0001628280-23-013962 | 10-Q | XBRL Viewer

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Cover - shares	3 Months Ended
Cover - shares	Mar. 31, 2023	Apr. 24, 2023
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2023
Document Transition Report	false
Entity File Number	1-32961
Entity Registrant Name	CBIZ, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	22-2769024
Entity Address, Address Line One	6801 Brecksville Rd
Entity Address, Address Line Two	Door N
Entity Address, City or Town	Independence
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	44131
City Area Code	216
Local Phone Number	447-9000
Title of 12(b) Security	Common Stock, $0.01 Par Value
Trading Symbol	CBZ
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		50,126,705
Amendment Flag	false
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	Q1
Entity Central Index Key	0000944148
Current Fiscal Year End Date	--12-31

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Current assets:
Cash and cash equivalents	$ 2,265	$ 4,697
Restricted cash	25,109	28,487
Accounts receivable, net	442,781	334,498
Other current assets	31,462	29,431
Current assets before funds held for clients	501,617	397,113
Funds held for clients	148,240	171,313
Total current assets	649,857	568,426
Non-current assets:
Property and equipment, net	46,933	45,184
Goodwill and other intangible assets, net	1,005,873	951,702
Assets of deferred compensation plan	128,892	118,862
Right-of-use assets, net	193,907	184,043
Other non-current assets	12,734	10,907
Total non-current assets	1,388,339	1,310,698
Total assets	2,038,196	1,879,124
Current liabilities:
Accounts payable	82,705	80,725
Income taxes payable	24,895	1,607
Accrued personnel costs	68,934	130,456
Contingent purchase price liabilities	65,152	63,262
Operating lease liabilities	37,324	36,358
Other current liabilities	31,932	26,532
Current liabilities before client fund obligations	310,942	338,940
Client fund obligations	150,216	173,467
Total current liabilities	461,158	512,407
Non-current liabilities:
Bank debt	403,700	265,700
Debt issuance costs	(1,928)	(2,046)
Total long-term debt, net	401,772	263,654
Income taxes payable	2,330	2,211
Deferred income taxes, net	27,013	24,763
Deferred compensation plan obligations	128,892	118,862
Contingent purchase price liabilities	60,604	68,748
Lease liabilities	183,379	174,454
Other non-current liabilities	1,118	573
Total non-current liabilities	805,108	653,265
Total liabilities	1,266,266	1,165,672
STOCKHOLDERS' EQUITY
Common stock	1,370	1,363
Additional paid in capital	814,686	799,147
Retained earnings	807,276	734,116
Treasury stock	(853,793)	(824,778)
Accumulated other comprehensive income	2,391	3,604
Total stockholders’ equity	771,930	713,452
Total liabilities and stockholders’ equity	$ 2,038,196	$ 1,879,124

Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Statement of Comprehensive Income [Abstract]
Revenue	$ 454,606	$ 391,722
Operating expenses	341,011	290,299
Gross margin	113,595	101,423
Corporate general and administrative expenses	15,598	16,309
Operating income	97,997	85,114
Other income (expense):
Interest expense	(3,641)	(1,259)
Gain on sale of operations, net	99	0
Other income (expense), net	5,112	(6,407)
Total other income (expense), net	1,570	(7,666)
Income before income tax expense	99,567	77,448
Income tax expense	26,407	19,321
Net income	$ 73,160	$ 58,127
Earnings per share:
Basic (in dollars per share)	$ 1.45	$ 1.12
Diluted (in dollars per share)	$ 1.44	$ 1.10
Basic weighted average shares outstanding (in shares)	50,367	52,119
Diluted weighted average shares outstanding (in shares)	50,762	52,955
Comprehensive income:
Net income	$ 73,160	$ 58,127
Other comprehensive (loss) income, net of tax	(1,213)	1,925
Comprehensive income	$ 71,947	$ 60,052

Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands	Total	Restricted Stock Units and Awards	Performance share units	Common Stock	Common Stock Restricted Stock Units and Awards	Common Stock Performance share units	Treasury Shares	Additional Paid-In Capital	Additional Paid-In Capital Restricted Stock Units and Awards	Additional Paid-In Capital Performance share units	Retained Earnings	Accumulated Other Comprehensive (Loss) Income
Common stock, beginning balance (in shares) at Dec. 31, 2021				135,187
Treasury stock, beginning balance (in shares) at Dec. 31, 2021							83,149
Beginning balance at Dec. 31, 2021	$ 704,548			$ 1,352			$ (694,716)	$ 770,117			$ 628,762	$ (967)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	58,127										58,127
Other comprehensive loss (income)	1,925											1,925
Share repurchases (in shares)							148
Share repurchases	(5,999)						$ (5,999)
Indirect repurchase of shares for minimum tax withholding (in shares)							165
Indirect repurchase of shares for minimum tax withholding	(6,373)						$ (6,373)
Restricted stock units and awards and Performance share units (in shares)					92	211
Restricted stock units and awards and Performance share units		$ 0	$ 0		$ 1	$ 2			$ (1)	$ (2)
Stock options exercised (in shares)				247
Stock options exercised	3,224			$ 3				3,221
Stock-based compensation	3,689							3,689
Business acquisitions (in shares)				19
Business acquisitions	707							707
Common stock, ending balance (in shares) at Mar. 31, 2022				135,756
Treasury stock, ending balance (in shares) at Mar. 31, 2022							83,462
Ending balance at Mar. 31, 2022	759,848			$ 1,358			$ (707,088)	777,731			686,889	958
Common stock, beginning balance (in shares) at Dec. 31, 2022				136,295
Treasury stock, beginning balance (in shares) at Dec. 31, 2022							86,115
Beginning balance at Dec. 31, 2022	713,452			$ 1,363			$ (824,778)	799,147			734,116	3,604
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	73,160										73,160
Other comprehensive loss (income)	(1,213)											(1,213)
Share repurchases (in shares)							428
Share repurchases	(20,791)						$ (20,791)
Indirect repurchase of shares for minimum tax withholding (in shares)							169
Indirect repurchase of shares for minimum tax withholding	(8,224)						$ (8,224)
Restricted stock units and awards and Performance share units (in shares)			244		123
Restricted stock units and awards and Performance share units	$ 0		$ 0		$ 1	$ 2			$ (1)	$ (2)
Stock options exercised (in shares)	189			189
Stock options exercised	$ 3,629			$ 2				3,627
Stock-based compensation	3,831							3,831
Business acquisitions (in shares)				173
Business acquisitions	8,086			$ 2				8,084
Common stock, ending balance (in shares) at Mar. 31, 2023				137,024
Treasury stock, ending balance (in shares) at Mar. 31, 2023							86,712
Ending balance at Mar. 31, 2023	$ 771,930			$ 1,370			$ (853,793)	$ 814,686			$ 807,276	$ 2,391

