | ||||||||||||||||||||
| Reversal Impairment of cryptocurrencies (note 16) | ||||||||||||||||||||
| Insurance recovery | ||||||||||||||||||||
| Gain from sale of cryptocurrencies | ||||||||||||||||||||
| Other | ||||||||||||||||||||
| Subtotal | ||||||||||||||||||||
| TOTAL | ( | |||||||||||||||||||
(*) As of December 31, 2024, the Company has recognized a loss of 3,039 for amendments of Chili and Ewave and a gain of 1,025 for amendment of Genexus.
F-36
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 9 – INCOME TAXES
9.1 – INCOME TAX RECOGNIZED IN PROFIT AND LOSS
| For the year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Tax expense | ||||||||||||||||||||
| Current tax expense | ( | ( | ( | |||||||||||||||||
| Global Minimum Tax (note 3.7.1.4) | ( | ( | ||||||||||||||||||
| Deferred tax gain | ||||||||||||||||||||
| TOTAL INCOME TAX EXPENSE | ( | ( | ( | |||||||||||||||||
Most of the revenues are generated through subsidiaries located in the U.S. The Company's workforce is mainly located in Latin America and to a lesser extent in India, Europe and the U.S.
The following table provides a reconciliation of the statutory tax rate to the effective tax rate:
| For the year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Profit before income tax | ||||||||||||||||||||
| Tax calculated at the tax rate in each country | ( | ( | ( | |||||||||||||||||
| Argentine Knowledge Economy Law (note 3.7.1.1) | ||||||||||||||||||||
| Non-deductible expenses / non-taxable gains | ( | ( | ( | |||||||||||||||||
| Tax loss carry forward not recognized | ( | ( | ||||||||||||||||||
| Recognition of previously unrecognized tax losses | ||||||||||||||||||||
| Foreign withholding tax | ( | ( | ( | |||||||||||||||||
| Exchange difference & Inflation Adjustment | ( | |||||||||||||||||||
| Global Minimum Tax | ( | ( | ||||||||||||||||||
| Other | ( | ( | ||||||||||||||||||
| INCOME TAX EXPENSE RECOGNIZED IN PROFIT AND LOSS | ( | ( | ( | |||||||||||||||||
F-37
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
9.2 – DEFERRED TAX ASSETS AND LIABILITIES
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Provision for vacation and bonus | ||||||||||||||
Loss carryforward (1) | ||||||||||||||
| Intercompany trade payables | ||||||||||||||
| Share-based compensation plan | ||||||||||||||
| Allowance for doubtful accounts | ||||||||||||||
| Non deductible interests | ||||||||||||||
| Non Deductible Financial Expenses | ||||||||||||||
| Contingencies | ||||||||||||||
| Billing in advanced | ||||||||||||||
| Other Assets | ||||||||||||||
| Inflation adjustment | ||||||||||||||
| Withholding dividends received | ( | |||||||||||||
| Goodwill | ( | ( | ||||||||||||
| Property, equipment, intangibles and leases | ( | ( | ||||||||||||
| Expenses Accruals | ||||||||||||||
| Others | ||||||||||||||
| TOTAL DEFERRED TAX | ||||||||||||||
F-38
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
(1)As of December 31, 2025 and 2024, the detail of the loss carryforward is as follows:
| 2025 | 2024 | |||||||||||||||||||||||||
| Company | Loss carryforward | Expiration date | Loss carryforward | Expiration date | ||||||||||||||||||||||
| Globant S.A. | 2038 - 2040 | 2038 - 2040 | ||||||||||||||||||||||||
| Gut Agency Mexico City S. de R.L. de C.V. | 2034 | 2034 | ||||||||||||||||||||||||
| IAFH GLOBAL S.A. | 2029 | 2029 | ||||||||||||||||||||||||
| BSF S.A. | 2029 | 2029 | ||||||||||||||||||||||||
| GUT Agency SRL | 2028 | 2028 | ||||||||||||||||||||||||
| Dynaflows S.A. | 2027 | 2027 | ||||||||||||||||||||||||
| Sistemas Globales S.A. | 2026 - 2029 | 2026 - 2029 | ||||||||||||||||||||||||
| eWave Holdings Pty Ltd | does not expire | does not expire | ||||||||||||||||||||||||
| Globant Brasil Cons. Ltda | does not expire | does not expire | ||||||||||||||||||||||||
| Globant Colombia S.A.S | does not expire | does not expire | ||||||||||||||||||||||||
| Pentalog France SAS | does not expire | does not expire | ||||||||||||||||||||||||
| Globant Ireland Limited | does not expire | does not expire | ||||||||||||||||||||||||
| Globant Portugal, Unipessoal Lda | does not expire | does not expire | ||||||||||||||||||||||||
| Globant España S.A. | does not expire | does not expire | ||||||||||||||||||||||||
| Genexus International Corp | does not expire | does not expire | ||||||||||||||||||||||||
| Sports Reinvention Entertainment Group S.L | does not expire | does not expire | ||||||||||||||||||||||||
| LaLiga Content Protection S.L. | does not expire | does not expire | ||||||||||||||||||||||||
| Codebay Innovation S.L. | does not expire | does not expire | ||||||||||||||||||||||||
| Common Management Solutions, S.L. | does not expire | does not expire | ||||||||||||||||||||||||
| Omnia FZ LLC | does not expire | does not expire | ||||||||||||||||||||||||
| Blankfactor LLC | does not expire | does not expire | ||||||||||||||||||||||||
| Blankfactor Holdings UK Ltd | does not expire | does not expire | ||||||||||||||||||||||||
| GUT Amsterdam B.V. | does not expire | does not expire | ||||||||||||||||||||||||
| GUT Agency LLC | does not expire | does not expire | ||||||||||||||||||||||||
| Globant Germany GmbH | does not expire | does not expire | ||||||||||||||||||||||||
| Globant, LLC | does not expire | does not expire | ||||||||||||||||||||||||
| Exusia, LLC | does not expire | does not expire | ||||||||||||||||||||||||
| Software Product Creation S.L. | does not expire | does not expire | ||||||||||||||||||||||||
The Company has an amount of tax losses carried forward of 5,375 and 9,328 which has not been recognized as a Deferred Tax Asset because the relevant recognition criteria has not been met as of December 31, 2025 and 2024.
As of December 31, 2025 and 2024, no
F-39
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
The roll forward of the deferred tax assets/(liabilities) presented in the consolidated financial position is as follows:
| 2025 | Opening Balance | Recognized in profit or loss (*) | Recognized directly in equity | Acquisitions/disposals | Additions from Acquisitions | Closing Balance | ||||||||||||||||||||||||||||||||
| Deferred tax assets/(liabilities) in relation to: | ||||||||||||||||||||||||||||||||||||||
| Share-based compensation plan | ( | |||||||||||||||||||||||||||||||||||||
| Provision for vacation and bonus | ( | |||||||||||||||||||||||||||||||||||||
| Intercompany trade payables | ||||||||||||||||||||||||||||||||||||||
| Property, equipment, intangibles and leases | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Goodwill | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Allowance for doubtful accounts | ( | |||||||||||||||||||||||||||||||||||||
| Contingencies | ||||||||||||||||||||||||||||||||||||||
| Inflation adjustments | ( | |||||||||||||||||||||||||||||||||||||
| Other assets | ||||||||||||||||||||||||||||||||||||||
| Non Deductible Financial Expenses | ||||||||||||||||||||||||||||||||||||||
| Billing in advanced | ||||||||||||||||||||||||||||||||||||||
| Non deductible interests | ||||||||||||||||||||||||||||||||||||||
| Withholding dividends received | ( | |||||||||||||||||||||||||||||||||||||
| Expenses Accruals | ||||||||||||||||||||||||||||||||||||||
| Others | ||||||||||||||||||||||||||||||||||||||
| Subtotal | ( | ( | ||||||||||||||||||||||||||||||||||||
| Loss carryforward | ( | |||||||||||||||||||||||||||||||||||||
| TOTAL | ( | ( | ( | |||||||||||||||||||||||||||||||||||
(*) Includes foreign exchange gain of 599 .
F-40
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
| 2024 | Opening Balance | Recognized in profit or loss (*) | Recognized directly in equity | Acquisitions/disposals | Additions from Acquisitions | Closing Balance | ||||||||||||||||||||||||||||||||
| Deferred tax assets/(liabilities) in relation to: | ||||||||||||||||||||||||||||||||||||||
| Share-based compensation plan | ( | |||||||||||||||||||||||||||||||||||||
| Provision for vacation and bonus | ( | ( | ||||||||||||||||||||||||||||||||||||
| Intercompany trade payables | ( | |||||||||||||||||||||||||||||||||||||
| Property, equipment, intangibles and leases | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Goodwill | ( | ( | ( | |||||||||||||||||||||||||||||||||||
| Allowance for doubtful accounts | ||||||||||||||||||||||||||||||||||||||
| Contingencies | ||||||||||||||||||||||||||||||||||||||
| Inflation adjustments | ( | |||||||||||||||||||||||||||||||||||||
| Other assets | ( | |||||||||||||||||||||||||||||||||||||
| Non Deductible Financial Expenses | ||||||||||||||||||||||||||||||||||||||
| Billing in advanced | ||||||||||||||||||||||||||||||||||||||
| Non deductible interests | ||||||||||||||||||||||||||||||||||||||
| Withholding dividends received | ( | ( | ||||||||||||||||||||||||||||||||||||
| Expenses Accruals | ||||||||||||||||||||||||||||||||||||||
| Others | ( | |||||||||||||||||||||||||||||||||||||
| Subtotal | ( | ( | ||||||||||||||||||||||||||||||||||||
| Loss carryforward | ( | |||||||||||||||||||||||||||||||||||||
| TOTAL | ( | ( | ( | |||||||||||||||||||||||||||||||||||
(*) Includes foreign exchange loss of 7,879 .
NOTE 10 – EARNINGS PER SHARE
The earnings and weighted average number of shares used in the calculation of basic and diluted earnings per share are as follows:
| For the year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Net income for the year attributable to owners of the Company | ||||||||||||||||||||
| Weighted average number of shares (in thousands) for the purpose of basic earnings per share | ||||||||||||||||||||
| Weighted average number of shares (in thousands) for the purpose of diluted earnings per share | ||||||||||||||||||||
| BASIC EARNINGS PER SHARE | $ | $ | $ | |||||||||||||||||
| DILUTED EARNINGS PER SHARE | $ | $ | $ | |||||||||||||||||
The following potential ordinary shares are anti-dilutive and are therefore excluded from the weight average number of ordinary shares for the purpose of diluted earnings per share:
| For the year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Shares (in thousands) not-deemed to be issued in respect of employee options | ||||||||||||||||||||
F-41
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 11 – CASH AND CASH EQUIVALENTS
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Cash and bank balances | ||||||||||||||
| Time deposits | ||||||||||||||
| TOTAL | ||||||||||||||
NOTE 12 – INVESTMENTS
12.1 – Investments
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Current | ||||||||||||||
Mutual funds (1) | ||||||||||||||
| TOTAL | ||||||||||||||
(1)Measured at fair value through profit or loss.
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Non current | ||||||||||||||
Contribution to funds (2) | ||||||||||||||
| TOTAL | ||||||||||||||
12.2 – Investments in associates
Because Energy Corp investment
During 2022 the Company paid an aggregate consideration of 500 in exchange for a 20 % equity interest in Because Energy Corp. and accounted for this investment using the equity method considering that the Company has significant influence over the operating and governance decisions of Because Energy Corp., given that the Company participates and has influence in the board of director, the approval of budget and business plan, among other decisions.
As of December 31, 2025 and 2024 the amount recognized was 619 and 612 , respectively.
For the years ended December 31, 2025 and 2024, the Company share on the profit or loss for the investment in Because Energy Corp. was a gain of 7 and 52 , respectively.
F-42
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
Genexus Japan investment
Through the acquisition of Genexus on April 20, 2022, the Company acquired a 28 % interest in Genexus Japan.
As of December 31, 2025, the Company had a 28 % of interest in Genexus Japan and accounted for this investment using the equity method considering that the Company has significant influence over the operating and governance decisions of Genexus Japan, as the participation in the board of director, the approval of budget and business plan, among other decisions.
As of December 31, 2025 and 2024 the amount recognized was 1,108 and 1,036 , respectively.
For the years ended December 31, 2025 and 2024, the Company share on the profit or loss for the investment in Genexus Japan was a gain of 103 and 170 , respectively.
NOTE 13 – TRADE RECEIVABLES
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Current | ||||||||||||||
Accounts receivable (1) | ||||||||||||||
| Unbilled revenue | ||||||||||||||
| Subtotal | ||||||||||||||
| Less: Allowance for expected credit losses | ( | ( | ||||||||||||
| TOTAL | ||||||||||||||
(1)As of December 31, 2025, the Company has 87 as outstanding balances with related parties (see note 24.1).
Allowance for expected credit losses
The following tables detail the risk profile of trade receivables based on the Company's provision matrix as of December 31, 2025 and 2024.
| December 31, 2025 | Trade receivables - days past due | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| < 30 | 31 - 60 | 61 - 90 | 91-120 | 121-180 | 181 - 365 | > 365 | Risk clients | Total | ||||||||||||||||||||||||||||||||||||||||||||||||
| Expected credit loss rate | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Estimated total gross carrying amount at default | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lifetime ECL | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| December 31, 2024 | Trade receivables - days past due | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
| < 30 | 31 - 60 | 61 - 90 | 91-120 | 121-180 | 181 - 365 | > 365 | Risk clients | Total | ||||||||||||||||||||||||||||||||||||||||||||||||
| Expected credit loss rate | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Estimated total gross carrying amount at default | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Lifetime ECL | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||
The movements in the allowance are calculated based on lifetime expected credit loss model for 2025 and 2024.
