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Resources Connection 8-K Filings

RGP NASDAQ

Every 8-K that Resources Connection (RGP) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow RGP and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full RGP filings page.

Rhea-AI Summary

Resources Connection, Inc. (RGP) disclosed a planned chief financial officer transition. Executive Vice President and CFO Jennifer Y. Ryu has resigned effective October 2, 2026, and the company will conduct a search for a permanent successor. Effective October 3, 2026, Chief AI Officer Jessica Block, age 45, will serve as Interim CFO and will act as principal financial and principal accounting officer while continuing to report to the CEO.

The filing details Ms. Block’s existing Employment Agreement, which runs from March 30, 2026 through March 30, 2029 with automatic one-year renewals, and provides an annual base salary of $450,000 and a fiscal 2027 target bonus of $350,000, plus eligibility for equity awards and standard executive benefits. If terminated due to death or disability, or by the company without Cause or by Ms. Block for Good Reason, she is entitled to specific lump-sum severance and accelerated vesting of unvested equity awards, subject to a release of claims and restrictive covenants. The company states she will not receive additional payments or benefits for serving as Interim CFO.

Rhea-AI Summary

Resources Connection, Inc. reports that its Board of Directors approved a cash dividend of $0.07 per share on the company’s common stock on August 6, 2026. The dividend is payable on October 1, 2026 to stockholders of record at the close of business on September 3, 2026. The Board states it will assess and approve future dividends on a quarterly basis.

The company highlights its global professional services platform, noting that it engages with more than 1,500 clients through 40 physical practice offices and multiple virtual offices, and has served 90% of the Fortune 100 as of May 2026. Resources Connection is listed on the Nasdaq Global Select Market.

Rhea-AI Summary

Resources Connection, Inc. reported Q4 and full-year fiscal 2026 results. Fourth quarter revenue was $106.1 million, down from $139.3 million, with gross margin of 37.6%. The quarter produced a net loss of $16.1 million, an improvement from a $73.3 million loss a year earlier.

For fiscal 2026, revenue was $452.0 million versus $551.3 million, while gross margin held at 37.5%. The company recorded a net loss of $40.6 million, better than the $191.8 million loss in fiscal 2025, and generated Adjusted EBITDA of $5.0 million.

As of May 30, 2026, cash and cash equivalents were $82.4 million. The company was not in compliance with all financial covenants under its prior credit facility, which was terminated and replaced on July 15, 2026 with a new revolving credit facility of up to $30.0 million tied to eligible receivables.

Rhea-AI Summary

Resources Connection, Inc. entered into a new Revolving Credit, Guaranty and Security Agreement on July 15, 2026 with PNC Bank, National Association, as agent, and other lenders. The secured revolving credit facility provides loans up to the lesser of $30 million and a borrowing base tied to eligible receivables and eligible unbilled receivables, including a $5 million standby letter of credit sublimit and a $15 million swing loan sublimit. An uncommitted option permits increases of up to an additional $20 million before the third anniversary of closing, not more than twice during the term. The facility matures on July 15, 2031, is secured by substantially all assets of the company and its domestic subsidiaries, and bears interest at Term SOFR plus 1.75%–2.25% or an Alternate Base Rate plus 0.75%–1.25%, depending on Consolidated EBITDA, with customary fees, covenants, and events of default.

In anticipation of this facility, the company terminated its July 2, 2025 Credit Agreement with Bank of America, N.A. effective July 13, 2026. The board also reclassified director terms on July 10, 2026, moving Roger Carlile from Class III to Class II solely to better balance the three director classes, with his board service deemed uninterrupted.

Rhea-AI Summary

Resources Connection, Inc. is planning a Board leadership transition tied to its 2026 Annual Meeting of Stockholders. Chair A. Robert Pisano will retire one year before his current term ends, and director Robert Kistinger will retire under the Board’s mandatory retirement policy. In connection with these changes, the Board will shrink from eight to six members immediately before the 2026 Annual Meeting.

The Board has appointed Chief Executive Officer Roger Carlile to become Chair upon Mr. Pisano’s retirement and named director Susan Collyns as Lead Independent Director effective at the 2026 Annual Meeting. The Board also revised its Director Compensation Policy, cutting the annual retainer for a non-employee Chair from $250,000 to $125,000, and Mr. Carlile will not receive this retainer because he is an employee.

Rhea-AI Summary

Resources Connection, Inc. announced that its Board of Directors approved a quarterly cash dividend of $0.07 per share on the company’s common stock. This action returns cash directly to shareholders and reflects the Board’s current capital allocation approach.

The company stated that the Board will assess and approve any future dividends on a quarterly basis, meaning ongoing dividend payments will depend on future Board decisions and business conditions.

Rhea-AI Summary

Resources Connection, Inc. (RGP) reported third quarter fiscal 2026 revenue of $107.9 million, down from $129.4 million a year earlier, as billable hours declined across several segments. Despite lower revenue, gross margin edged up to 35.7% and GAAP SG&A fell to $45.8 million from $51.2 million, reflecting cost reductions and restructuring efforts.