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Cash flows from operating activities:
Net income	$ 73,160	$ 58,127
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation and amortization expense	8,625	8,173
Gain on sale of operations, net	(99)	0
Bad debt expense, net of recoveries	461	549
Adjustment to contingent earnout liability	630	642
Stock-based compensation expense	3,831	3,689
Deferred income taxes	2,641	2,944
Other, net	108	48
Changes in assets and liabilities, net of acquisitions and divestitures:
Accounts receivable, net	(99,423)	(93,222)
Other assets	(188)	(2,441)
Accounts payable	1,049	3,370
Income taxes payable	23,408	16,100
Accrued personnel costs	(61,898)	(39,243)
Other liabilities	3,184	(9,626)
Net cash used in operating activities	(44,511)	(50,890)
Cash flows from investing activities:
Business acquisitions and purchases of client lists, net of cash acquired	(39,055)	(72,469)
Purchases of client fund investments	0	(8,450)
Proceeds from the sales and maturities of client fund investments	500	2,370
Proceeds from sales of divested operations	120	55
Change in funds held for clients	5	85
Additions to property and equipment	(3,599)	(833)
Other, net	(3,867)	(2,289)
Net cash used in investing activities	(45,896)	(81,531)
Cash flows from financing activities:
Proceeds from bank debt	348,600	268,000
Payment of bank debt	(210,600)	(124,400)
Payment for acquisition of treasury stock	(19,776)	(5,199)
Indirect repurchase of shares for minimum tax withholding	(8,224)	(6,373)
Changes in client funds obligations	(23,251)	42,499
Proceeds from exercise of stock options	3,629	3,224
Payment of contingent consideration for acquisitions and client lists	(28,600)	(7,305)
Net cash provided by financing activities	61,778	170,446
Net (decrease) increase in cash, cash equivalents and restricted cash	(28,629)	38,025
Cash, cash equivalents and restricted cash at beginning of year	160,145	150,474
Cash, cash equivalents and restricted cash at end of period	131,516	188,499
Reconciliation of cash, cash equivalents and restricted cash to the Condensed Consolidated Balance Sheets:
Cash and cash equivalents	2,265	558
Restricted cash	25,109	33,394
Cash equivalents included in funds held for clients	104,142	154,547
Total cash, cash equivalents and restricted cash	$ 131,516	$ 188,499

Summary of Significant Accounting Policies	3 Months Ended
Summary of Significant Accounting Policies	Mar. 31, 2023
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Selected Terms Used in Notes to the Condensed Consolidated Financial Statements ASA – Administrative Service Agreement ASC – Accounting Standards Codification ASU – Accounting Standards Update CPA firm – Certified Public Accounting firm FASB – The Financial Accounting Standards Board GAAP – United States Generally Accepted Accounting Principles SOFR – Secured Overnight Financing Rate LIBOR – London Interbank Offered Rate SEC – United States Securities and Exchange Commission Description of Business: CBIZ, Inc. is a diversified services company which, acting through its subsidiaries, has been providing professional business services since 1996, primarily to small and medium-sized businesses, as well as individuals, governmental entities, and not-for-profit enterprises throughout the United States and parts of Canada. CBIZ, Inc. manages and reports its operations along three practice groups: Financial Services, Benefits and Insurance Services and National Practices. A further description of products and services offered by each of the practice groups is provided in Note 12, Segment Disclosures, to the accompanying unaudited condensed consolidated financial statements. Basis of Consolidation: The accompanying unaudited condensed consolidated financial statements include the operations of CBIZ, Inc. and all of its wholly-owned subsidiaries (“CBIZ”, the “Company”, “we”, “us”, or “our”), after elimination of all intercompany balances and transactions. These unaudited condensed consolidated financial statements do not reflect the operations or accounts of variable interest entities as the impact is not material to the financial condition, results of operations or cash flows of CBIZ. Unaudited Interim Financial Statements: The unaudited condensed consolidated financial statements have been prepared in accordance with GAAP and applicable rules and regulations of the Securities and Exchange Commission (the "SEC") regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022. In the opinion of CBIZ management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial condition, results of operations, and cash flows for the interim periods presented, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, 2023. Use of Estimates: The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Changes in circumstances could cause actual results to differ materially from these estimates. Changes in Accounting Policies: We have consistently applied the accounting policies for the periods presented as described in Note 1, Basis of Presentation and Significant Accounting Policies, to the consolidated financial statements contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022. Reclassifications: Certain prior period amounts have been reclassified to conform to current year's presentation.

New Accounting Pronouncements	3 Months Ended
New Accounting Pronouncements	Mar. 31, 2023
Accounting Changes and Error Corrections [Abstract]
New Accounting Pronouncements	NEW ACCOUNTING PRONOUNCEMENTSThe FASB ASC is the sole source of authoritative GAAP other than the SEC issued rules and regulations that apply only to SEC registrants. The FASB issues an ASU to communicate changes to the FASB ASC. We assess and review the impact of all issued ASUs. During the three months ended March 31, 2023, we have implemented all new ASUs that are in effect and that may impact our consolidated financial statements.

- Definition

The entire disclosure for change in accounting principle. Includes, but is not limited to, nature, reason, and method of adopting amendment to accounting standards or other change in accounting principle.

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+ Details

Accounts Receivable, Net

3 Months Ended

Mar. 31, 2023

Receivables [Abstract]

Accounts Receivable, Net

ACCOUNTS RECEIVABLE, NET

Accounts receivable, less allowance for doubtful accounts, reflects the net realizable value of receivables and approximates fair value. Unbilled revenue is recorded at estimated net realizable value. Assessing the collectability of the receivables (billed and unbilled) requires management judgment based on a combination of factors, including but not limited to, an evaluation of our historical incurred loss experience, credit-worthiness of our clients, age of the trade receivable balance, current economic conditions that may affect a client’s ability to pay, and reasonable and supportable forecasts. Receivables are charged-off against the allowance when the balance is deemed uncollectible.

Accounts receivable, net, at March 31, 2023 and December 31, 2022 was as follows (in thousands):


	March 31, 2023		December 31, 2022
Trade accounts receivable	$	285,876	$	267,409
Unbilled revenue, at net realizable value	178,811		87,890
Total accounts receivable	464,687		355,299
Allowance for doubtful accounts	(21,906)		(20,801)
Accounts receivable, net	$	442,781	$	334,498

Changes to the allowance for doubtful accounts for the three months ended March 31, 2023 and twelve months ended December 31, 2022 were as follows (in thousands):


	March 31, 2023		December 31, 2022
Balance at beginning of period	$	(20,801)	$	(16,158)
Provision	(2,055)		(13,545)
Charge-offs, net of recoveries	950		8,902
Allowance for doubtful accounts	$	(21,906)	$	(20,801)

Debt and Financing Arrangements

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Debt and Financing Arrangements

DEBT AND FINANCING ARRANGEMENTS

On May 4, 2022, we entered into a credit facility ( the "2022 credit facility" or the "credit facility"), which amended and restated the 2018 credit facility. The 2022 credit facility increased our borrowing capacity from $400 million to $600 million, providing us with the capital necessary to meet our working capital needs as well as the flexibility to continue with our strategic initiatives, including business acquisitions and share repurchases. Other important key terms of the 2022 credit facility included: (i) an accordion feature that permits lenders to extend an additional $200 million at later date; (ii) no change in pricing from the 2018 credit facility; (iii) upsizing of baskets and various sublimits to reflect the increased size of the Company's business; (iv) a swing line facility increase from $25 million to $50 million, providing for same-day funds to cover daily liquidity needs; and (v) base interest rate amended from LIBOR to Term SOFR.