F-43
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
The following table shows the movement in ECL that has been recognized for trade receivables in accordance with the simplified approach:
| As of December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Balance at beginning of year | ( | ( | ( | |||||||||||||||||
| Additions (note 4.2) | ( | ( | ( | |||||||||||||||||
| Write-off of receivables | ||||||||||||||||||||
| Translation | ( | |||||||||||||||||||
| Balance at end of year | ( | ( | ( | |||||||||||||||||
NOTE 14 – OTHER RECEIVABLES
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Current | ||||||||||||||
| Prepaid expenses | ||||||||||||||
| Income tax credits | ||||||||||||||
| Sublease Receivables | ||||||||||||||
| Tax credit - VAT | ||||||||||||||
| Advances to suppliers | ||||||||||||||
| Other tax credits | ||||||||||||||
| Tax credit - Knowledge Law (note 3.7.1.1) | ||||||||||||||
| Others | ||||||||||||||
| TOTAL | ||||||||||||||
| Non-current | ||||||||||||||
| Income tax credits | ||||||||||||||
| Guarantee deposits | ||||||||||||||
| Tax credit - VAT | ||||||||||||||
| Prepaid expenses | ||||||||||||||
| Sublease Receivables | ||||||||||||||
| Other tax credits | ||||||||||||||
| Others | ||||||||||||||
| TOTAL | ||||||||||||||
F-44
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 15 – PROPERTY AND EQUIPMENT
The Company reviews the estimated useful lives of property and equipment at the end of each reporting period. The Company determined that the useful lives of the assets included as property and equipment are in accordance with their expected lives.
Property and equipment as of December 31, 2025 included the following:
| Computer equipment and software | Furniture and office supplies | Office fixtures | Vehicles | Buildings | Lands | Properties under construction | Total | |||||||||||||||||||||||||||||||||||||||||||
| Useful life (years) | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||
| Cost | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Values at beginning of year | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Additions related to business combinations | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Derecognition | ( | ( | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Transfers | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Translation | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Values at end of year | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Accumulated at beginning of year | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Derecognition | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||
| Translation | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Accumulated at end of year | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Carrying amount | ||||||||||||||||||||||||||||||||||||||||||||||||||
F-45
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
Property and equipment as of December 31, 2024 included the following:
| Computer equipment and software | Furniture and office supplies | Office fixtures | Vehicles | Buildings | Lands | Properties under construction | Total | |||||||||||||||||||||||||||||||||||||||||||
| Useful life (years) | — | — | ||||||||||||||||||||||||||||||||||||||||||||||||
| Cost | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Values at beginning of year | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Additions related to business combinations | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Derecognition | ( | ( | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Transfers | ( | |||||||||||||||||||||||||||||||||||||||||||||||||
| Translation | ( | ( | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Values at end of year | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Depreciation | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Accumulated at beginning of year | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Derecognition | ( | ( | ( | ( | ( | ( | ||||||||||||||||||||||||||||||||||||||||||||
| Translation | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||||||
| Accumulated at end of year | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Carrying amount | ||||||||||||||||||||||||||||||||||||||||||||||||||
NOTE 16 – INTANGIBLE ASSETS
The Company reviews the estimated useful lives of intangible assets at the end of each reporting period. The Company determined that the useful lives of the assets included as intangible assets are in accordance with their expected lives.
If any impairment indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). The recoverable amount is the higher of fair value less costs of disposal and value in use. The discount rate used is the appropriate weighted average cost of capital.
During the year, the Company considered the recoverability of its internally generated intangible asset which are included in the consolidated financial statements as of December 31, 2025 and 2024 with a carrying amount of 100,732 and 99,030 , respectively.
As of December 31, 2025 and 2023, no 1,751 .
F-46
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
Intangible assets as of December 31, 2025 included the following:
| Licenses and internal developments | Customer relationships and contracts | Platforms | Non-compete agreements | Trademarks | Cryptocurrencies | Total | ||||||||||||||||||||||||||||||||||||||
| Useful life (years) | — | |||||||||||||||||||||||||||||||||||||||||||
| Cost | ||||||||||||||||||||||||||||||||||||||||||||
| Values at beginning of year | ||||||||||||||||||||||||||||||||||||||||||||
| Additions related to business combinations | ||||||||||||||||||||||||||||||||||||||||||||
| Additions from separate acquisitions | ||||||||||||||||||||||||||||||||||||||||||||
| Additions from internal development | ||||||||||||||||||||||||||||||||||||||||||||
| Derecognition | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||
| Translation | ( | |||||||||||||||||||||||||||||||||||||||||||
| Values at end of year | ||||||||||||||||||||||||||||||||||||||||||||
| Amortization and impairment | ||||||||||||||||||||||||||||||||||||||||||||
| Accumulated at beginning of year | ||||||||||||||||||||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||||||||||||||||||||
| Derecognition | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||
| Translation | ( | |||||||||||||||||||||||||||||||||||||||||||
| Accumulated at end of year | ||||||||||||||||||||||||||||||||||||||||||||
| Carrying amount | ||||||||||||||||||||||||||||||||||||||||||||
F-47
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
Intangible assets as of December 31, 2024 included the following:
| Licenses and internal developments | Customer relationships and contracts | Platforms | Non-compete agreements | Trademarks | Cryptocurrencies | Total | ||||||||||||||||||||||||||||||||||||||
| Useful life (years) | — | |||||||||||||||||||||||||||||||||||||||||||
| Cost | ||||||||||||||||||||||||||||||||||||||||||||
| Values at beginning of year | ||||||||||||||||||||||||||||||||||||||||||||
| Additions related to business combinations | ||||||||||||||||||||||||||||||||||||||||||||
| Additions from separate acquisitions | ||||||||||||||||||||||||||||||||||||||||||||
| Additions from internal development | ||||||||||||||||||||||||||||||||||||||||||||
| Derecognition | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||||
| Translation | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||
| Values at end of year | ||||||||||||||||||||||||||||||||||||||||||||
| Amortization and impairment | ||||||||||||||||||||||||||||||||||||||||||||
| Accumulated at beginning of year | ||||||||||||||||||||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||||||||||||||||||||
| (Reversal) Impairment loss recognized in profit or loss | ( | |||||||||||||||||||||||||||||||||||||||||||
| Derecognition | ( | ( | ||||||||||||||||||||||||||||||||||||||||||
| Translation | ( | ( | ( | ( | ( | |||||||||||||||||||||||||||||||||||||||
| Accumulated at end of year | ||||||||||||||||||||||||||||||||||||||||||||
| Carrying amount | ||||||||||||||||||||||||||||||||||||||||||||
NOTE 17 – OTHER ASSETS
The Company has resale agreements with customers, among which some contracts consist on billing customers and receiving invoices from suppliers based on a billing schedule established in the subscription and other resales contracts. Therefore, the outstanding balance of other assets includes the right to consideration related to subscriptions and other resales that have not yet been invoiced by the Company, and trade payables includes the accrual of expenses for the cost that has not yet been invoiced by the suppliers.
The outstanding balance of other assets as of December 31, 2025 and 2024 is as follows:
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Current | ||||||||||||||
| Unbilled Subscriptions | ||||||||||||||
| Other resales contracts | ||||||||||||||
| TOTAL | ||||||||||||||
| Non current | ||||||||||||||
| Unbilled Subscriptions | ||||||||||||||
| TOTAL | ||||||||||||||
F-48
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 18 – OTHER FINANCIAL ASSETS AND LIABILITIES
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Other financial assets | ||||||||||||||
| Current | ||||||||||||||
| Foreign exchange forward contracts | ||||||||||||||
| Convertible notes | ||||||||||||||
| Equity forward contract | ||||||||||||||
| TOTAL | ||||||||||||||
| Non-current | ||||||||||||||
| Equity instruments | ||||||||||||||
| Convertible notes | ||||||||||||||
| Equity forward contract | ||||||||||||||
| TOTAL | ||||||||||||||
| Other financial liabilities | ||||||||||||||
| Current | ||||||||||||||
| Put option on minority interest of GUT | ||||||||||||||
Other financial liabilities related to business combinations (note 26) (1) | ||||||||||||||
| Share Repurchase Program (note 30.3) | ||||||||||||||
| Dividends payable to non-controlling interests | ||||||||||||||
| Equity forward contract | ||||||||||||||
| Foreign exchange forward contracts | ||||||||||||||
| Others | ||||||||||||||
| TOTAL | ||||||||||||||
| Non-current | ||||||||||||||
Other financial liabilities related to business combinations (note 26) (1) | ||||||||||||||
| Put option on minority interest of GUT | ||||||||||||||
| Interest rate SWAP | ||||||||||||||
| Equity forward contract | ||||||||||||||
| TOTAL | ||||||||||||||
F-49
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
18.1 Equity Instruments
The following table shows the outstanding balance of equity instruments acquired by the Group for the years ended at December 31, 2025 and 2024:
| Fair value as of | ||||||||||||||||||||||||||
| Equity instrument | Acquisition date | % Equity interest acquired | 2025 | 2024 | ||||||||||||||||||||||
| Singularity | July 8, 2019 | % | ||||||||||||||||||||||||
| Digital House | December 31, 2020 | % | ||||||||||||||||||||||||
| Elsa | January 15, 2021 | % | ||||||||||||||||||||||||
| V.U. | April 23, 2021 | % | ||||||||||||||||||||||||
| Queiban | September 12, 2022 | % | ||||||||||||||||||||||||
9Z (1) | May 3, 2024 | % | ||||||||||||||||||||||||
| Connectly Inc. | October 18, 2024 | % | ||||||||||||||||||||||||
| Fortune | January 15, 2025 | % | ||||||||||||||||||||||||
| Inorbit | August 22, 2025 | % | ||||||||||||||||||||||||
| Aita | September 23, 2025 | % | ||||||||||||||||||||||||
Founders Brands Limited (1) | October 6, 2025 | % | ||||||||||||||||||||||||
TOTAL (2) | ||||||||||||||||||||||||||
(1) The Company has no significant influence in the governance of 9Z and Founders Brands Limited.
(2) As of December 31, 2025, and 2024 the Company recognized a loss of 13,446 and a gain of 2,369 , respectively included in the line item "Net change in fair value on financial assets measured at FVOCI".
NOTE 19 – TRADE PAYABLES
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Current | ||||||||||||||
| Expenses accrual | ||||||||||||||
Suppliers (1) | ||||||||||||||
| Advanced payments from customers | ||||||||||||||
| TOTAL | ||||||||||||||
(1)As of December 31, 2025 and 2024, the Company has 252 and 169 as outstanding balances with related parties (see note 24.1).
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Non current | ||||||||||||||
| Expenses accrual | ||||||||||||||
| TOTAL | ||||||||||||||
F-50
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 20 – PAYROLL AND SOCIAL SECURITY TAXES PAYABLE
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Current | ||||||||||||||
| Provision for vacation, bonus and others | ||||||||||||||
| Social security tax | ||||||||||||||
| Salaries | ||||||||||||||
| Cash-settled scheme | ||||||||||||||
| Directors fees | ||||||||||||||
| Other | ||||||||||||||
| TOTAL | ||||||||||||||
| Non current | ||||||||||||||
| Provision for vacation, bonus and others | ||||||||||||||
| Cash-settled scheme | ||||||||||||||
| TOTAL | ||||||||||||||
NOTE 21 – BORROWINGS
The principal balances of outstanding borrowings under lines of credit with banks and financial institutions were as follows:
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| HSBC Bank - Syndicated loan (United States) | ||||||||||||||
BPIfrance Financement (France) | ||||||||||||||
| Others | ||||||||||||||
| TOTAL | ||||||||||||||
Such balances were included as current and non-current borrowings in the consolidated statement of financial position as follows:
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Current | ||||||||||||||
| Bank loans | ||||||||||||||
| Sub-Total | ||||||||||||||
| Non-current | ||||||||||||||
| Bank loans | ||||||||||||||
| Sub-Total | ||||||||||||||
| TOTAL | ||||||||||||||
F-51
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
Amendment No. 1 to the Fourth Amended and Restated Credit Agreement
On June 18, 2025, Globant, LLC (the “Borrower”), a U.S. subsidiary of the Company, entered into Amendment No. 1 to the Fourth Amended and Restated Credit Agreement (the “Amendment”), which amends the existing Fourth Amended and Restated Credit Agreement, dated as of May 31, 2023 (the “Credit Agreement”), with HSBC Bank USA, N.A. as administrative agent, issuing bank and swing line lender and certain financial institutions listed therein as lenders. Under the Amendment, the Borrower will incur an additional $375 million of indebtedness under a new term loan tranche (the “Term Loans”) from HSBC Bank USA, N.A. and the other term loan lenders. The Term Loans have a maturity date of May 30, 2028, which is the same maturity date as the existing revolving credit facility under the Credit Agreement.
Interest on the Term Loans will accrue at a rate per annum equal to either (i) SOFR plus 0.10 % plus between 1.25 % and 1.875 %, or (ii) the Alternate Base Rate (as defined in the Credit Agreement) plus between 0.25 % and 0.875 %, at the option of the Borrower. The applicable margin and the commitment fee rate will be determined quarterly based upon the Maximum Net Leverage Ratio.