Net loss improved sharply to $9.5 million (an 8.8% net loss margin) compared with a $44.1 million loss (34.0% margin) in the prior-year quarter, which included a large goodwill impairment. Adjusted EBITDA was $(1.4) million, down from $1.7 million, showing that underlying profitability remains pressured.

The Company also agreed to sell 100% of its Sitrick crisis communications business for a purchase price tied to realizable client receivables, expected between $1.4 million and $2.3 million, as part of a portfolio simplification strategy. RGP will retain certain Sitrick assets and liabilities, and will pay Sitrick’s CEO $4.0 million in cash, equivalent to his contractual severance, while accelerating vesting of equity awards for continuing employees.

Rhea-AI Summary

Resources Connection, Inc. has agreed on the planned departure of Chief Operating Officer Bhadreskumar Patel, whose last day will be May 15, 2026. He will continue to receive his current salary until that date.

Under a Separation and General Release Agreement, Mr. Patel will receive a lump-sum cash payment of $1,650,000, a lump-sum payment approximating 18 months of COBRA healthcare costs, and accelerated vesting of all outstanding unvested equity awards, including performance-based units at target, plus the full term to exercise stock options. The company does not expect to appoint a new COO; presidents of business units will instead report directly to CEO Roger Carlile.

Rhea-AI Summary

Resources Connection, Inc. approved a new retention agreement for executive Jennifer Ryu to support leadership continuity. The agreement provides three retention cash payments of $125,000 each, scheduled for July 31, 2026, January 31, 2028, and January 31, 2029, conditioned on her continued employment through each date.

If Ms. Ryu is terminated without cause and signs a general release, or if a Change in Control Event occurs under the Company’s 2020 Performance Incentive Plan, she will receive any remaining unpaid retention amounts. The agreement includes a cut-back mechanism to avoid Section 4999 excise taxes rather than a Company-paid tax gross-up.

Rhea-AI Summary

Resources Connection, Inc. plans to cut its global management and administrative workforce to streamline operations, targeting annual cost savings of $6 million to $8 million.

The company expects about $3 million in restructuring charges during the third and fourth quarters of fiscal 2026, mainly for employee termination benefits, and aims to substantially complete the reduction by fiscal year-end 2026.

The Board also approved a regular cash dividend of $0.07 per share, payable on March 20, 2026 to shareholders of record on February 20, 2026, with future dividends to be evaluated quarterly.

Rhea-AI Summary

Resources Connection, Inc. filed a current report to make public a press release announcing its financial results for the second quarter of fiscal 2026, which ended on November 29, 2025. The company attached this press release as Exhibit 99.1, titled “Resources Connection Reports Financial Results for Second Quarter Fiscal 2026.”

The company states that the information provided under Item 2.02 and in Exhibit 99.1 is being furnished, not filed, so it is not subject to certain liability provisions of the Securities Exchange Act and will only be incorporated into other filings if specifically referenced.

Rhea-AI Summary

Resources Connection, Inc. (RGP) announced a leadership transition, appointing director Roger Carlile as President and Chief Executive Officer effective November 3, 2025. Kate W. Duchene will step down on November 2, 2025, serve as Executive Advisor through January 3, 2026, and then consult through December 31, 2028.

Carlile’s employment terms include an annual base salary of $825,000, a target bonus of $950,000 (pro‑rated for fiscal 2026), and an initial grant of 600,000 RSUs vesting 50% on November 3, 2026 and 50% on November 3, 2027, with certain accelerated vesting protections. The Board also named Jeffrey H. Fox Chair of the Compensation Committee and reduced Board seats from nine to eight upon Duchene’s resignation.

Under a transition agreement, Duchene will receive $5,325,000 cash severance paid in twelve monthly installments beginning January 2026, a pro‑rated fiscal 2026 target bonus of $554,167 paid over the same schedule, a lump‑sum cash payment approximating two years of healthcare continuation costs, and accelerated vesting of outstanding equity awards. She will receive a consulting fee of $12,500 per month during 2026–2028.

Rhea-AI Summary

Resources Connection (RGP) reported results from its 2025 annual meeting and declared a quarterly cash dividend. The Board approved a $0.07 per share dividend, payable December 12, 2025 to stockholders of record on November 14, 2025. The Board will assess future dividends quarterly.

Shareholders elected three directors to terms expiring at the 2028 annual meeting: Susan M. Collyns (18,935,535 for), Kate W. Duchene (23,901,416 for), and Filip J. L. Gydé (24,604,820 for). They also ratified Ernst & Young LLP as independent registered public accounting firm for fiscal 2026 with 28,719,628 votes for. The advisory vote on named executive officer compensation passed with 23,163,194 votes for.

Rhea-AI Summary

Resources Connection, Inc. filed a current report to disclose that it has released financial results for its first quarter of fiscal 2026. The quarter ended on August 30, 2025, and the detailed numbers are provided in a separate press release dated October 8, 2025.

The press release is included as Exhibit 99.1 and is described as announcing the company’s financial results for this period. The company specifies that this information is being furnished rather than filed for Exchange Act purposes, which affects how it is treated under securities law but not investors’ access to the results.