The 2022 credit facility matures on May 4, 2027. The balance outstanding under the 2022 credit facility was $403.7 million and $265.7 million at March 31, 2023 and December 31, 2022, respectively.

The combined effective interest rates under the 2018 and 2022 credit facilities, including the impact of interest rate swaps associated with those credit facilities, for the three months ended March 31, 2023 and 2022 were as follows:


	Three Months Ended March 31,
	2023	2022
Weighted average rates	4.54%	1.79%
Range of effective rates	1.93% - 8.00%	1.08% - 3.64%

We had approximately $190.0 million of available funds under the 2022 credit facility at March 31, 2023, net of outstanding letters of credit of $5.0 million. Available funds under the credit facility are based on a multiple of earnings before interest, taxes, depreciation and amortization as defined in the credit facility, and are reduced by letters of credit, other indebtedness and outstanding borrowings under the credit facility. Under the 2022 credit facility, loans are charged an interest rate consisting of a base rate or Term SOFR rate plus an applicable margin, letters of credit are charged based on the same applicable margin, and a commitment fee is charged on the unused portion of the credit facility.

The 2022 credit facility contains certain restrictive covenants customary for facilities of this type, including restrictions on indebtedness, liens or other encumbrances, making certain payments, investments, or to sell or otherwise dispose of a substantial portion of assets, or to merge or consolidate with an unaffiliated entity. The 2022 credit facility also limits our ability to make dividend payments. Historically, we have not paid cash dividends on our common stock. Our Board of Directors has discretion over the payment and level of dividends on common stock, subject to the limitations of the credit facility and applicable law. The credit facility contains a provision that, in the event of a defined change in control, the credit facility may be terminated. In addition, the 2022 credit facility contains financial covenants that require us to meet certain requirements with respect to (i) a total leverage ratio and (ii) minimum interest coverage ratio which may limit our ability to borrow up to the total commitment amount. As of March 31, 2023, we are in compliance with all covenants.

Other Line of Credit - We have an unsecured $20.0 million line of credit by and among CBIZ Benefits and Insurance, Inc. and Huntington National Bank. We utilize this line to support our short-term funding requirements of payroll client fund obligations due to the investment of client funds, rather than liquidating client funds that have already been invested in available-for-sale securities. The line of credit, which was renewed on August 1, 2022 and will terminate on August 3, 2023, did not have a balance outstanding at March 31, 2023.

Interest Expense - Interest expense, including amortization of deferred financing costs, commitment fees, line of credit fees, and other applicable bank charges, for the three months ended March 31, 2023 and 2022 was as follows (in thousands):


	Three Months Ended March 31,
	2023		2022
Credit facilities	$	3,640	$	1,259

Other	1		—
Total	$	3,641	$	1,259

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
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-Name Accounting Standards Codification
-Topic 470
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
-Topic 470
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-Paragraph 1B
-Subparagraph (h)
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Topic 470
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-Publisher FASB
-Name Accounting Standards Codification
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-Section 50
-Paragraph 1B
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-URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611

+ Details

Commitments and Contingencies	3 Months Ended
Commitments and Contingencies	Mar. 31, 2023
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	COMMITMENTS AND CONTINGENCIES Letters of Credit and Guarantees - We provide letters of credit to landlords (lessors) of our leased premises in lieu of cash security deposits, which totaled $5.0 million and $5.0 million at March 31, 2023 and December 31, 2022, respectively. In addition, we provide license bonds to various state agencies to meet certain licensing requirements. The amount of license bonds outstanding was $2.2 million and $2.3 million at March 31, 2023 and December 31, 2022, respectively. Legal Proceedings - On December 19, 2016, CBIZ Operations, Inc. ("CBIZ Operations") was named as a defendant in a lawsuit filed by Zotec Partners, LLC (“Zotec”) in the Marion County Indiana Superior Court. After various amendments, the lawsuit asserted claims under Indiana law for securities, statutory and common law fraud or deception, unjust enrichment, breach of contract, and vicarious liability against CBIZ Operations and a former employee of CBIZ MMP in connection with the sale of the CBIZ MMP medical billing practice to Zotec. The plaintiff claimed that CBIZ Operations had a duty to disclose the fact, unknown to employees of CBIZ Operations at the time of the transaction, that the former employee had a financial arrangement with a Zotec vendor at the time CBIZ Operations sold CBIZ MMP to Zotec. The plaintiff sought damages of up to $177.0 million out of the $200.0 million transaction price. Trial was held in October 2021. The jury found in favor of CBIZ on all fraud, contract and other claims before it. On November 14, 2022, the trial court ruled in favor of CBIZ and against Zotec’s claim for statutory securities fraud. The court also ruled in favor of CBIZ on its counterclaim for indemnification under contract. The trial court is expected to set further proceedings to determine the amount of damages owed by Zotec to CBIZ.In addition to the item disclosed above, the Company is, from time to time, subject to claims and lawsuits arising in the ordinary course of business. We cannot predict the outcome of all such matters or estimate the possible loss, if any. Although the proceedings are subject to uncertainties in the litigation process and the ultimate disposition of these proceedings is not presently determinable, we intend to vigorously defend these matters.

Financial Instruments

3 Months Ended

Mar. 31, 2023

Investments, All Other Investments [Abstract]

Financial Instruments

FINANCIAL INSTRUMENTS

Available-For-Sale Debt Securities - In connection with certain services provided by our payroll operations, we collect funds from our clients’ accounts in advance of paying client obligations. These funds held for clients are segregated and invested in accordance with our investment policy, which requires all investments carry an investment grade rating at the time of initial investment. These investments, primarily consisting of corporate and municipal bonds, are classified as available-for-sale and are included in the “Funds held for clients” line item on the accompanying unaudited Condensed Consolidated Balance Sheets. The par value of these investments totaled $43.9 million and $44.4 million at March 31, 2023 and December 31, 2022, respectively, and had maturity or callable dates ranging from April 2023 through November 2025.

At March 31, 2023, unrealized losses on the securities were not material and have not been recognized as a credit loss because the bonds are investment grade quality and management is not required or does not intend to sell prior to an expected recovery in value. The bond issuers continue to make timely principal and interest payments.

The following table summarizes activities related to these investments for the three months ended March 31, 2023 and the twelve months ended December 31, 2022 (in thousands):


	Three Months Ended March 31, 2023		Twelve Months Ended December 31, 2022
Fair value at beginning of period	$	43,485	$	38,670
Purchases	—		19,771
Redemptions	—		(5,630)
Maturities	(500)		(6,770)
Change in bond premium	(91)		(645)
Fair market value adjustment	250		(1,911)
Fair value at end of period	$	43,144	$	43,485

In addition to the available-for-sale debt securities discussed above, we also held other depository assets in the amount of $1.0 million and $0.9 million at March 31, 2023 and December 31, 2022, respectively. Those depository assets are classified as Level 1 in the fair value hierarchy.