The Borrower’s obligations under the Credit Agreement, as amended by the Amendment, are guaranteed by the Company, its subsidiary, Globant España S.A., and the Borrower’s subsidiary, Globant IT Services Corp. (the “Subsidiary Guarantor”), and are secured by substantially all of the Borrower’s and the Subsidiary Guarantor’s now owned and after-acquired assets. The Credit Agreement, as amended by the Amendment, also contains certain customary negative and affirmative covenants, which compliance may limit the flexibility of the Company in operating its business and its ability to take actions that might be advantageous to the Company and its shareholders. The Borrower is required to comply with two financial maintenance covenants, which are tested quarterly: (i) a minimum interest coverage ratio (defined as the ratio of (a) consolidated EBITDA, minus cash payments made in respect of operating lease liabilities in accordance with IFRS for such period to (b) Consolidated interest expense for such period) of 3.00 :1.00 and (ii) a Maximum Net Leverage Ratio (defined as the ratio of (a) consolidated total debt as of such day adjusted by deducting the aggregate amount of unrestricted unencumbered cash and cash equivalents as set forth on the Consolidated balance sheet as of such day, in an amount not to exceed $100,000 , to (b) consolidated EBITDA for such period minus cash payments made in respect of operating lease liabilities in accordance with IFRS) of 3.50 :1.00. As of December 31, 2025, the Company was compliant with the established covenants.
Movements in borrowings are analyzed as follows:
| As of December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
| Balance at the beginning of year | ||||||||||||||||||||
| Borrowings related to business combination | ||||||||||||||||||||
Proceeds from new borrowings (1) (3) | ||||||||||||||||||||
Payment of borrowings (2) (3) | ( | ( | ( | |||||||||||||||||
Accrued interest (4) (5) | ||||||||||||||||||||
Translation (4) | ( | |||||||||||||||||||
TOTAL (6) | ||||||||||||||||||||
(1) During the year ended December 31, 2025, Globant LLC borrowed, 260,000 under the Amended and Restated Credit Agreement with HSBC Bank USA, this loan will mature on May 30, 2028; according to the terms agreed in the Fourth Amended and Restated Credit Agreement on May 31, 2023.
(2) During the year ended December 31, 2025,the main payments were 195,103 by Globant LLC related to the principal amount and of the Amended and Restated Credit Agreement with HSBC Bank USA, and 10,046 of the Amendment No. 1 to the Fourth Amended and Restated Credit Agreement. During the year ended December 31, 2024, the main payments were 305,000 by Globant LLC related to the principal amount and of the Amended and Restated Credit Agreement with HSBC Bank USA, and 40,147 related to Blankfactor´s loans.
(3) Cash transactions.
(4) Non-cash transactions.
(5) Includes 127 of interest gain related to Swap transactions.
F-52
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 22 – TAX LIABILITIES
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Current | ||||||||||||||
| VAT payable | ||||||||||||||
| Personal properties tax accrual | ||||||||||||||
| Wage withholding taxes | ||||||||||||||
| Sales taxes payable | ||||||||||||||
| Supplier withholding income taxes | ||||||||||||||
| Other | ||||||||||||||
| TOTAL | ||||||||||||||
NOTE 23 – CONTINGENT LIABILITIES
The Company is subject to legal proceedings and claims which arise in the ordinary course of its business. The Company records a provision for labor, regulatory and commercial claims where the risk of loss is considered probable. The final resolution of these potential claims is not likely to have a material effect on the results of operations, cash flow or the financial position of the Company.
Breakdown of reserves for lawsuits claims and other disputed matters include the following:
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Reserve for labor claims | ||||||||||||||
| Reserve for commercial claims | ||||||||||||||
| Reserve for regulatory claims | ||||||||||||||
| TOTAL | ||||||||||||||
Roll forward is as follows:
| As of December 31, | ||||||||||||||||||||
| Reserve for labor claims | 2025 | 2024 | 2023 | |||||||||||||||||
| Balance at beginning of year | ||||||||||||||||||||
| Additions | ||||||||||||||||||||
| Additions related to business combinations (note 26) | ||||||||||||||||||||
| Recovery | ( | ( | ( | |||||||||||||||||
| Utilization of provision for contingencies | ( | ( | ||||||||||||||||||
| Foreign exchange difference | ( | ( | ( | |||||||||||||||||
| Foreign currency translation | ||||||||||||||||||||
| Balance at end of year | ||||||||||||||||||||
F-53
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
| As of December 31, | ||||||||||||||||||||
| Reserve for regulatory claims | 2025 | 2024 | 2023 | |||||||||||||||||
| Balance at beginning of year | ||||||||||||||||||||
| Additions | ||||||||||||||||||||
| Additions related to business combinations (note 26) | ||||||||||||||||||||
Recovery (1) (2) | ( | ( | ( | |||||||||||||||||
| Utilization of provision for contingencies | ( | ( | ( | |||||||||||||||||
| Foreign exchange difference | ( | |||||||||||||||||||
| Foreign currency translation | ( | |||||||||||||||||||
| Balance at end of year | ||||||||||||||||||||
| As of December 31, | ||||||||||||||||||||
| Reserve for commercial claims | 2025 | 2024 | 2023 | |||||||||||||||||
| Balance at beginning of year | ||||||||||||||||||||
| Additions related to business combinations (note 26) | ||||||||||||||||||||
| Utilization of provision for contingencies | ( | |||||||||||||||||||
| Foreign currency translation | ( | |||||||||||||||||||
Balance at end of year (3) | ||||||||||||||||||||
(1) Between 2010 and 2014, certain of Grupo Assa’s Brazilian subsidiaries were subject to two examinations by the Ministry of Labor (“MTE”) and the Brazilian Internal Revenue Service (“RFB”) in relation to the potential hiring of employees as independent contractors. As a result of such examinations, Grupo Assa's Brazilian subsidiaries are subject to different administrative and judicial proceedings, seeking to collect payment of taxes and social security contributions allegedly owed by the companies, and imposing certain associated fines. In a "Transação Tributária" request, on June 24, 2024, Grupo Assa’s Brazilian subsidiaries reached a settlement in connection with certain of these proceedings for an original claimed amount of 10,193 . In full final and definitive settlement of such claims, Grupo Assa’s Brazilian subsidiaries paid an updated amount of 4,001 . All remaining administrative and judicial claims of Grupo Assa's Brazilian subsidiaries, totaling approximately 1,084 and subject to pending proceedings, would be rendered unenforceable as a result of the Brazilian Supreme Court's ruling in Theme 725. As a result of the foregoing, and in light of the Brazilian Supreme Federal Court’s landmark precedent concerning the legality of outsourcing.
(2) In 2018, certain of our non-U.S. subsidiaries had been under examination by the U.S. Internal Revenue Service ("IRS") regarding payroll and employment taxes primarily in connection with services performed by employees of certain of our subsidiaries in the United States between 2013 and 2015. During the fourth quarter of 2021, the IRS and our subsidiaries reached a preliminary agreement on the proposed assessments which would amount to 1,300 including applicable interests and penalties. The Company paid 961 related to the principal amount on March 16, 2022. Interest and penalties were barred by the expiration of the statute of limitations in March 2025.
(3) On July 22, 2024, the Company acquired Common Management Solutions, S.L. (“Common”), a Spanish corporation. In 2019, Common, Telekom Slovenije and Itelis (the “Consortium”), entered into a project for the rendering of services with Splosna Bolnisnica Izola (the “Client”). For reasons not attributable to the Consortium, the project was stopped soon after it commenced in December 2023. On October 11, 2024 the Client filed a complaint in Slovenia against Telekom and the other members of the Consortium. Notice of the claim was served to Common on April 3, 2025 and responded on April 30, 2025. Under the Consortium agreement, Common’s liability is limited to 60 % of any amount claimed and any liability of Common for damages is subject to insurance coverage. In addition, any claims against Common in connection with the Client’s claim is subject to indemnification under the Equity Purchase Agreement.
NOTE 24 – RELATED PARTIES BALANCES AND TRANSACTIONS
24.1 – Related parties
In accordance with IAS 24 – Related Party Disclosures, the Company maintains recurring transactions with group entities (related parties), primarily related to financing and administrative services.
As of December 31, 2025 the net intercompany balances amounted to 165 disclosed as trade payables with other related party. As of December 31, 2024, the net intercompany balances amounted to 169 disclosed as trade payables with other related party. These transactions are carried out under normal market conditions, with no guarantees provided and no impairment losses recognized.
F-54
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
No other significant related party transactions were identified during the year.
24.2 – Compensation of key management personnel
The remuneration of members of key management personnel during each of the three years are as follows:
| For the year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
Salaries and bonuses (*) | ||||||||||||||||||||
| TOTAL | ||||||||||||||||||||
The remuneration of directors and key executives is determined by the Board of Directors based on the performance of individuals and market trends.
During 2023, the Company granted 114,114 restricted stock units at a grant price range from $148.96 to $194.54 .
During 2024, the Company granted 96,447 restricted stock units at a grant price range from $170.60 to $199.01 .
During 2025, the Company granted 169,270 restricted stock units at a grant price of $102.61 .
NOTE 25 – EMPLOYEE BENEFITS
25.1 – Share-based compensation plan
In July 2014, the Company adopted an Equity Incentive Plan, the 2014 Plan, which was amended on May 9, 2016, February 13, 2019, May 18, 2021 and June 8, 2022.
In July 2024, the Company adopted a new Equity Incentive Plan, the 2024 Plan. The Plan permits the granting of stock options, stock appreciation rights, restricted or unrestricted stock awards, restricted or unrestricted stock units, performance awards, other stock-based awards, or any combination of the foregoing.
In 2019 the Company granted the last share options under the 2014 Plan to certain executive officers and other employees, all options are fully vested. The conditions of such grants included a vesting period of 4 years, exercisable 25 one ordinary share of the Company. No amounts are paid or payable by the recipient upon granting of the option. The options carry neither rights to dividends nor voting rights. Options may be exercised at any time from the date of vesting to the date of their expiry (ten years after the grant date).
Share-based compensation expense for awards of equity instruments to employees and non-employee directors is determined based on the grant-date fair value of the awards, which is calculated using the Black & Scholes model.
Since 2017 the Company granted awards to certain employees and non-employee directors in the form of Restricted Stock Units (RSUs) under the 2014 Plan, having a par value of $1.20 each, with a specific period of vesting.
On September 27, 2021 the Compensation Committee approved the granting of performance-based restricted stock units (PRSUs) under the 2014 Plan. Since such date, between 40 % and 50 % of the restricted stock units have been granted in the form of PRSUs and between 50 % and 60 % in the form of RSUs, and from 2022 all PRSUs and RSUs were granted on a 50 % basis each.
Each RSU and PRSU is equivalent in value to one share of the Company common stock and represents the Company commitment to issue one share of the Company common stock at a future date, subject to the term of the RSU and PRSU agreement.
F-55
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
Until the RSUs and PRSUs vest, they are an unfunded promise to issue shares of stock to the beneficiary. The RSUs and PRSUs carry neither rights to dividends nor voting rights. RSU vesting is subject to the condition that the beneficiary remains as an employee on the vesting date; and PRSUs vesting is subject to both the condition that the beneficiary remains as an employee on the vesting date and performance.
As part of the Company's annual compensation package, it may determine a percentage of RSUs to be issued.
The RSUs and PRSUs grants have been recorded as Equity Settled transactions in accordance to IFRS 2, and they have been measured at the fair market value of the shares at the grant date.
On December 1, 2021, the Compensation Committee approved the granting of awards in the form of Stock-Equivalent Units (SEUs) under the 2014 Plan settled in cash at the common shares market value, in common shares, or in a combination thereof, at the option of the beneficiary. The SEUs vest in four equal annual installments of 25 60 % and 50 % of the SEUs are tied to retention and between 40 % and 50 % are tied to performance (PSEUs). As of December 31, 2024, the Company granted 61,072 SEUs and PSEUs, 6,957 and 16,586 were outstanding as of December 31, 2025 and 2024, respectively, net of any cancelled and/or forfeited awards. Of the stock-equivalent units granted, 50 % were in the form of PSEUs and 50 % were in the form of SEUs.