Interest Rate Swaps - We utilize interest rate swaps to manage interest rate risk exposure associated with our floating-rate debt under the 2022 credit facility, or the forecasted acquisition of such liability. We do not purchase or hold any derivative instruments for trading or speculative purposes. Refer to the Annual Report on Form 10-K for the year ended December 31, 2022 for further discussion on our interest rate swaps.

During the first quarter of 2023, we entered into a new 5-year interest rate swap with a notional value of $25.0 million and fixed rate of 3.669%. As of March 31, 2023, we have five interest rate swaps outstanding. Under the terms of the interest rate swaps, we pay interest at a fixed rate of interest plus applicable margin as stated in the amended agreements, and receive interest that varies with the one-month Term SOFR.

The following table summarizes our outstanding interest rate swaps and their classification in the accompanying unaudited Condensed Consolidated Balance Sheets at March 31, 2023 and December 31, 2022 (amounts in thousands):


	March 31, 2023
	Notional Amount		Fixed Rate		Expiration	Fair Value		Balance Sheet Location
Interest rate swap	$	15,000	2.571	%	6/1/2023	$	58	Other current asset
Interest rate swap	$	50,000	0.834	%	4/14/2025	$	3,127	Other non-current asset
Interest rate swap	$	30,000	1.186	%	12/14/2026	$	2,399	Other non-current asset
Interest rate swap	$	20,000	2.450	%	8/14/2027	$	768	Other non-current asset
Interest rate swap	$	25,000	3.669	%	4/14/2028	$	(394)	Other non-current liability


	December 31, 2022
	Notional Amount		Fixed Rate		Expiration	Fair Value		Balance Sheet Location
Interest rate swap	$	15,000	2.571	%	6/1/2023	$	133	Other current asset
Interest rate swap	$	50,000	0.834	%	4/14/2025	$	3,726	Other non-current asset
Interest rate swap	$	30,000	1.186	%	12/14/2026	$	2,871	Other non-current asset
Interest rate swap	$	20,000	2.450	%	8/14/2027	$	1,079	Other non-current asset

Refer to Note 7, Fair Value Measurements, for additional disclosures regarding fair value measurements.

The following table summarizes the effects of the interest rate swaps on the accompanying unaudited Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2023 and 2022 (in thousands):

(Loss) Gain Recognized
in AOCI, net of tax

Gain (Loss) Reclassified
from AOCI into Expense



	Three Months Ended March 31,				Three Months Ended March 31,
	2023		2022		2023		2022
Interest rate swaps	$	(715)	$	2,607	$	897	$	(343)

Fair Value Measurements

3 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

Fair Value Measurements

FAIR VALUE MEASUREMENTS

The following table summarizes our assets and (liabilities) at March 31, 2023 and December 31, 2022, respectively, that are measured at fair value on a recurring basis subsequent to initial recognition and indicates the fair value hierarchy of the valuation techniques utilized by us to determine such fair value (in thousands):


	Level	March 31, 2023		December 31, 2022
Deferred compensation plan assets	1	$	128,892	$	118,862
Available-for-sale debt securities	1	43,144		43,485
Other depository assets	1	953		868
Deferred compensation plan liabilities	1	(128,892)		(118,862)
Interest rate swaps	2	5,958		7,809
Contingent purchase price liabilities	3	(125,756)		(132,010)

During the three months ended March 31, 2023 and 2022, there were no transfers between the valuation hierarchy Levels 1, 2 and 3. The following table summarizes the change in Level 3 fair values of our contingent purchase price liabilities for the three months ended March 31, 2023 and 2022 (pre-tax basis) (in thousands):


	2023		2022
Beginning balance – December 31	$	(132,010)	$	(79,139)
Additions from business acquisitions	(24,840)		(64,648)
Settlement of contingent purchase price liabilities	31,724		7,895
Change in fair value of contingencies	(10)		80
Change in net present value of contingencies	(620)		(722)
Ending balance – March 31	$	(125,756)	$	(136,534)

Contingent purchase price liabilities result from our business acquisitions and are recorded at fair value at the time of acquisition and are presented as “Contingent purchase price liabilities — current” and “Contingent purchase price liabilities — non-current” in the accompanying unaudited Condensed Consolidated Balance Sheets. We estimate the fair value of our contingent purchase price liabilities using a probability-weighted discounted cash flow model. This fair value measure is based on significant inputs not observed in the market and thus represents a Level 3 measurement. Fair value measurements characterized within Level 3 of the fair value hierarchy are measured based on unobservable inputs that are supported by little or no market activity and reflect our own assumptions in measuring fair value.

We probability weight risk-adjusted estimates of future performance of acquired businesses, then calculate the contingent purchase price based on the estimates and discount them to present value representing management’s best estimate of fair value. The fair value of the contingent purchase price liabilities is reassessed quarterly based on assumptions provided by practice group leaders and business unit controllers together with our corporate finance department. Any change in the fair value estimate is recorded in the earnings of that period. Refer to Note 11, Business Combinations, for further discussion of our acquisitions and contingent purchase price liabilities.

The carrying amounts of our cash and cash equivalents, accounts receivable and accounts payable approximate fair value because of the short maturity of these instruments, and the carrying value of bank debt approximates fair value as the interest rate on the bank debt is variable and approximates current market rates. As a result, the fair value measurement of our bank debt is considered to be Level 2 under the fair value hierarchy.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Other Comprehensive (Loss) Income

3 Months Ended

Mar. 31, 2023

Equity [Abstract]

Other Comprehensive (Loss) Income

OTHER COMPREHENSIVE (LOSS) INCOME

The following table is a summary of other comprehensive (loss) income and discloses the tax impact of each component of other comprehensive (loss) income for the three months ended March 31, 2023 and 2022 (in thousands):


	Three Months Ended March 31,
		2023		2022
Net unrealized gain (loss) on available-for-sale securities, net of income taxes (1)		$	179	$	(939)
Net unrealized (loss) gain on interest rate swaps, net of income taxes(2)		(1,388)		2,866
Foreign currency translation		(4)		(2)
Total other comprehensive (loss) income		$	(1,213)	$	1,925

(1)Net of income tax expense of $71 and income tax benefit of $352 for the three months ended March 31, 2023 and 2022, respectively.

(2)Net of income tax benefit of $463 and income tax expense of $928 for the three months ended March 31, 2023 and 2022, respectively.

Employee Stock Plans

3 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Employee Stock Plans

EMPLOYEE STOCK PLANSThe 2019 Stock Omnibus Incentive Plan (the “2019 Plan”), which expires in 2029, permits the grant of various forms of stock-based awards. The terms and vesting schedules for the stock-based awards vary by type and date of grant. A maximum of 3.1 million stock options, restricted stock or other stock-

based compensation awards may be granted. Shares subject to award under the 2019 Plan may be either authorized but unissued shares of our common stock or treasury shares. Refer to the Annual Report on Form 10-K for the year ended December 31, 2022 for further discussion on the 2019 Plan.

Compensation expense for stock-based awards recognized during the three months ended March 31, 2023 and 2022 was as follows (in thousands):


	Three Months Ended March 31,
		2023		2022
Stock options		$	768	$	173
Restricted stock units and awards		1,259		1,493
Performance share units		1,804		2,023
Total stock-based compensation expense		$	3,831	$	3,689

Stock Options and Restricted Stock Units and Awards – The following table presents our stock options and restricted stock units and awards activity during the three months ended March 31, 2023 (in thousands, except per share data):


	Stock Options			Restricted Stock Units and Awards
	Number of Options	Weighted Average Exercise Price Per Share		Number of Shares	Weighted Average Grant-Date Fair Value (1)
Outstanding at beginning of year	553	$	21.03	277	$	32.62
Granted	50	$	48.40	88	$	48.40
Exercised or released	(189)	$	19.20	(123)	$	29.87

Outstanding at March 31, 2023	414	$	25.16	242	$	39.76
Exercisable at March 31, 2023	414	$	25.16

(1)Represents weighted average market value of the shares; awards are granted at no cost to the recipients.

CBIZ utilized the Black-Scholes-Merton options pricing model to determine the fair value of stock options on the date of grant. The per-share fair value of stock options granted on February 8, 2023 was $15.35. The following weighted average assumptions were utilized:


			Three Months Ended March 31, 2023
Expected volatility (1)			28.57%
Expected option life (years) (2)			4.74
Risk-free interest rate (3)			3.89%
Expected dividend yield (4)			—%

(1) The expected volatility assumption was determined based upon the historical volatility of CBIZ's stock price using daily price intervals.

(2) The expected option life was determined based upon CBIZ's historical data using a midpoint scenario, which assumes all options are exercised halfway between the expiration date and the weighted average time it takes the option to vest.

(3) The risk-free interest rate assumption was based upon zero-coupon U.S. treasury bonds with a term approximating the expected life of the respective options.

(4) The expected dividend yield assumption was determined in view of CBIZ's historical and estimated dividend payouts.

Performance Share Units (“PSUs”) – PSUs are earned based on our financial performance over a contractual term of three years and the associated expense is recognized over that period based on the fair value of the award. A three-year cliff vesting schedule of the PSUs is dependent upon the Company’s performance relative to pre-established goals based on an earnings per share target

(weighted 70%) and total growth in revenue (weighted 30%). The fair value of PSUs is calculated using the market value of a share of our common stock on the date of grant. For performance achieved above specified levels, the recipient may earn additional shares of stock, not to exceed 200% of the number of PSUs initially granted.

The following table presents our PSU award activity during the three months ended March 31, 2023 (in thousands, except per share data):


	Performance Share Units	Weighted Average Grant-Date Fair Value Per Unit (1)
Outstanding at beginning of year	482	$	28.84
Granted	88	$	48.40
Vested	(244)	$	25.75


Outstanding at March 31, 2023	326	$	36.46

(1)Represents weighted average market value of the performance share units; PSUs are granted at no cost to the recipients.

Earnings Per Share

3 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Earnings Per Share

EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2023 and 2022 (in thousands, except per share data):


	Three Months Ended March 31,
		2023		2022
Numerator:
Net Income		$	73,160	$	58,127
Denominator:
Basic
Weighted average common shares outstanding		50,367		52,119
Diluted
Stock options (1)		271		619
Restricted stock units and awards (1)		122		217

Contingent shares (2)		2		—
Diluted weighted average common shares outstanding (3)		50,762		52,955
Basic earnings per share		$	1.45	$	1.12
Diluted earnings per share		$	1.44	$	1.10

(1)A total of 80 thousand and 55 thousand shares of stock-based awards were excluded from the calculation of diluted earnings per share for the three months ended March 31, 2023 and 2022, as their effect would be anti-dilutive.

(2)Contingent shares represent additional shares to be issued for purchase price earned by former owners of businesses acquired by us once future considerations have been met. Refer to Note 11, Business Combinations, for further details.

(3)The denominator used in calculating diluted earnings per share did not include 326 thousand and 363 thousand performance share units for both the three months ended March 31, 2023 and 2022, respectively. The performance conditions associated with these performance share units were not met and consequently none of these performance share units were considered as issuable for the three months ended March 31, 2023 and 2022.

Business Combinations

3 Months Ended

Mar. 31, 2023

Business Combination and Asset Acquisition [Abstract]

Business Combinations

BUSINESS COMBINATIONS

Business Combinations

During the three months ended March 31, 2023, we completed the following acquisitions:

•Effective January 1, 2023, we acquired all of the assets of Danenhauer and Danenhauer, Inc, ("Danenhauer and Danenhauer"). Danenhauer and Danenhauer, based in California, is a provider of forensic accounting, business valuation, expert witness testimony, and other services for businesses and individuals. Danenhauer and Danenhauer is included as a component of our Financial Services practice group. Operating results are reported in the Financial Services practice group.

•Effective February 1, 2023, we acquired the non-attest assets of Somerset CPAs and Advisors ("Somerset"). Somerset, based in Indianapolis, IN, is a provider of a full range of accounting, tax, and financial advisory services to clients in a wide array of industries. Somerset is included as a component of our Financial Services practice group. Operating results are reported in the Financial Services practice group.

During the three months ended March 31, 2022, we completed the following acquisition:

•Effective January 1, 2022, we acquired all of the non-attest assets of Marks Paneth LLP ("Marks Paneth"). Marks Paneth, based in New York City, is a provider of a full range of accounting, tax and consulting services to a wide range of industries. Marks Paneth is included as a component of our Financial Services practice group. Operating results are reported in the Financial Services practice group.

The 2023 acquisitions are expected to add approximately $56.1 million annualized revenue in 2023. For the three months ended March 31, 2023, we recorded approximately $1.6 million in non-recurring transaction, retention and integration related costs associated with the Somerset acquisition. Pro forma results of operations for these acquisitions have not been presented because the effects of these acquisitions were not material, either individually or in aggregate, to our total revenue and net income for the three months ended March 31, 2023 and 2022, respectively.