The following shows the evolution of the share options for the years ended at December 31, 2025 and 2024:
| As of December 31, 2025 | As of December 31, 2024 | |||||||||||||||||||||||||
| Number of options | Weighted average exercise price | Number of options | Weighted average exercise price | |||||||||||||||||||||||
| Balance at the beginning of year | ||||||||||||||||||||||||||
| Exercised during the year | ( | ( | ||||||||||||||||||||||||
| Balance at end of year | ||||||||||||||||||||||||||
The following shows the evolution of the RSUs and the PRSUs for the years ended at December 31, 2025 and 2024:
| As of December 31, 2025 | As of December 31, 2024 | |||||||||||||||||||||||||
| Number of RSU/PRSU | Weighted average grant price | Number of RSU/PRSU | Weighted average grant price | |||||||||||||||||||||||
| Balance at the beginning of year | ||||||||||||||||||||||||||
| RSU/PRSU granted during the year | ||||||||||||||||||||||||||
| Forfeited during the year | ( | ( | ||||||||||||||||||||||||
| Issued during the year | ( | ( | ||||||||||||||||||||||||
| Balance at end of year | ||||||||||||||||||||||||||
The following shows the evolution of the SEUs and PSEUs for the years ended at December 31, 2025 and 2024:
| As of December 31, 2025 | As of December 31, 2024 | |||||||||||||||||||||||||
| Number of SEU/PSEU | Weighted Average Fair Value | Number of SEU/PSEU | Weighted Average Fair Value | |||||||||||||||||||||||
| Balance at the beginning of year | ||||||||||||||||||||||||||
| Forfeited during the year | ( | ( | ||||||||||||||||||||||||
| Issued during the period | ( | ( | ||||||||||||||||||||||||
| Balance at end of year | ||||||||||||||||||||||||||
F-56
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
The following tables summarizes the RSU and the PRSU at the end of the year:
| Grant date | Grant price ($) | Number of RSU/PRSU | Fair value at grant date ($) | Expense as of December 31, 2025 ($) (*) | ||||||||||||||||||||||
| 2020 | from | |||||||||||||||||||||||||
| 2021 | from | |||||||||||||||||||||||||
| 2022 | from | |||||||||||||||||||||||||
| 2023 | from | |||||||||||||||||||||||||
| 2024 | from | |||||||||||||||||||||||||
| 2025 | from | |||||||||||||||||||||||||
| Subtotal | ||||||||||||||||||||||||||
| Non employees RSU | ||||||||||||||||||||||||||
| 2021 | ||||||||||||||||||||||||||
| 2022 | from | |||||||||||||||||||||||||
| 2023 | from | |||||||||||||||||||||||||
| 2024 | from | |||||||||||||||||||||||||
| 2025 | from | |||||||||||||||||||||||||
| Subtotal | ||||||||||||||||||||||||||
| TOTAL | ||||||||||||||||||||||||||
The following tables summarize the share options at the end of the year:
| Grant date | Exercise price ($) | Number of stock options | Number of stock options vested as of December 31, 2025 | Fair value at grant date ($) | Fair value vested ($) | Expense as of December 31, 2025 ($) (*) | ||||||||||||||||||||||||||||||||
| 2016 | from | |||||||||||||||||||||||||||||||||||||
| 2018 | from | |||||||||||||||||||||||||||||||||||||
| TOTAL | ||||||||||||||||||||||||||||||||||||||
Deferred income tax asset arising from the recognition of the share-based compensation plan amounted to 3,148 and 9,239 for the years ended December 31, 2025 and 2024, respectively.
F-57
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
The following tables summarizes the SEU and the PSEU at the end of the year:
| Grant date | Grant price ($) | Number of SEU/PSEU | Fair value at grant date ($) | Expense as of December 31, 2025 ($) (*) | ||||||||||||||||||||||
| 2022 | ||||||||||||||||||||||||||
| 2022 | ||||||||||||||||||||||||||
| 2022 | ||||||||||||||||||||||||||
| 2022 | ||||||||||||||||||||||||||
| TOTAL | ||||||||||||||||||||||||||
(*) Includes social security taxes.
25.2 - Share options exercised, RSU/PRSU and SEU/PSEU vested during the year:
| As of December 31, 2025 | As of December 31, 2024 | |||||||||||||||||||||||||
| Number of options exercised | Exercise price | Number of options exercised | Exercise price | |||||||||||||||||||||||
| Granted in 2014 | ||||||||||||||||||||||||||
| Granted in 2015 | from | from | ||||||||||||||||||||||||
| Granted in 2016 | ||||||||||||||||||||||||||
| Granted in 2018 | ||||||||||||||||||||||||||
| Balance at end of the year | ||||||||||||||||||||||||||
The average market price of the share amounted to 104.47 and 202.86 for years 2025 and 2024, respectively.
The following tables summarizes the RSU and the PRSU an vested during the years 2025 and 2024:
| As of December 31, 2025 | As of December 31, 2024 | |||||||||||||||||||||||||
| Number of RSU's /PRSU's vested | Grant price | Number of RSU's /PRSU's vested | Grant price | |||||||||||||||||||||||
| Granted in 2019 | — | — | ||||||||||||||||||||||||
| Granted in 2020 | from | from | ||||||||||||||||||||||||
| Granted in 2021 | from | from | ||||||||||||||||||||||||
| Granted in 2022 | from | from | ||||||||||||||||||||||||
| Granted in 2023 | from | from | ||||||||||||||||||||||||
| Granted in 2024 | from | from | ||||||||||||||||||||||||
| Granted in 2025 | from | — | — | |||||||||||||||||||||||
| Balance at end of the year | ||||||||||||||||||||||||||
F-58
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
The following tables summarizes the SEU and the PSEU vested during the years 2025 and 2024:
| As of December 31, 2025 | As of December 31, 2024 | |||||||||||||||||||||||||
| Number of SEU's /PSEU's vested | Settlement price | Number of SEU's /PSEU's vested | Settlement price | |||||||||||||||||||||||
Granted in 2022 | from | from | ||||||||||||||||||||||||
| Balance at end of the year | ||||||||||||||||||||||||||
25.3 - Fair value of share-based compensation granted
Determining the fair value of the stock-based awards at the grant date requires judgment. The Company calculated the fair value of each option award on the grant date using the Black-Scholes option pricing model. The Black-Scholes model requires the input of highly subjective assumptions, including the fair value of the Company's shares, expected volatility, expected term, risk-free interest rate and dividend yield.
The Company's grants under its share-based compensation plan with employees are measured based on fair value of the Company's shares at the grant date and recognized as compensation expense on a straight-line basis over the requisite service period, with a corresponding impact reflected in additional paid-in capital.
As of December 31, 2025 and 2024, all outstanding grants were completely vested and no no
25.4 - Equity-settled share-based payments under 2014 Equity Incentive Plan and 2021 Employee Share Purchase Plan
During the year ended December 31, 2022, the Company granted a total of 199,825 awards under the Company's 2014 Equity Incentive Plan, net of cancelled and forfeited awards. Most of these awards were comprised of 50 % RSUs and 50 % PRSUs. RSUs and PRSUs have generally been granted with a vesting period of four years , 25 600,000 additional awards under the Company's 2014 Equity Incentive Plan, 50 % of which are PRSUs and 50 % of which are RSUs. These additional awards will vest based on the achievement of a certain minimum average closing price of the Company's common shares on or prior to August 11, 2030. The threshold price for vesting will be $420 per share through August 10, 2025 and increase by $42 each year until August 11, 2030.
On June 29, 2023, the Company approved to amend the special condition awards granted in August 2022, to the effect of reducing the threshold minimum average closing price for vesting from $420 to $350 per share through (but excluding) June 29, 2026, and increasing it by $35 per share per year until August 11, 2030 and June 29, 2031 for US and non-US residents, respectively. These awards will vest in two equal tranches occurring the first one immediately after the date in which the vesting condition is satisfied and the second occurring on the first anniversary of such vesting event. As of December 31, 2022, the Company granted 597,521 of these awards. As of December 31, 2025, the Company has not granted new RSU and PRSU with these conditions.
In March 2021, the Company adopted the Globant S.A. 2021 Employee Share Purchase Plan (the "ESPP") which provides eligible employees with an opportunity to acquire a proprietary interest in the Company through the purchase of the Company's common shares.
The ESPP permits participants to purchase Common Shares through payroll deductions defined by the employee up to a maximum percentage set in each country of their eligible compensation. The ESPP will typically be implemented through consecutive six months offering periods. Amounts deducted and accumulated from participant compensation will be used to purchase Common Shares at the end of each offering period. Under the terms of the ESPP, the purchase price of the shares shall not be less than 90.0 % of the lower of the fair market value of a Common Share on the first trading day of the offering period or on the purchase date. Subject to adjustment as provided by the ESPP and unless otherwise provided by the Compensation Committee, the purchase price for each offering period shall be 90 % of the fair market value of a Common Share on the purchase date.
F-59
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
During the years ended December 31, 2025, 2024 and 2023, in connection with the ESPP Plan, the Company has repurchased 72,000 , 66,000 and 42,500 shares, respectively, and 82,618 , 45,501 and 48,130 shares have been delivered, respectively.
Fair value of share-based compensation granted in 2022
Share-based compensation expense for awards of equity instruments to employees and non-employee directors is determined based on the grant-date fair value of the awards. Fair value is calculated using the American Binomial model.
The American Binomial model requires the input of highly subjective assumptions, including the fair value of the Company's shares, expected volatility, expected term and risk-free interest rate.
| Assumptions | Granted in 2022 for 2014 Plan | ||||||||||
| Original Assumptions | Modifications to Original Assumptions | ||||||||||
| Non US Employees | US Employees | ||||||||||
| Stock price | |||||||||||
| Expected life | |||||||||||
| Volatility | — | — | |||||||||
| Risk-free interest rate | — | — | |||||||||
The share based payment was modified in June 29, 2023 as detailed in the table above. The incremental fair value determined was 19.63 and 14.61 for Non US Employees and US Employees, respectively, and will be accrued in the remaining period.
The Company estimated the following assumptions for the calculation of the fair value of the awards:
Fair value of the shares: For the 2014 Equity Incentive Plan, the fair value of the shares is based on the quoted market price of the Company's shares at the grant date.
Expected volatility: The expected volatility of the Company's shares is calculated by using the average share price volatility of the Company since July 1, 2014 to the date of grant, excluding COVID-19 pandemic period from March 2020 to May 2020.
Expected term: The expected life of awards represents the period of time the granted awards are expected to be outstanding.
Risk free rate: The risk-free rate for periods within the contractual life of the award is based on the U.S. Federal Treasury yield curve with maturities similar to the expected term of the awards.
25.5 Cash-settled share-based payments under 2014 Equity Incentive Plan
On December 1, 2021, our Compensation Committee approved the granting of awards in the form of Stock-Equivalent Units to be settled in cash or common shares ("SEUs Plan"), or a combination thereof, under the 2014 Equity Incentive Plan. The purpose of the SEUs Plan is to provide an incentive to attract, retain and reward talent in the IT industry and to prompt such persons to contribute to the growth and profitability of the Company. The SEUs Plan provides all eligible employees the opportunity of receiving a grant of SEUs with a unit value equal to the market value of one common share of the Company, to be settled in cash or common shares of the Company.
As of December 31, 2022, the Company has granted 61,072 stock equivalent units. As of December 31, 2025 and 2024, no
F-60
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 26 – BUSINESS COMBINATIONS
26.1 Goodwill
Goodwill is measured as the excess of the cost of an acquisition over the sum of the amounts assigned to net assets acquired less liabilities assumed.
The Company evaluates goodwill for impairment at least annually or more frequently when there is an indication that the cash generating unit ("CGU") may be impaired. An impairment loss is recognized for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use.
The Company first determines the value of the unit using the market approach. For the purposes of the calculation, the Company considers the value of the shares in the market.
In addition, the Company measures the CGU based on value-in-use calculation, which requires the use of significant assumptions related to revenue growth, gross margin, terminal growth rate and discount rate. The assumptions considered by the Company as of December 31, 2025 and 2024, were the following: projected cash flows for the following five years 5.4 % and 15.8 %, respectively, and the rate used to discount cash flows was 11.3 % and 12.4 %, respectively. The long-term rate used to extrapolate cash flows beyond the projected period as of December 31, 2025 and 2024, were 3 % and 4 %, respectively. The recoverable amount is the higher of an asset's fair value less cost of disposals and value in use.
Management's judgment and best estimates, based on current budgets, forecasts, and available market evidence as of the reporting date, are reflected in these assumptions. While it is not currently considered reasonably possible that key assumptions will change to the extent that the carrying amount exceeds the recoverable amount, an adverse shift in market conditions or key assumptions regarding the businesses and their prospects could lead to a revised estimate of recoverable value and potentially result in an impairment charge.
Based upon the Company's evaluation of goodwill, no
A reconciliation of the goodwill from opening to closing balances is as follows:
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
| Cost | ||||||||||||||
| Balance at beginning of year | ||||||||||||||
Additions related to new acquisitions (1) | ||||||||||||||
| Translation | ( | |||||||||||||
| Measurement period adjustment | ||||||||||||||
| Balance at end of year | ||||||||||||||
(1) On April 25, 2025, Globant, S.A, through its subsidiary Globant España S.A and Software Product Creation, S.L, entered into an Equity Purchase Agreement with the equity holders of Omni.Pro Colombia SAS a Colombian company, Omni.Pro Spain S.L, a Spanish company, Experiences at Scale SpA, a Chilean company, Experiences at Scale LLC, a American company, ATM Services Corporation, a Panamanian company, Experiences at Scale S.A., a Argentinian company, Experiences at Scale S.A. de C.V., a Mexican company, all together referred to as "Omni.Pro", pursuant to which the Company purchased all of the outstanding equity interest. The consideration of the acquisition amounted to 63,057 and the intangibles recognized related to the acquisition amounted to 14,744 , where 13,411 relates to the fair value of customer relationships.
F-61
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
26.2 Effects of offsetting on acquisition
As part of the acquisition of the current year, the sellers agreed to indemnify the Company for the outcome of certain contingencies. As a result, the Company has recognized an indemnification asset for a total amount of 470 , as of December 31, 2025. The consideration for this acquisition includes 20,473 (21,659 measured at present value) as of December 31, 2025, which are subject to adjustments, deductions and withholdings related to the indemnified contingencies. Consequently, the Company has off-set the indemnification asset against the amount payable to the sellers, resulting in a net indemnification liability of 20,003 as of December 31, 2025.
26.3 Non-controlling Interest Acquisition
On October 19, 2023, Globant España S.A. entered in to a stock purchase agreement for the purchase of sixty percent (60 %) of the issued and outstanding equity interest of GUT Agency Ltd. and entered into a Put and Call option agreement (the "Option Agreement") with the equity holders of the remaining forty per cent (40 %) of the issued and outstanding equity interest of GUT Agency Ltd. (the "Selling Shareholders" and the "Option Shares", respectively), with the purpose of setting out the terms and conditions whereby: (i) a put option over the Option Shares to be granted by Globant España in favor of the Selling Shareholders; and (ii) a call option over the Option Shares to be granted by the Selling Shareholders in favor of Globant España.