The following table summarizes the consideration and purchase price allocation for the acquisitions completed during the three months ended March 31, 2023 and 2022, respectively (in thousands):


	2023		2022

Common stock issued (number)	102		—
Common stock value	$	4,795	$	—
Cash paid	38,972		72,469

Recorded contingent consideration	24,840		64,648
Total recorded purchase price	$	68,607	$	137,117
Accounts receivable acquired	7,040		18,230
Fixed assets acquired	1,201		1,793
Identifiable intangible assets acquired	22,518		48,000
Operating lease right-of-use asset acquired	14,598		49,291
Other assets acquired	1,126		1,497
Operating lease liability acquired - current	(1,012)		(5,860)
Other current liabilities acquired	(406)		(909)
Operating lease liability acquired - non-current	(13,586)		(43,431)
Goodwill	37,128		68,506
Total net assets acquired	$	68,607	$	137,117
Maximum potential contingent consideration	$	26,099	$	67,115

Provisional estimates of fair value are established at the time of each acquisition and are subsequently reviewed within the first year of operations subsequent to the acquisition date to determine the necessity for adjustments. Fair value estimates of the 2023 acquisitions were provisional as of March 31, 2023, primarily related to the value established for certain identifiable intangible assets and contingent purchase price consideration.

The following table summarizes the goodwill and intangible asset amounts resulting from those acquisitions for the three months ended March 31, 2023 and 2022, respectively (in thousands):


	Three Months Ended March 31,
	2023		2022
	Financial Services			Financial Services
Goodwill	$	37,128		$	68,506
Client list	22,500			48,000
Other intangibles	18			—
Total	$	59,646		$	116,506

Goodwill is calculated as the difference between the aggregated purchase price and the fair value of the net assets acquired. Goodwill represents the value of expected future earnings and cash flows, as well as the synergies created by the integration of the new businesses within our organization, including cross- selling opportunities expected with our Financial Services practice group and the Benefits and Insurance Services practice group, to help strengthen our existing service offerings and expand our market position. Goodwill related to these acquisitions is deductible for tax purposes. Client lists from the aforementioned acquisitions have an expected life up to 10 years, and other intangibles, primarily non-compete agreements, have an expected life of 3 years. Client lists and non-compete agreements are valued using a discounted cash flow model based on management estimates of future cash flows from such assets.

The following table summarizes the changes in contingent purchase price consideration for previous acquisitions and contingent payments made for previous business acquisitions in the three months ended March 31, 2023 and 2022, respectively (in thousands):


	Three Months Ended March 31,
		2023		2022
Net expense		$	630	$	642
Cash settlement paid		$	28,434	$	7,077
Shares issued (number)		70		19

Segment Disclosures

3 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

Segment Disclosures

SEGMENT DISCLOSURES

Our business units have been aggregated into three practice groups: Financial Services, Benefits and Insurance Services and National Practices. The business units have been aggregated based on the following factors: similarity of the products and services provided to clients; similarity of the regulatory environment in which they operate; and similarity of economic conditions affecting long-term performance. The business units are managed along these segment lines. A general description of services provided by each practice group is provided in the table below.

Financial Services

Benefits and Insurance Services

National Practices

Accounting and Tax

Employee Benefits Consulting

Information Technology Managed Networking and Hardware Services

Financial Advisory

Payroll / Human Capital Management

Healthcare Consulting

Valuation

Property and Casualty Insurance

Risk and Advisory Services

Retirement and Investment Services

Government Healthcare Consulting

Corporate and Other - Included in Corporate and Other are operating expenses that are not directly allocated to the individual business units. These expenses primarily consist of certain health care costs, gains or losses attributable to assets held in our non-qualified deferred compensation plan, stock-based

compensation, consolidation and integration charges, certain professional fees, certain advertising costs and other various expenses.

Accounting policies of the practice groups are the same as those described in Note 1, Basis of Presentation and Significant Accounting Policies, to the Annual Report on Form 10-K for the year ended December 31, 2022. Upon consolidation, intercompany accounts and transactions are eliminated, thus inter-segment revenue is not included in the measure of profit or loss for the practice groups. Performance of the practice groups is evaluated on income (loss) before income tax expense (benefit) excluding those costs listed above, which are reported in the “Corporate and Other”.

Segment information for the three months ended March 31, 2023 and 2022 is presented below. We do not manage our assets on a segment basis, therefore segment assets are not presented below.

The following table disaggregates our revenue by source (in thousands):



	Three Months Ended March 31, 2023
	Financial Services		Benefits and Insurance Services		National Practices		Consolidated
Accounting, tax, advisory and consulting	$	343,086	—		—		$	343,086
Core benefits and insurance services	—		96,617		—		96,617
Non-core benefits and insurance services	—		3,437		—		3,437
Managed networking, hardware services	—		—		8,954		8,954
National practices consulting	—		—		2,512		2,512
Total revenue	$	343,086	$	100,054	$	11,466	$	454,606



	Three Months Ended March 31, 2022
	Financial Services		Benefits and Insurance Services		National Practices		Consolidated
Accounting, tax, advisory and consulting	$	288,746	—		—		$	288,746
Core benefits and insurance services	—		88,936		—		88,936
Non-core benefits and insurance services	—		3,550		—		3,550
Managed networking, hardware services	—		—		7,921		7,921
National practices consulting	—		—		2,569		2,569
Total revenue	$	288,746	$	92,486	$	10,490	$	391,722

Segment information for the three months ended March 31, 2023 and 2022 was as follows (in thousands):



	Three Months Ended March 31, 2023
	Financial Services		Benefits and Insurance Services		National Practices		Corporate and Other		Total
Revenue	$	343,086	$	100,054	$	11,466	$	—	$	454,606
Operating expenses	244,443		76,923		10,583		9,062		341,011
Gross margin	98,643		23,131		883		(9,062)		113,595
Corporate general and administrative expenses	—		—		—		15,598		15,598

Operating income (loss)	98,643		23,131		883		(24,660)		97,997
Other income (expense):
Interest expense	—		(1)		—		(3,640)		(3,641)
Gain on sale of operations, net	99		—		—		—		99

Other income, net	255		177		—		4,680		5,112
Total other income, net	354		176		—		1,040		1,570
Income (loss) before income tax expense	$	98,997	$	23,307	$	883	$	(23,620)	$	99,567



	Three Months Ended March 31, 2022
	Financial Services		Benefits and Insurance Services		National Practices		Corporate and Other		Total
Revenue	$	288,746	$	92,486	$	10,490	$	—	$	391,722
Operating expenses (income)	209,800		72,657		9,576		(1,734)		290,299
Gross margin	78,946		19,829		914		1,734		101,423
Corporate general and administrative expenses	—		—		—		16,309		16,309

Operating income (loss)	78,946		19,829		914		(14,575)		85,114
Other income (expense):
Interest expense	—		—		—		(1,259)		(1,259)

Other income (expense), net	86		(24)		—		(6,469)		(6,407)
Total other income (expense), net	86		(24)		—		(7,728)		(7,666)
Income (loss) before income tax expense	$	79,032	$	19,805	$	914	$	(22,303)	$	77,448

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8924-108599

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 34
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8981-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 40
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9031-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 26
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8844-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9038-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8933-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8736-108599

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e9054-108599

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8657-108599

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 21
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126901519&loc=d3e8721-108599

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-URI https://asc.fasb.org/topic&trid=2134510

+ Details

Subsequent Events	3 Months Ended
Subsequent Events	Mar. 31, 2023
Subsequent Events [Abstract]
Subsequent Events	SUBSEQUENT EVENTSSubsequent to March 31, 2023 and up to April 26, 2023, we repurchased approximately 0.2 million shares of our common stock in the open market at a total cost of approximately $10.6 million.

Summary of Significant Accounting Policies (Policies)	3 Months Ended
Summary of Significant Accounting Policies (Policies)	Mar. 31, 2023
Accounting Policies [Abstract]
Description of Business	Description of Business: CBIZ, Inc. is a diversified services company which, acting through its subsidiaries, has been providing professional business services since 1996, primarily to small and medium-sized businesses, as well as individuals, governmental entities, and not-for-profit enterprises throughout the United States and parts of Canada. CBIZ, Inc. manages and reports its operations along three practice groups: Financial Services, Benefits and Insurance Services and National Practices. A further description of products and services offered by each of the practice groups is provided in Note 12, Segment Disclosures, to the accompanying unaudited condensed consolidated financial statements.
Basis of Consolidation	Basis of Consolidation: The accompanying unaudited condensed consolidated financial statements include the operations of CBIZ, Inc. and all of its wholly-owned subsidiaries (“CBIZ”, the “Company”, “we”, “us”, or “our”), after elimination of all intercompany balances and transactions. These unaudited condensed consolidated financial statements do not reflect the operations or accounts of variable interest entities as the impact is not material to the financial condition, results of operations or cash flows of CBIZ.
Unaudited Interim Financial Statements	Unaudited Interim Financial Statements: The unaudited condensed consolidated financial statements have been prepared in accordance with GAAP and applicable rules and regulations of the Securities and Exchange Commission (the "SEC") regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. As such, the information included in this quarterly report on Form 10-Q should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022. In the opinion of CBIZ management, the accompanying unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial condition, results of operations, and cash flows for the interim periods presented, but are not necessarily indicative of the results of operations to be anticipated for the full year ending December 31, 2023.
Use of Estimates	Use of Estimates: The preparation of unaudited condensed consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Changes in circumstances could cause actual results to differ materially from these estimates.
Changes in Accounting Policies	Changes in Accounting Policies: We have consistently applied the accounting policies for the periods presented as described in Note 1, Basis of Presentation and Significant Accounting Policies, to the consolidated financial statements contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2022. Reclassifications: Certain prior period amounts have been reclassified to conform to current year's presentation.
New Accounting Pronouncements	NEW ACCOUNTING PRONOUNCEMENTSThe FASB ASC is the sole source of authoritative GAAP other than the SEC issued rules and regulations that apply only to SEC registrants. The FASB issues an ASU to communicate changes to the FASB ASC. We assess and review the impact of all issued ASUs. During the three months ended March 31, 2023, we have implemented all new ASUs that are in effect and that may impact our consolidated financial statements.

Accounts Receivable, Net (Tables)

3 Months Ended

Mar. 31, 2023

Receivables [Abstract]

Schedule of Accounts Receivable, Net

Accounts receivable, net, at March 31, 2023 and December 31, 2022 was as follows (in thousands):


	March 31, 2023		December 31, 2022
Trade accounts receivable	$	285,876	$	267,409
Unbilled revenue, at net realizable value	178,811		87,890
Total accounts receivable	464,687		355,299
Allowance for doubtful accounts	(21,906)		(20,801)
Accounts receivable, net	$	442,781	$	334,498

Schedule of Changes in the Allowance for Doubtful Accounts on Accounts Receivable

Changes to the allowance for doubtful accounts for the three months ended March 31, 2023 and twelve months ended December 31, 2022 were as follows (in thousands):


	March 31, 2023		December 31, 2022
Balance at beginning of period	$	(20,801)	$	(16,158)
Provision	(2,055)		(13,545)
Charge-offs, net of recoveries	950		8,902
Allowance for doubtful accounts	$	(21,906)	$	(20,801)

Debt and Financing Arrangements (Tables)

3 Months Ended

Mar. 31, 2023

Debt Disclosure [Abstract]

Summary of Unsecured Credit Facility


	Three Months Ended March 31,
	2023	2022
Weighted average rates	4.54%	1.79%
Range of effective rates	1.93% - 8.00%	1.08% - 3.64%

Summary of Recognized Interest Expense

Interest expense, including amortization of deferred financing costs, commitment fees, line of credit fees, and other applicable bank charges, for the three months ended March 31, 2023 and 2022 was as follows (in thousands):


	Three Months Ended March 31,
	2023		2022
Credit facilities	$	3,640	$	1,259

Other	1		—
Total	$	3,641	$	1,259

Financial Instruments (Tables)

3 Months Ended

Mar. 31, 2023

Investments, All Other Investments [Abstract]

Summary of Investments

The following table summarizes activities related to these investments for the three months ended March 31, 2023 and the twelve months ended December 31, 2022 (in thousands):


	Three Months Ended March 31, 2023		Twelve Months Ended December 31, 2022
Fair value at beginning of period	$	43,485	$	38,670
Purchases	—		19,771
Redemptions	—		(5,630)
Maturities	(500)		(6,770)
Change in bond premium	(91)		(645)
Fair market value adjustment	250		(1,911)
Fair value at end of period	$	43,144	$	43,485

Summary of Outstanding Interest Rate Swaps


	March 31, 2023
	Notional Amount		Fixed Rate		Expiration	Fair Value		Balance Sheet Location
Interest rate swap	$	15,000	2.571	%	6/1/2023	$	58	Other current asset
Interest rate swap	$	50,000	0.834	%	4/14/2025	$	3,127	Other non-current asset
Interest rate swap	$	30,000	1.186	%	12/14/2026	$	2,399	Other non-current asset
Interest rate swap	$	20,000	2.450	%	8/14/2027	$	768	Other non-current asset
Interest rate swap	$	25,000	3.669	%	4/14/2028	$	(394)	Other non-current liability


	December 31, 2022
	Notional Amount		Fixed Rate		Expiration	Fair Value		Balance Sheet Location
Interest rate swap	$	15,000	2.571	%	6/1/2023	$	133	Other current asset
Interest rate swap	$	50,000	0.834	%	4/14/2025	$	3,726	Other non-current asset
Interest rate swap	$	30,000	1.186	%	12/14/2026	$	2,871	Other non-current asset
Interest rate swap	$	20,000	2.450	%	8/14/2027	$	1,079	Other non-current asset

Summary of Effects of Interest Rate Swap

(Loss) Gain Recognized
in AOCI, net of tax

Gain (Loss) Reclassified
from AOCI into Expense



	Three Months Ended March 31,				Three Months Ended March 31,
	2023		2022		2023		2022
Interest rate swaps	$	(715)	$	2,607	$	897	$	(343)

Fair Value Measurements (Tables)

3 Months Ended

Mar. 31, 2023

Fair Value Disclosures [Abstract]

Summary of Assets and Liabilities Measured at Fair Value on a Recurring Basis


	Level	March 31, 2023		December 31, 2022
Deferred compensation plan assets	1	$	128,892	$	118,862
Available-for-sale debt securities	1	43,144		43,485
Other depository assets	1	953		868
Deferred compensation plan liabilities	1	(128,892)		(118,862)
Interest rate swaps	2	5,958		7,809
Contingent purchase price liabilities	3	(125,756)		(132,010)