On April 15, 2024 the company exercise the put option of the year 2023 of the 10 % over the non-controlling interest of GUT Agency Ltd, leaving a non-controlling interest for the 30 %.
On April 15, 2025 the company exercise the put option of the year 2024 of the 10 % over the non-controlling interest of GUT Agency Ltd, leaving a non-controlling interest for the 20 %.
As of December 31, 2025, and 2024, the Company has recognized as current and non-current other financial liabilities the written put option for an amount 58,627 and 73,618 , respectively, equal to the present value of the redemption amount.
26.4 Impact of the acquisition of Sportian (Sports Reinvention Entertainment Group, S.L)
On June 16, 2025 the Company agreed on an Amendment to the Participation Agreement with the sellers of Sportian, regarding the periods and conditions of First and Second Earn Out Payments as follows. Specifically, the First Earn Out Payment is now subject to a new EBITDA threshold target and the measurement period was replaced by performance for the fiscal year 2026 and the Second Earn Out Payment is now subject to a new EBITDA threshold target and the measurement period was replaced by performance for the fiscal year 2028.
As of December 31, 2025, the Company has recognized a gain of 2,079 in the line of Other income and expense, included in the statement of comprehensive income for the Amendment to Participation Agreement.
26.5 Impact of the acquisition of GUT
On July 7th 2025, the Company entered into a Second Amendment to the Put and Call Option Agreement (the “Amendment”) with the equity holders of the remaining twenty percent (20 %) of the outstanding equity interest of GUT Agency.
The parties agreed to increase the aggregate percentage of the Option Shares subject to the 2025 Put Option and 2025 Call Option (“2025 Year Option”) to 19 % of the Option Shares, and decrease the 2026 Put Option, leaving 1 % of the Option Shares subject to the 2026 Put Option and 2026 Call Option (“2026 Yearly Option”), of the equity interest in GUT UK upon exercise of each of the yearly (call or put, as applicable) options.
As of December 31, 2025, the Company has recognized a decrease of 2,764 in the line of Additional Paid in Capital ,included in the statement of changes in Equity for the Amendment to Put and Call Option Agreement.
F-62
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
26.6 Impact of the acquisition of Omnia
On September 9, 2025 the Company agreed on an amendment to the Sale and Purchase Agreement with the sellers of Omnia Holding Ltd. This amendment established an increase in the minimum amount payable for the second earn out.
As of December 31, 2025, the Company has recognized a loss of 1,800 in the line of Other income and expense, included in the statement of comprehensive income for the Amendment to Sale and Purchase Agreement.
26.7 Impact of the acquisition of Common
On December 19, 2025 the Company agreed on an amendment to the Share Purchase Agreement with the sellers of Common. The amendment modified the interpretation and calculation of the second earn out payment, where revenue from certain types of contracts to become effective in January 2026 shall be included in the calculation of the earn out payment. The payment shall be made on the established date in the Share Purchase Agreement, except for the portion related to revenue that arise from contracts signed and executed during January 2026 that shall be paid no later than March 31, 2027 and the payment shall be capped at euros 3,000 .
26.8 Impact of open acquisitions as of December 31, 2024
The Company updated the fair value determination of the consideration for acquisitions within the measurement period, resulting in:
| December 31, 2024 | ||||||||
Intangible Assets recognized (1) | ||||||||
| Goodwill | ( | |||||||
Other financial liabilities (2) | ||||||||
| Deferred Tax Liabilities | ( | |||||||
(1) As of December 31, 2024, the intangible assets recognized for Exusia and Blankfactor acquisitions included customer relations for an amount of 83,885 .
NOTE 27 – SEGMENT INFORMATION
Operating segments are components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision-maker (“CODM”) in deciding on how to allocate resources and in assessing performance. The Company’s CODM is considered to be the Company’s chief executive officer (“CEO”). The CEO reviews operating profit presented on an entity level basis for purposes of making operating decisions and assessing financial performance. Therefore, the Company has determined that it operates in a single operating and reportable segment.
The Company provides services related to technology consultancy and digital solutions, and from a broad array of AI-based solutions to world-class enterprise systems.
F-63
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
The following table summarizes revenues by geography, based on the customers' location:
| For the year ended December 31, | ||||||||||||||||||||
| 2025 | 2024 | 2023 | ||||||||||||||||||
North America (1) | ||||||||||||||||||||
| Latin America | ||||||||||||||||||||
| Europe | ||||||||||||||||||||
| New Markets | ||||||||||||||||||||
| TOTAL | ||||||||||||||||||||
The following table summarizes non-current assets other than deferred taxes as stated in IFRS 8, paragraph 33.b, by jurisdiction:
| As of December 31, | ||||||||||||||
| 2025 | 2024 | |||||||||||||
Europe (1) | ||||||||||||||
North America (2) | ||||||||||||||
| Latin America | ||||||||||||||
| New Markets | ||||||||||||||
| TOTAL | ||||||||||||||
(1) Spain represents 63 % and 62 % of the total of Europe's non-current assets as of December 31, 2025 and 2024, respectively
(2) United States of America represents 97 % and 96 % of North America's non-current assets as of December 31, 2025 and 2024, respectively.
NOTE 28 – LEASE
The Company is obligated under various leases for office spaces and office equipment.
Movements in right-of-use assets and lease liabilities as of December 31, 2025 and 2024 were as follows:
| Office spaces | Office equipments | Computers | Total | |||||||||||||||||||||||
| Right-of-use assets | ||||||||||||||||||||||||||
| January 1, 2025 | ||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||
| Additions from business combinations | ||||||||||||||||||||||||||
| Disposals | ( | ( | ||||||||||||||||||||||||
| Depreciation (note 6) | ( | ( | ( | ( | ||||||||||||||||||||||
| Foreign currency translation | ||||||||||||||||||||||||||
| December 31, 2025 | ||||||||||||||||||||||||||
F-64
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
| Office spaces | Office equipments | Computers | Total | |||||||||||||||||||||||
| Right-of-use assets | ||||||||||||||||||||||||||
| January 1, 2024 | ||||||||||||||||||||||||||
| Additions | ||||||||||||||||||||||||||
| Additions from business combinations | ||||||||||||||||||||||||||
| Disposals | ( | ( | ||||||||||||||||||||||||
| Depreciation (note 6) | ( | ( | ( | ( | ||||||||||||||||||||||
| Foreign currency translation | ( | ( | ||||||||||||||||||||||||
| December 31, 2024 | ||||||||||||||||||||||||||
| Lease liabilities | As of December 31, | |||||||||||||
| 2025 | 2024 | |||||||||||||
| Balance at beginning of year | ||||||||||||||
Additions (1) | ||||||||||||||
| Additions from business combinations | ||||||||||||||
Foreign exchange difference (1) | ( | |||||||||||||
Foreign currency translation (2) | ( | |||||||||||||
Interest expense (1) | ||||||||||||||
Payments (2) | ( | ( | ||||||||||||
| Disposals | ( | ( | ||||||||||||
| Balance at end of year | ||||||||||||||
(1) Non-cash transactions.
(2) Cash transactions.
As of December 31, 2025, there were no lease contracts that have not yet commenced.
The outstanding balance of the lease liabilities as of December 31, 2025 and 2024 is as follows:
| As of December 31, | |||||||||||
| 2025 | 2024 | ||||||||||
| Lease liabilities | |||||||||||
| Current | |||||||||||
| Non-current | |||||||||||
| TOTAL | |||||||||||
The maturity analysis of lease liabilities is presented in note 29.5.
F-65
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 29 – FINANCIAL INSTRUMENTS
29.1 - Categories of financial instruments
| As of December 31, 2025 | ||||||||||||||
| FVTPL | FVTOCI | Amortized cost | ||||||||||||
| Financial assets | ||||||||||||||
| Cash and cash equivalents | — | — | ||||||||||||
| Investments | ||||||||||||||
| Mutual funds | — | — | ||||||||||||
| Contribution to funds | — | — | ||||||||||||
| Trade receivables | — | — | ||||||||||||
| Other assets | — | — | ||||||||||||
| Other receivables | — | — | ||||||||||||
| Other financial assets | ||||||||||||||
| Convertible notes | — | — | ||||||||||||
| Foreign exchange forward contracts | — | |||||||||||||
| Equity instruments | — | — | ||||||||||||
| Financial liabilities | ||||||||||||||
| Trade payables | — | — | ||||||||||||
| Borrowings | — | — | ||||||||||||
Other financial liabilities (1) | ||||||||||||||
| Other financial liabilities related to business combinations | — | |||||||||||||
| Foreign exchange forward contracts | — | |||||||||||||
| Interest rate SWAP | — | — | ||||||||||||
| Equity forward contract | — | — | ||||||||||||
| Share Repurchase Program | — | — | ||||||||||||
| Dividends Payable | — | — | ||||||||||||
| Others | — | — | ||||||||||||
| Lease liabilities | — | — | ||||||||||||
| Other liabilities | — | — | ||||||||||||
(1) The Company recognized a put option liability for 58,627 (see note 3.13.3) related to the minority interest of GUT. Changes in the measurement of the redemption amount are recognized in the statements of changes in equity.
F-66
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
| As of December 31, 2024 | ||||||||||||||
| Financial assets | FVTPL | FVTOCI | Amortized cost | |||||||||||
| Cash and cash equivalents | — | — | ||||||||||||
| Investments | ||||||||||||||
| Mutual funds | — | — | ||||||||||||
| Contribution to funds | — | — | ||||||||||||
| Trade receivables | — | — | ||||||||||||
| Other assets | — | — | ||||||||||||
| Other receivables | — | — | ||||||||||||
| Other financial assets | ||||||||||||||
| Convertible notes | — | — | ||||||||||||
| Foreign exchange forward contracts | — | |||||||||||||
| Equity instruments | — | — | ||||||||||||
| Equity forward contract | — | — | ||||||||||||
| Financial liabilities | ||||||||||||||
| Trade payables | — | — | ||||||||||||
| Borrowings | — | — | ||||||||||||
Other financial liabilities (1) | ||||||||||||||
| Foreign exchange forward contracts | — | |||||||||||||
| Other financial liabilities related to business combinations | — | |||||||||||||
| Equity forward contract | — | — | ||||||||||||
| Other | — | — | ||||||||||||
| Lease liabilities | — | — | ||||||||||||
| Other liabilities | — | — | ||||||||||||
29.2 - Market risk
The Company is exposed to a variety of risks: market risk, including the effects of changes in foreign currency exchange rates and interest rates, and liquidity risk.
The Company's overall risk management program focuses on the unpredictability of financial markets and seeks to minimize potential adverse effects on the Company's financial performance. The Company does not use derivative instruments to hedge its exposure to risks, apart from those mentioned in note 29.10 and 29.11.
29.3 - Foreign currency risk management
The Company undertakes transactions denominated in foreign currencies; consequently, exposures to exchange rate fluctuations arise.
Except for the subsidiaries that have its local currency as functional currency, the functional currency of the Company and its subsidiaries is the U.S. dollar. In 2025, 64.62 % of the Company's revenues are denominated in U.S. dollars. Because the majority of its personnel are located in Latin America, the Company incurs the majority of its operating expenses and capital expenditures in non-U.S. dollar currencies, primarily the Colombian peso, Mexican peso, Chilean peso, Peruvian sol, Uruguayan peso and Brazilian real. Operating expenses are also significantly incurred in Indian Rupee, Great Britain Pound and European Union Euros.
F-67
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
Foreign exchange sensitivity analysis
The Company is mainly exposed to Argentine pesos, Australian Dollar, Brazilian Real, Chilean pesos, Colombian pesos, Danish Krone, Indian rupees, European Union euros, Mexican pesos, Peruvian Sol, Pounds sterling, Qatari Riyal, Saudi Riyal and Uruguayan pesos.
The following tables illustrate the Company's sensitivity to increases and decreases in the U.S. dollar against the relevant foreign currency. The following sensitivity analysis includes outstanding foreign currency denominated monetary items at December 31, 2025 and adjusts their translation at the year-end for changes in U.S. dollars against the relevant foreign currency.
| Gain/(loss) | ||||||||||||||||||||||||||||||||||||||
| Account | Currency | Amount | % Increase | Amount | % Decrease | Amount | ||||||||||||||||||||||||||||||||
| Net balances | Argentine pesos | % | ( | % | ||||||||||||||||||||||||||||||||||
| Australian Dollar | ( | % | % | ( | ||||||||||||||||||||||||||||||||||
| Brazilian Real | % | ( | % | |||||||||||||||||||||||||||||||||||
| Chilean pesos | % | ( | % | |||||||||||||||||||||||||||||||||||
| Colombian pesos | ( | % | % | ( | ||||||||||||||||||||||||||||||||||
| Danish Krone | % | ( | % | |||||||||||||||||||||||||||||||||||
| Indian Rupees | ( | % | % | ( | ||||||||||||||||||||||||||||||||||
| European Union euros | % | ( | % | |||||||||||||||||||||||||||||||||||
| Mexican pesos | % | ( | % | |||||||||||||||||||||||||||||||||||
| Peruvian Sol | % | ( | % | |||||||||||||||||||||||||||||||||||
| Pounds Sterling | ( | % | % | ( | ||||||||||||||||||||||||||||||||||
| Qatari Riyal | % | ( | % | |||||||||||||||||||||||||||||||||||
| Saudi Riyal | % | ( | % | |||||||||||||||||||||||||||||||||||
| Uruguayan pesos | ( | % | % | ( | ||||||||||||||||||||||||||||||||||
| TOTAL | ( | |||||||||||||||||||||||||||||||||||||
As explained in note 29.10, the subsidiaries in Argentina, Colombia, United Kingdom, Mexico, Chile and Uruguay entered into foreign exchange forward and future contracts in order to mitigate the risk of fluctuations in the foreign exchange rate and reduce the impact in the financial statements.
The effect in equity of the U.S. dollar fluctuation against the relevant foreign currency as of December 31, 2025, is not material.
Depreciation of the Argentine Peso
During 2025, the Argentine peso experienced a 40.76 % devaluation from 1,030.50 Argentine peso per U.S dollar to 1,450.50 Argentine peso per U.S dollar.
During 2024, the Argentine peso experienced a 27.70 % devaluation from 806.95 Argentine peso per U.S dollar to 1,030.50 Argentine peso per U.S dollar.
F-68
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
29.4 - Interest rate risk management
The Company's exposure to market risk for changes in interest rates relates primarily to its cash and bank balances and its credit facilities. The Company's credit line in the U.S. bear interest at a fixed rate between 1.25 % or 1.88 % depending on the amount borrowed, as of December 31, 2025 the fixed rate is 1.25 %, and a variable rate linked to SOFR. During 2025 the Company entered into interest rate swap transactions with the purpose of hedging the exposure to variable interest rate related to the Amended and Restated Credit Agreement with certain financial institutions. As of December 31, 2025 the Company has recognized a net gain of 127 , through results of profit and loss.
As of December 31, 2024 and 2023 the Company has recognized a net gain of 11 and 356 , respectively, through results of profit and loss; related to the swap acquired in 2020 which the hedge accounting was discontinued in 2021.
Interest rate swap assets and liabilities are presented in the line item "Other financial assets" and "Other financial liabilities" within the statements of financial position, respectively.
Interest rate swap contracts outstanding as of December 31, 2025:
| Floating rate | Fixed rate | Fair value | |||||||||||||||
| Maturity Date | Notional | receivable | payable | assets / (liabilities) | |||||||||||||
| Instruments for which hedge accounting has been discontinued | |||||||||||||||||
| Current | |||||||||||||||||
| May 31, 2028 | SOFR | % | ( | ||||||||||||||
| May 31, 2028 | SOFR | % | ( | ||||||||||||||
| Fair value as of December 31, 2025 | ( | ||||||||||||||||
29.5 – Liquidity risk management
The Company's primary sources of liquidity are cash flows from operating activities and borrowings under credit facilities. See note 21.
Management monitors rolling forecasts of the Company's liquidity position on the basis of expected cash flow.
The table below analyzes financial liabilities into relevant maturity groups based on the remaining period at the balance sheet date to the contractual maturity date. The amounts disclosed in the table are the contractual undiscounted cash flows.
| Expected Maturity Date | ||||||||||||||||||||||||||||||||
| 2026 | 2027 | 2028 | Thereafter | Total | ||||||||||||||||||||||||||||
| Borrowings | ||||||||||||||||||||||||||||||||
| Trade payables | ||||||||||||||||||||||||||||||||
| Lease liabilities | ||||||||||||||||||||||||||||||||
Other financial liabilities(*) | ||||||||||||||||||||||||||||||||
| TOTAL | ||||||||||||||||||||||||||||||||
F-69
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
29.6 - Concentration of credit risk
The Company derives revenues from clients in the U.S. (approximately 53 %) and clients related from diverse industries. For the years ended December 31, 2025, 2024 and 2023, the Company's top five clients accounted for 20.1 %, 20.8 % and 22.9 % of its revenues, respectively. No single customer accounted for 10% or more of total revenues for the years ended December 31, 2025, 2024 and 2023. Credit risk from trade receivables is considered to be low because the Company minimize the risk by setting credit limits for its customers, which are mainly large and renowned companies. Cash and cash equivalents and derivative financial instruments are considered to have low credit risk because these assets are held with widely renowned financial institutions (see note 13).
29.7 - Fair value of financial instruments that are not measured at fair value
Except as detailed in the following table, the carrying amounts of financial assets and liabilities included in the consolidated statement of financial position as of December 31, 2025 and 2024, are a reasonable approximation of fair value due to the short time of realization.
| As of December 31, 2025 | As of December 31, 2024 | |||||||||||||||||||||||||
| Carrying amount | Fair value | Carrying amount | Fair value | |||||||||||||||||||||||
| Non-current assets | ||||||||||||||||||||||||||
| Other receivables | ||||||||||||||||||||||||||
| Guarantee deposits | ||||||||||||||||||||||||||
| Other assets | ||||||||||||||||||||||||||
| Non-current liabilities | ||||||||||||||||||||||||||
| Trade payables | ||||||||||||||||||||||||||
| Borrowings | ||||||||||||||||||||||||||
29.8 - Fair value measurements recognized in the consolidated statement of financial position
The following table provides an analysis of financial instruments that are measured subsequent to initial recognition at fair value, grouped into a three-level fair value hierarchy as mandated by IFRS 13, as follows:
Level 1 fair value measurements are those derived from quoted market prices (unadjusted) in active markets for identical assets or liabilities.
Level 2 fair value measurements are those derived from inputs other than quoted prices included within Level 1, that are observable for the asset or liability, either directly (i.e., as prices) or indirectly (i.e., derived from prices).
Level 3 fair value measurements are those derived from unobservable inputs for the assets or liabilities.
F-70
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
| As of December 31, 2025 | ||||||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||
| Financial assets | ||||||||||||||||||||
Mutual funds (1) | ||||||||||||||||||||
| Foreign exchange forward contracts | ||||||||||||||||||||
| Convertibles notes | ||||||||||||||||||||
| Equity instrument | ||||||||||||||||||||
| Financial liabilities | ||||||||||||||||||||
| Contingent consideration | ||||||||||||||||||||
| Foreign exchange forward contracts | ||||||||||||||||||||
| Interest rate SWAP | ||||||||||||||||||||
| Equity forward contract | ||||||||||||||||||||
| As of December 31, 2024 | ||||||||||||||||||||
| Level 1 | Level 2 | Level 3 | Total | |||||||||||||||||
| Financial assets | ||||||||||||||||||||
Mutual funds (1) | ||||||||||||||||||||
| Foreign exchange forward contracts | ||||||||||||||||||||
| Convertibles notes | ||||||||||||||||||||
| Equity instrument | ||||||||||||||||||||
| Equity forward contract | ||||||||||||||||||||
| Financial liabilities | ||||||||||||||||||||
| Contingent consideration | ||||||||||||||||||||
| Foreign exchange forward contracts | ||||||||||||||||||||
| Equity forward contract | ||||||||||||||||||||
(1) Mutual funds are measured at fair value through profit or loss, based on the changes of the fund's net asset value.
There were no transfers of financial assets and liabilities between Level 1, Level 2 and Level 3 during the period.
The Company has applied the market approach technique in order to estimate the price at which an orderly transaction to sell the asset or to transfer the liability would take place between market participants at the measurement date under current market conditions. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable (i.e., similar) assets, liabilities or a group of assets and liabilities.
When the inputs required by the market approach are not available, the Company applies the income approach technique. The income approach technique estimates the fair value of an asset or a liability by converting future amounts (e.g. cash flows or income and expenses) to a single current (i.e. discounted) amount. When the income approach is used, the fair value measurement reflects current market expectations about those future amounts.
F-71
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
29.9 Level 3
29.9.1 Contingent consideration
Certain acquisitions included contingent consideration agreements which are payable on a deferred basis and which will be subject to the occurrence of certain events relating to the acquired company's financial performance like revenue, gross margin, operating margin and earnings before income tax and depreciation and amortization (EBITDA).
The actual amounts to be paid under the contingent consideration arrangements may be increased proportionally to the target's achievements and are not subject to any maximum amount.
The fair values of the contingent consideration arrangements are estimated by using a probabilistic framework such as Montecarlo simulation where each iteration was discounted to present value using a discount rate. In other cases the contingent consideration was estimated by discounting to present value using a risk-adjusted discount rate.
The Company also performed an estimation of the potential minimum amount of all future payments that could be required to be made under the agreements.
As of December 31, 2025 the nominal value, minimum amount and fair value amounted to 140,752 , 38,449 , and 127,969 , respectively.
As of December 31, 2024 the nominal value, minimum amount and fair value amounted to 156,968 , 48,739 , and 126,183 , respectively.
During 2025 the Company paid the aggregate consideration of 21,656 related to the target achievements during the year 2024.
As of December 31, 2025, 2024, and 2023 the results from remeasurement of the contingent considerations resulted in a net loss of 2,259 , and a net gain of 5,736 , and 4,227 , respectively. During 2025 it mainly includes a gain of 14,614 related to Experience IT, Sportian and Blankfactor acquisitions, and a loss of 16,253 related to Iteris, Ewave, Common and Omnia acquisitions.
The following table summarizes the quantitative information about the significant unobservable inputs used in level 3 fair value measurements:
| Description | Fair Value at December 31, 2025 | Unobservable inputs | Range of inputs | Relationship of unobservable inputs to Fair Value | ||||||||||||||||||||||
| Contingent consideration | Risk adjusted discount rate | Between | An increase in the discount rates by | |||||||||||||||||||||||
| Contingent consideration | Expected revenues | Between | An increase in the expected revenues by | |||||||||||||||||||||||
| Contingent consideration | Expected EBITDA | Between | An increase in the expected EBITDA by | |||||||||||||||||||||||
F-72
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
29.9.2 Convertible notes
As described in note 3.12.8, the Company entered into several convertible notes that include the right to convert the outstanding amount into equity shares of the invested companies. The fair value of such convertible notes was estimated using unobservable inputs. The amounts of gains and losses for the period related to changes in the fair value of the convertible notes were not material.
29.9.3. Reconciliation of recurring fair value measurements categorized within Level 3
The following table shows the reconciliation of recurring fair value measurements categorized within Level 3 of the fair value hierarchy:
| Financial Assets | Financial liabilities | ||||||||||
| Convertible notes | Contingent consideration | ||||||||||
| December 31, 2023 | |||||||||||
Fair value remeasurement (1) | — | ( | |||||||||
Acquisition of business (1) | — | ||||||||||
Acquisition of investment (3) | — | ||||||||||
Payments (2) | — | ( | |||||||||
Interests (1) | |||||||||||
Reclassifications (1) | — | ( | |||||||||
Foreign exchange difference (1) | — | ( | |||||||||
Translation (1) | — | ( | |||||||||
| Write-off | ( | — | |||||||||
| December 31, 2024 | |||||||||||
| Financial Assets | Financial liabilities | ||||||||||
| Convertible notes | Contingent consideration | ||||||||||
| December 31, 2024 | |||||||||||
Fair value remeasurement (1) (4) | — | ||||||||||
Acquisition of business (1) | — | ||||||||||
Acquisition of investment (3) | — | ||||||||||
Exercise of conversion option (1) | ( | — | |||||||||
Payments (2) | — | ( | |||||||||
Collection (3) | ( | — | |||||||||
Interests (1) | — | ||||||||||
Foreign exchange difference (1) | |||||||||||
Translation (1) | — | ||||||||||
| Write-off | ( | — | |||||||||
| December 31, 2025 | |||||||||||
(1) Non-cash transactions.
(2) Cash transactions included in investing activities, except for remeasurement of contingent considerations which are in operating activities, in the consolidated statement of cash flows.
(3) As of December 31, 2025 and 2024 the amount of 2,156 and 2,533 , respectively were cash transactions included in investing activities in the consolidated statement of cash flows.
(4) Including the effects of the remeasurement of Sportian, Omnia and Common mentioned in notes 26.4, 26.6 and 26.7
F-73
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
29.10 Foreign exchange futures and forward contracts
During 2025 and 2024, certain subsidiaries from Argentina, Uruguay, Chile, Colombia, United Kingdom and Mexico acquired foreign exchange forward contracts with certain banks in U.S. dollars, with the purpose of hedging the possible decrease of assets' value held in the local currencies from each country, due to the risk of exposure to fluctuations in those foreign currencies and a subsidiary in the United States of America has also acquired foreign exchange forward contracts with certain banks, with the purpose of hedging the exposure in currencies different than U.S dollar. Those contracts were recognized, according to IFRS 9, as financial assets at fair value through profit or loss. For the years ended December 31, 2025 and 2024, the Company recognized a net gain of 2,963 and a net loss of 3,734 , respectively. As of December 31, 2025 and 2024, the foreign exchange forward contracts that were recognized as financial assets and liabilities at fair value through profit or loss were as follows:
| Currency | Foreign currency | Notional foreign | Buy / Sell (*) | Fair value assets / | ||||||||||||||||
| Settlement date | from contracts | rate from contracts | currency rate | (liabilities) | ||||||||||||||||
| January 30, 2026 | Colombian Peso | Buy | ||||||||||||||||||
| February 26, 2026 | Indian Rupee | Buy | ||||||||||||||||||
| February 26, 2026 | Uruguayan Peso | Buy | ||||||||||||||||||
| February 27, 2026 | Australian Dollar | Buy | ||||||||||||||||||
| Fair value as of December 31, 2025 | ||||||||||||||||||||
| January 31, 2025 | Chilean Peso | Sell | ||||||||||||||||||
| February 28, 2025 | Chilean Peso | Sell | ||||||||||||||||||
| Fair value as of December 31, 2024 | ||||||||||||||||||||
F-74
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
| Currency | Foreign currency | Notional foreign | Buy / Sell (*) | Fair value assets / | ||||||||||||||||
| Settlement date | from contracts | rate from contracts | currency rate | (liabilities) | ||||||||||||||||
| January 30, 2026 | Chilean Peso | Sell | ( | |||||||||||||||||
| January 30, 2026 | Euro | Sell | ( | |||||||||||||||||
| January 30, 2026 | Euro | Sell | ( | |||||||||||||||||
| January 30, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| January 30, 2026 | Mexican Peso | Sell | ( | |||||||||||||||||
| February 27, 2026 | Chilean Peso | Sell | ( | |||||||||||||||||
| Fair value as of December 31, 2025 | ( | |||||||||||||||||||
| January 2, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| January 31, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| January 31, 2025 | Colombian Peso | Buy | ( | |||||||||||||||||
| January 31, 2025 | Colombian Peso | Buy | ( | |||||||||||||||||
| January 31, 2025 | Pound sterling | Buy | ( | |||||||||||||||||
| February 28, 2025 | Australian Dollar | Buy | ( | |||||||||||||||||
| February 28, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| February 28, 2025 | Colombian Peso | Buy | ( | |||||||||||||||||
| February 28, 2025 | Uruguayan Peso | Buy | ( | |||||||||||||||||
| Fair value as of December 31, 2024 | ( | |||||||||||||||||||
(*) Represents the buy or sell position of the contract's currency (detailed in the "Currency from contracts" column) against the USD.
The most frequently applied valuation techniques include forward pricing models. The models incorporate various inputs including: foreign exchange spot, interest rates curves of the respective currencies and the term of the contract.
29.11 Hedge accounting
Revenue hedge
During the year ended December 31, 2025 and 2024, the Brazilian, Mexican, United States of America and Argentine subsidiaries, acquired foreign exchange forward and foreign exchange futures, contracts respectively, in U.S. dollars, with the purpose of hedging the possible decrease of revenues' expected in Brazilian Real, Mexican Pesos, Argentine Pesos, Pound sterling and European euros. The Company designated those derivatives and futures as hedging instruments in respect of foreign currency risk in cash flow hedges.
As of December 31, 2025 and 2024 the Company has recognized a net gain 201 and a net loss 1,216 , respectively, included in Revenues and a net loss of 13 and a net gain 625 , respectively, included in other comprehensive income.
As of December 31, 2025, the Company did not maintain any collaterals. As of December 31, 2024, collaterals regarding the transactions are restricted assets for an amount of 218 in Mutual funds included as investments.
F-75
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
Salary hedge
During 2024, certain subsidiaries from Argentina, Peru, Colombia, India, Brazil, Uruguay, Mexico, Chile and the United States of America entered into foreign exchange forward and future contracts to manage the foreign currency risk associated with the salaries payable in the local currency of each country. During 2025 the subsidiaries from Colombia, India, Brazil, Uruguay, Mexico, Chile and the United States of America entered into foreign exchange forward contracts to manage the foreign currency risk associated with the salaries payable in the local currency of each country The Company designated those derivatives as hedging instruments in respect of foreign currency risk in cash flow hedges. Hedges of foreign exchange risk on firm commitments are accounted for as cash flow hedges.
The effective portion of changes in the fair value of derivatives and other qualifying hedging instruments that are designated and qualify as cash flow hedges are recognized in other comprehensive income and accumulated under the heading of cash flow hedging reserve, limited to the cumulative change in fair value of the hedged item from inception of the hedge. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss, and is included in the ‘finance income’ or ‘finance expense’ line items. Amounts previously recognized in other comprehensive income and accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss, in the same line as the recognized hedged item (i.e. Salaries, employee benefits and social security taxes).
As of December 31, 2025, the Company has recognized a net gain of 22,793 and during the years ended December 31, 2024 and 2023, the Company has recognized a net loss of 6,421 and a net gain 21,997 , respectively, included in Salaries, employee benefits and social security taxes and a net gain of 9,311 ,a net loss of 14,494 and a net gain 6,604 , respectively, included in other comprehensive income.
Foreign currency forward contract assets and liabilities are presented in the line ‘Other financial assets’ and ‘Other financial liabilities’ within the statement of financial position.
The following table detail the foreign currency forward contracts outstanding as of December 31, 2025:
Hedging instruments - Outstanding contracts
| Currency | Foreign currency | Notional foreign | Buy / Sell (*) | Fair value assets / | ||||||||||||||||
| Settlement date | from contracts | rate from contracts | currency rate | (liabilities) | ||||||||||||||||
| Salary hedge | ||||||||||||||||||||
| January 30, 2026 | Colombian Peso | Buy | ||||||||||||||||||
| January 30, 2026 | Colombian Peso | Buy | ||||||||||||||||||
| January 30, 2026 | Mexican Peso | Buy | ||||||||||||||||||
| January 30, 2026 | Mexican Peso | Buy | ||||||||||||||||||
| January 30, 2026 | Chilean Peso | Buy | ||||||||||||||||||
| January 30, 2026 | Uruguayan Peso | Buy | ||||||||||||||||||
| January 30, 2026 | Peruvian Sol | Buy | ||||||||||||||||||
| January 30, 2026 | Chilean Peso | Buy | ||||||||||||||||||
| January 30, 2026 | Uruguayan Peso | Buy | ||||||||||||||||||
| January 30, 2026 | Peruvian Sol | Buy | ||||||||||||||||||
| February 27, 2026 | Colombian Peso | Buy | ||||||||||||||||||
| February 27, 2026 | Mexican Peso | Buy | ||||||||||||||||||
| February 27, 2026 | Chilean Peso | Buy | ||||||||||||||||||
| February 27, 2026 | Mexican Peso | Buy | ||||||||||||||||||
| February 27, 2026 | Uruguayan Peso | Buy | ||||||||||||||||||
| February 27, 2026 | Peruvian Sol | Buy | ||||||||||||||||||
| February 27, 2026 | Uruguayan Peso | Buy | ||||||||||||||||||
| February 27, 2026 | Chilean Peso | Buy | ||||||||||||||||||
| February 27, 2026 | Peruvian Sol | Buy | ||||||||||||||||||
| March 31, 2026 | Colombian Peso | Buy | ||||||||||||||||||
F-76
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
| March 31, 2026 | Mexican Peso | Buy | ||||||||||||||||||
| March 31, 2026 | Chilean Peso | Buy | ||||||||||||||||||
| March 31, 2026 | Uruguayan Peso | Buy | ||||||||||||||||||
| March 31, 2026 | Peruvian Sol | Buy | ||||||||||||||||||
| March 31, 2026 | Chilean Peso | Buy | ||||||||||||||||||
| April 30, 2026 | Colombian Peso | Buy | ||||||||||||||||||
| April 30, 2026 | Mexican Peso | Buy | ||||||||||||||||||
| April 30, 2026 | Chilean Peso | Buy | ||||||||||||||||||
| April 30, 2026 | Uruguayan Peso | Buy | ||||||||||||||||||
| April 30, 2026 | Peruvian Sol | Buy | ||||||||||||||||||
| May 29, 2026 | Mexican Peso | Buy | ||||||||||||||||||
| May 29, 2026 | Uruguayan Peso | Buy | ||||||||||||||||||
| May 29, 2026 | Chilean Peso | Buy | ||||||||||||||||||
| May 29, 2026 | Peruvian Sol | Buy | ||||||||||||||||||
| June 30, 2026 | Chilean Peso | Buy | ||||||||||||||||||
| June 30, 2026 | Uruguayan Peso | Buy | ||||||||||||||||||
| Revenue hedge | ||||||||||||||||||||
| January 30, 2026 | Argentinian Peso | Sell | ||||||||||||||||||
| February 27, 2026 | Argentinian Peso | Sell | ||||||||||||||||||
| March 31, 2026 | Argentinian Peso | Sell | ||||||||||||||||||
| Fair value as of December 31, 2025 | ||||||||||||||||||||
| Currency | Foreign currency | Notional foreign | Buy / Sell (*) | Fair value assets / | ||||||||||||||||
| Settlement date | from contracts | rate from contracts | currency rate | (liabilities) | ||||||||||||||||
| January 31, 2025 | Pound sterling | Sell | ||||||||||||||||||
| January 31, 2025 | Euro | Sell | ||||||||||||||||||
| February 28, 2025 | Pound sterling | Sell | ||||||||||||||||||
| February 28, 2025 | Euro | Sell | ||||||||||||||||||
| March 31, 2025 | Pound sterling | Sell | ||||||||||||||||||
| March 31, 2025 | Euro | Sell | ||||||||||||||||||
| April 29, 2025 | Colombian Peso | Buy | ||||||||||||||||||
| April 29, 2025 | Colombian Peso | Buy | ||||||||||||||||||
| May 29, 2025 | Chilean Peso | Buy | ||||||||||||||||||
| June 30, 2025 | Chilean Peso | Buy | ||||||||||||||||||
| Fair value as of December 31, 2024 | ||||||||||||||||||||
(*) Represents the buy or sell position of the contract's currency (detailed in the "Currency from contracts" column) against the USD.
F-77
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
| Currency | Foreign currency | Notional foreign | Buy / Sell (*) | Fair value assets / | ||||||||||||||||
| Settlement date | from contracts | rate from contracts | currency rate | (liabilities) | ||||||||||||||||
| Salary hedge | ||||||||||||||||||||
| January 28, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| January 28, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| January 28, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| January 28, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| February 24, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| February 24, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| February 24, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| February 24, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| February 27, 2026 | Colombian Peso | Buy | ( | |||||||||||||||||
| March 25, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| March 25, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| March 25, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| March 25, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| March 31, 2026 | Colombian Peso | Buy | ( | |||||||||||||||||
| March 31, 2026 | Mexican Peso | Buy | ( | |||||||||||||||||
| April 28, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| April 28, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| May 26, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| May 26, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| May 29, 2026 | Colombian Peso | Buy | ( | |||||||||||||||||
| June 24, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| June 24, 2026 | Indian Rupee | Buy | ( | |||||||||||||||||
| June 30, 2026 | Colombian Peso | Buy | ( | |||||||||||||||||
| June 30, 2026 | Mexican Peso | Buy | ( | |||||||||||||||||
| Fair value as of December 31, 2025 | ( | |||||||||||||||||||
| Currency | Foreign currency | Notional foreign | Buy / Sell (*) | Fair value assets / | ||||||||||||||||
| Settlement date | from contracts | rate from contracts | currency rate | (liabilities) | ||||||||||||||||
| January 24, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| January 24, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| January 24, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| January 29, 2025 | Colombian Peso | Buy | ( | |||||||||||||||||
| January 30, 2025 | Colombian Peso | Buy | ( | |||||||||||||||||
| January 30, 2025 | Chilean Peso | Buy | ( | |||||||||||||||||
| January 30, 2025 | Brazilian Real | Buy | ( | |||||||||||||||||
| January 30, 2025 | Brazilian Real | Buy | ( | |||||||||||||||||
| January 31, 2025 | Mexican Peso | Buy | ( | |||||||||||||||||
| January 31, 2025 | Mexican Peso | Buy | ( | |||||||||||||||||
| January 31, 2025 | Uruguayan Peso | Buy | ( | |||||||||||||||||
| February 25, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| February 25, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| February 25, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| February 27, 2025 | Colombian Peso | Buy | ( | |||||||||||||||||
| February 27, 2025 | Colombian Peso | Buy | ( | |||||||||||||||||
| February 27, 2025 | Chilean Peso | Buy | ( | |||||||||||||||||
| February 27, 2025 | Brazilian Real | Buy | ( | |||||||||||||||||
F-78
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
| February 27, 2025 | Brazilian Real | Buy | ( | |||||||||||||||||
| February 28, 2025 | Mexican Peso | Buy | ( | |||||||||||||||||
| February 28, 2025 | Mexican Peso | Buy | ( | |||||||||||||||||
| February 28, 2025 | Uruguayan Peso | Buy | ( | |||||||||||||||||
| March 25, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| March 25, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| March 25, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| March 28, 2025 | Mexican Peso | Buy | ( | |||||||||||||||||
| March 28, 2025 | Colombian Peso | Buy | ( | |||||||||||||||||
| March 28, 2025 | Colombian Peso | Buy | ( | |||||||||||||||||
| March 28, 2025 | Chilean Peso | Buy | ( | |||||||||||||||||
| March 28, 2025 | Brazilian Real | Buy | ( | |||||||||||||||||
| March 28, 2025 | Brazilian Real | Buy | ( | |||||||||||||||||
| March 31, 2025 | Uruguayan Peso | Buy | ( | |||||||||||||||||
| April 25, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| April 25, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| April 25, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| April 29, 2025 | Chilean Peso | Buy | ( | |||||||||||||||||
| April 30, 2025 | Uruguayan Peso | Buy | ( | |||||||||||||||||
| April 30, 2025 | Mexican Peso | Buy | ( | |||||||||||||||||
| April 30, 2025 | Brazilian Real | Buy | ( | |||||||||||||||||
| May 27, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| May 27, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| May 27, 2025 | Indian Rupee | Buy | ( | |||||||||||||||||
| May 28, 2025 | Colombian Peso | Buy | ( | |||||||||||||||||
| May 28, 2025 | Colombian Peso | Buy | ( | |||||||||||||||||
| May 30, 2025 | Uruguayan Peso | Buy | ( | |||||||||||||||||
| May 30, 2025 | Mexican Peso | Buy | ( | |||||||||||||||||
| May 30, 2025 | Brazilian Real | Buy | ( | |||||||||||||||||
| June 27, 2025 | Uruguayan Peso | Buy | ( | |||||||||||||||||
| Fair value as of December 31, 2024 | ( | |||||||||||||||||||
(*) Represents the buy or sell position of the contract's currency (detailed in the "Currency from contracts" column) against the USD.
During the year ended December 31, 2022, Globant LLC entered into equity forward contracts to manage the risk associated with the volatility of the Company's market share price use to determine the cash-settled shared based plan. The Company designated those derivatives as hedging instruments in respect of market share price risk in cash flow hedges. Hedges of cash-settled share base payment risk on firm commitments are accounted for as cash flow hedges.
Since the Company separates the forward element and the spot element of the forward contract and designates as the hedging instrument only the change in the value of the spot element of the forward contract, the effective portion of changes in the fair value of derivatives and other qualifying hedging instruments that are designated and qualify as cash flow hedges is recognized in other comprehensive income and accumulated under the heading of cash flow hedging reserve, limited to the cumulative change in fair value of the hedged item from inception of the hedge, except for the portion that affects comprehensive income for the granted shares in which the rendering of services over time lapse has already occur to the date of report. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss, and is included in the "other financial results, net" line item. Amounts previously recognized in other comprehensive income and accumulated in equity are reclassified to profit or loss in the periods when the hedged item affects profit or loss, in the same line as the recognized hedged item (i.e., Share based compensation expense).
F-79
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
As of December 31, 2025 and 2024, the Company recognized a loss of 1,841 and 1,203 , respectively, included in the line item "Share-based compensation expense - Cash settle", a gain of 53 and a net loss 46 , respectively, included in the line item "Gains and losses on cash flow hedges", from other comprehensive income and as of December 31, 2025 and 2024 a financial loss of 1,976 and 0 , respectively, included in the line item "Net loss arising from financial assets measured at fair value through OCI".
| Currency | Forward | Fair value | ||||||||||||
| Settlement date | from contracts | Price | assets / (liabilities) | |||||||||||
| June 1, 2026 | US dollars | ( | ||||||||||||
| June 1, 2026 | US dollars | ( | ||||||||||||
| Fair value as of December 31, 2025 | ( | |||||||||||||
| Currency | Forward | Fair value | ||||||||||||
| Settlement date | from contracts | Price | assets / (liabilities) | |||||||||||
| June 2, 2025 | US dollars | |||||||||||||
| June 1, 2026 | US dollars | |||||||||||||
| Fair value as of December 31, 2024 | ||||||||||||||
| Currency | Forward | Fair value | ||||||||||||
| Settlement date | from contracts | Price | assets / (liabilities) | |||||||||||
| June 2, 2025 | US dollars | ( | ||||||||||||
| June 1, 2026 | US dollars | ( | ||||||||||||
| Fair value as of December 31, 2024 | ( | |||||||||||||
NOTE 30 — CAPITAL AND RESERVES
30.1 Issuance of common shares
During the year ended December 31, 2025, 118,963 common shares were issued after vested options arising from the 2012 and 2014 share-based compensation plan were exercised by some employees. Options were exercised at an average price of 31.87 per share amounting to a total of 3,791 .
During the year ended December 31, 2025, 462,420 Restricted Stock Units (RSU) were granted to certain employees and directors of the Company and 367,892 RSU's were vested at an average price of 155.08 per share amounting to a total of 57,052 (non-cash transactions).
During the year ended December 31, 2025, no Stock-Equivalent Units (SEU) were granted to employees and directors of the Company and 4,310 SEU's were vested at an average price 93.19 per share amounting to a total of 402 (non-cash transactions).
During the year ended December 31, 2025 the Company issued 124,547 common shares for an aggregate amount of 17,351 , in connection with subscription agreements related to acquisitions. Of such total, 62,840 , 21,969 and 17,944 common shares were issued in connection with the acquisitions of Omni.Pro, Iteris and GUT, respectively, for aggregate amounts of 6,376 , 4,242 and 3,365 , respectively.
During the year ended December 31, 2024, 146,966 common shares were issued after vested options arising from the 2012 and 2014 share-based compensation plan were exercised by certain employees. Options were exercised at an average price of 30.19 per share amounting to a total of 4,437 .
During the year ended December 31, 2024, 348,967 RSUs were granted to certain employees and directors of the Company and 248,729 RSUs were vested at an average price of 205.95 per share amounting to a total of 51,226 (non-cash transaction).
F-80
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
During the year ended December 31, 2024, no Stock-Equivalent Units (SEU) were granted to employees and directors of the Company and 3,844 SEU's were vested at an average price 158.75 per share amounting to a total of 610 (non-cash
transactions).
During the year ended December 31, 2024, the Company issued 563,997 common shares for an aggregate amount of 118,176 , in connection with subscription agreements related to acquisitions. Of such total, 299,255 , 85,260 and 44,424 common shares were issued in connection with the acquisitions of Blankfactor, Exusia and Iteris, respectively, for aggregate amounts of 67,489 , 16,882 and 8,579 , respectively.
During the year ended December 31, 2023, 145,630 common shares were issued after vested options arising from the 2012 and 2014 share-based compensation plan were exercised by some employees. Options were exercised at an average price of 28.18 per share amounting to a total of 4,103 .
During the year ended December 31, 2023, 378,323 RSUs were granted to certain employees and directors of the Company and 257,079 RSUs were vested at an average price of 167.22 per share amounting to a total of 42,989 (non-cash transaction).
During the year ended December 31, 2023, no Stock-Equivalent Units (SEU) were granted to employees and directors of the Company and 4,524 SEU's were vested at an average price 191.76 per share amounting to a total of 868 (non-cash transactions).
During the year ended December 31, 2023 the Company issued 403,760 common shares for an aggregate amount of 72,661 in connection with subscription agreements related to acquisitions. Of such total, 177,504 , 152,617 and 29,120 common shares were issued in connection with the acquisition of Pentalog, GUT and Experience IT, respectively, for aggregate amounts of 32,320 , 28,223 and 4,521 , respectively.
30.2 Public offerings and agreements
As of December 31, 2025, 42,422,316 common shares of the Company's share capital are registered with the SEC and quoted in the New York Stock Exchange.
30.3 Share Repurchase Plan
On September 30, 2025, the Company’s board of directors approved a new share repurchase program (the “Program”), authorizing the allocation of up to 50,000 per quarter, subject to a maximum aggregate of 125,000 , for the repurchase of the Company’s common shares beginning in the fourth quarter of 2025 through the fourth quarter of 2026.
The timing and price of repurchases as well as the actual number of shares repurchased under the Program will be at the discretion of the Company and will depend on a variety of factors, including business and market conditions, the share price, regulatory requirements and limitations, corporate liquidity requirements and priorities, legal requirements and restrictions in the agreements governing the Company’s indebtedness, alternative investment opportunities, acquisition opportunities and other factors.
Purchases may be made from time to time at management’s discretion. The Program permits shares to be repurchased in a variety of methods, including but not limited to open market purchases or accelerated share repurchases. The Company is not obligated to repurchase any specific amount of shares. The Program may be suspended or discontinued at any time or periodically without prior notice.
As of December 31, 2025, the Company has repurchased 820,045 common shares under this Program. Additionally, as of December 31, 2025, 2024 and 2023, in connection with the ESPP Plan, the Company has repurchased 72,000 , 66,000 and 42,500 common shares, respectively (see note 25.4).
F-81
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
As of December 31, 2025, the Company issued a repurchase order to the broker to repurchase shares for a maximum amount of 50,000 to be completed from January 2, 2026 to March 6, 2026, as of date of approval of these consolidated financial statements a repurchase of shares for an amount of 50,000 has been completed. As of December 31, 2025 the Company maintains a financial liability for 50,000 .
30.4 Cash flow hedge reserve
The movements in the cash flow hedge reserve were as follows:
| Foreign currency risk | |||||||||||
| 2025 | 2024 | ||||||||||
| Balance at beginning of the year | ( | ||||||||||
| Gain (Loss) arising on changes in fair value of hedging instruments during the period | ( | ||||||||||
| Gain (Loss) reclassified to profit or loss – hedged item has affected profit or loss | ( | ||||||||||
| Balance at end of the year | ( | ||||||||||
NOTE 31 — APPROPRIATION OF RETAINED EARNINGS UNDER PRINCIPAL OPERATING SUBSIDIARIES´ LOCAL LAWS AND RESTRICTIONS ON DISTRIBUTION OF DIVIDENDS
Under local laws, the principal subsidiaries of the Company located in the countries listed below must appropriate at least the specified percentage of their annual net income to a legal reserve, until such reserve equals the cap percentage of its share capital, as outlined for each country.
| Country | % of yearly net income | % of capital | ||||||
| Luxembourg and France | ||||||||
| Argentina, Uruguay, Mexico and Italy | ||||||||
| Spain and Peru | ||||||||
| Colombia, United Kingdom, Brazil, Chile, India, Saudi Arabia, United States of America. | No legal requirement | No legal requirement | ||||||
Pursuant to its pertaining by-laws, Sistemas Colombia S.A.S. must allocate at least 10 % of the net income of the year to a special reserve until such reserve equals 50 % of its share capital.
As of December 31, 2025 the statutory and/or by-laws reserves of the following entities are not yet fully integrated: IAFH Globant Mexico IT S. de R.L. de C.V., Globant Peru S.A.C., Software Product Creation S.L., and Globant France S.A.S.
NOTE 32 – OTHER EVENTS
32.1 Business Optimization Costs
The Company initiated a Business Optimization Plan in April 2025 aimed at improving operational efficiency, streamlining its organizational structure, and aligning its cost base with long-term strategic goals. The activities associated with this plan were communicated, started and substantially completed during the second quarter of fiscal year 2025.
The following tables summarize the activities related to the Company’s restructuring initiatives for the fiscal year 2025:
| Cost | ||||||||
| Workforce reduction | ||||||||
| Office reduction | ||||||||
| Other Costs | ||||||||
| TOTAL | ||||||||
F-82
GLOBANT S.A.
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
As of December 31, 2025 and 2024 and for the three years in the period ended December 31, 2025
(amounts are expressed in thousands of U.S. dollars, except where expressly indicated that amounts are stated in thousands of other currencies)
NOTE 33 – SUBSEQUENT EVENTS
The Company has evaluated subsequent events until February 27, 2026, date of approval of these consolidated financial statements, to assess the need for potential adjustments or disclosures in these consolidated financial statements in accordance with IAS 10 "Events after the reporting period".
33.1 Share Repurchase Plan
From January 5 to January 8, 2026, the Company repurchased 738,515 shares for a total consideration of 50,000 , in accordance with the share repurchase plan authorized prior to December 31, 2025.
NOTE 34 – APPROVAL OF CONSOLIDATED FINANCIAL STATEMENTS
The Consolidated Financial Statements were approved by the Board of Directors on February 27, 2026.
Martín Migoya
F-83
FAQ
What is Globant (GLOB) describing in its 2025 Form 20-F?
Globant’s 2025 Form 20-F is its annual report summarizing operations, capital structure, key risks and regulatory context. It explains how the company delivers IT and AI-enabled services globally, details client concentration, outlines workforce and macroeconomic challenges, and describes its tax and financing environment.
How many Globant (GLOB) shares were outstanding at December 31, 2025?
Globant reports 43,835,604 common shares outstanding as of December 31, 2025. This figure represents the total issued common equity at year-end and is important for assessing per-share metrics, ownership dilution from future issuance, and the overall size of the company’s equity base.
How dependent is Globant (GLOB) on major clients like Disney?
Globant is significantly exposed to large customers. The Walt Disney Company contributed 8.7% of revenues in 2025, while the top ten clients together represented 29.2%. The report warns that loss or downsizing of major relationships could materially affect revenue, pricing power and growth prospects.
What workforce and attrition risks does Globant (GLOB) highlight for 2025?
Globant notes increasing attrition and talent pressures. Total attrition among “Globers” reached 13.6% in 2025, up from 9.5% in 2024 and 8.1% in 2023. The company links profitability and delivery quality to managing utilization, productivity, recruitment and retention amid competitive labor markets and its Business Optimization Plan.
How did Globant’s (GLOB) tax environment change according to the 2025 report?
Globant’s effective tax rate rose to 25.3% in 2025 from 19.7% in 2024. The report attributes pressure to new global minimum tax rules, shifting local tax regimes and changes to incentives. It cautions that further legislative changes in countries like Brazil, Colombia and Argentina could increase future tax burdens.
What AI-related opportunities and risks does Globant (GLOB) discuss?
Globant is investing heavily in AI, including proprietary tools like “Geno” and “Sensei” and new AI Pods powered by Globant Enterprise AI. The company sees uncertain demand, intense competition and significant regulatory risk, especially from the EU AI Act, which could raise compliance costs or limit certain high-risk AI deployments.
How does Globant (GLOB) describe its revenue model and contract risk?
Globant primarily uses time-and-materials contracts but is expanding fixed-price and subscription-based models, especially for AI-powered services. Fixed-price work represented 28.0% of 2025 revenue. The company warns that misjudging project scope, costs or AI subscription economics could render contracts unprofitable and pressure margins and cash flows.
Globant S A
NYSE:GLOB
GLOB Rankings
GLOB Latest News
Feb 27, 2026
Globant Files Annual Report for 2025
GLOB Latest SEC Filings
Feb 26, 2026
[6-K] Globant S.A. Current Report (Foreign Issuer)
Nov 13, 2025
[6-K] Globant S.A. Current Report (Foreign Issuer)
Nov 13, 2025
[6-K] Globant S.A. Current Report (Foreign Issuer)
Nov 13, 2025
[SCHEDULE 13G/A] Globant S.A. SEC Filing