Summary of Change in Level 3 Fair Values of Contingent Purchase Price Liabilities

The following table summarizes the change in Level 3 fair values of our contingent purchase price liabilities for the three months ended March 31, 2023 and 2022 (pre-tax basis) (in thousands):


	2023		2022
Beginning balance – December 31	$	(132,010)	$	(79,139)
Additions from business acquisitions	(24,840)		(64,648)
Settlement of contingent purchase price liabilities	31,724		7,895
Change in fair value of contingencies	(10)		80
Change in net present value of contingencies	(620)		(722)
Ending balance – March 31	$	(125,756)	$	(136,534)

Other Comprehensive (Loss) Income (Tables)

3 Months Ended

Mar. 31, 2023

Equity [Abstract]

Summary of Other Comprehensive Income and Tax Impact


	Three Months Ended March 31,
		2023		2022
Net unrealized gain (loss) on available-for-sale securities, net of income taxes (1)		$	179	$	(939)
Net unrealized (loss) gain on interest rate swaps, net of income taxes(2)		(1,388)		2,866
Foreign currency translation		(4)		(2)
Total other comprehensive (loss) income		$	(1,213)	$	1,925

(1)Net of income tax expense of $71 and income tax benefit of $352 for the three months ended March 31, 2023 and 2022, respectively.

(2)Net of income tax benefit of $463 and income tax expense of $928 for the three months ended March 31, 2023 and 2022, respectively.

Employee Stock Plans (Tables)

3 Months Ended

Mar. 31, 2023

Share-Based Payment Arrangement [Abstract]

Schedule of Stock-Based Compensation Awards

Compensation expense for stock-based awards recognized during the three months ended March 31, 2023 and 2022 was as follows (in thousands):


	Three Months Ended March 31,
		2023		2022
Stock options		$	768	$	173
Restricted stock units and awards		1,259		1,493
Performance share units		1,804		2,023
Total stock-based compensation expense		$	3,831	$	3,689

Schedule of Stock Options, Restricted Stock Units and Awards, and Performance Share Units Award Activity

The following table presents our stock options and restricted stock units and awards activity during the three months ended March 31, 2023 (in thousands, except per share data):


	Stock Options			Restricted Stock Units and Awards
	Number of Options	Weighted Average Exercise Price Per Share		Number of Shares	Weighted Average Grant-Date Fair Value (1)
Outstanding at beginning of year	553	$	21.03	277	$	32.62
Granted	50	$	48.40	88	$	48.40
Exercised or released	(189)	$	19.20	(123)	$	29.87

Outstanding at March 31, 2023	414	$	25.16	242	$	39.76
Exercisable at March 31, 2023	414	$	25.16

(1)Represents weighted average market value of the shares; awards are granted at no cost to the recipients.

The following table presents our PSU award activity during the three months ended March 31, 2023 (in thousands, except per share data):


	Performance Share Units	Weighted Average Grant-Date Fair Value Per Unit (1)
Outstanding at beginning of year	482	$	28.84
Granted	88	$	48.40
Vested	(244)	$	25.75


Outstanding at March 31, 2023	326	$	36.46

(1)Represents weighted average market value of the performance share units; PSUs are granted at no cost to the recipients.

Schedule of Fair Value Option Award Weighted Average Assumptions Used

The following weighted average assumptions were utilized:


			Three Months Ended March 31, 2023
Expected volatility (1)			28.57%
Expected option life (years) (2)			4.74
Risk-free interest rate (3)			3.89%
Expected dividend yield (4)			—%

(1) The expected volatility assumption was determined based upon the historical volatility of CBIZ's stock price using daily price intervals.

(3) The risk-free interest rate assumption was based upon zero-coupon U.S. treasury bonds with a term approximating the expected life of the respective options.

(4) The expected dividend yield assumption was determined in view of CBIZ's historical and estimated dividend payouts.

Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2023

Earnings Per Share [Abstract]

Summary of Computation of Basic and Diluted Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share for the three months ended March 31, 2023 and 2022 (in thousands, except per share data):


	Three Months Ended March 31,
		2023		2022
Numerator:
Net Income		$	73,160	$	58,127
Denominator:
Basic
Weighted average common shares outstanding		50,367		52,119
Diluted
Stock options (1)		271		619
Restricted stock units and awards (1)		122		217

Contingent shares (2)		2		—
Diluted weighted average common shares outstanding (3)		50,762		52,955
Basic earnings per share		$	1.45	$	1.12
Diluted earnings per share		$	1.44	$	1.10

Business Combinations (Tables)

3 Months Ended

Mar. 31, 2023

Business Combination and Asset Acquisition [Abstract]

Summary of Aggregated Consideration And Purchase Price Allocation

The following table summarizes the consideration and purchase price allocation for the acquisitions completed during the three months ended March 31, 2023 and 2022, respectively (in thousands):


	2023		2022

Common stock issued (number)	102		—
Common stock value	$	4,795	$	—
Cash paid	38,972		72,469

Recorded contingent consideration	24,840		64,648
Total recorded purchase price	$	68,607	$	137,117
Accounts receivable acquired	7,040		18,230
Fixed assets acquired	1,201		1,793
Identifiable intangible assets acquired	22,518		48,000
Operating lease right-of-use asset acquired	14,598		49,291
Other assets acquired	1,126		1,497
Operating lease liability acquired - current	(1,012)		(5,860)
Other current liabilities acquired	(406)		(909)
Operating lease liability acquired - non-current	(13,586)		(43,431)
Goodwill	37,128		68,506
Total net assets acquired	$	68,607	$	137,117
Maximum potential contingent consideration	$	26,099	$	67,115

Summary of Segment Allocation

The following table summarizes the goodwill and intangible asset amounts resulting from those acquisitions for the three months ended March 31, 2023 and 2022, respectively (in thousands):


	Three Months Ended March 31,
	2023		2022
	Financial Services			Financial Services
Goodwill	$	37,128		$	68,506
Client list	22,500			48,000
Other intangibles	18			—
Total	$	59,646		$	116,506

Summary of Contingent Consideration


	Three Months Ended March 31,
		2023		2022
Net expense		$	630	$	642
Cash settlement paid		$	28,434	$	7,077
Shares issued (number)		70		19

Segment Disclosures (Tables)

3 Months Ended

Mar. 31, 2023

Segment Reporting [Abstract]

Summary of Disaggregation of Revenue by Source

The following table disaggregates our revenue by source (in thousands):



	Three Months Ended March 31, 2023
	Financial Services		Benefits and Insurance Services		National Practices		Consolidated
Accounting, tax, advisory and consulting	$	343,086	—		—		$	343,086
Core benefits and insurance services	—		96,617		—		96,617
Non-core benefits and insurance services	—		3,437		—		3,437
Managed networking, hardware services	—		—		8,954		8,954
National practices consulting	—		—		2,512		2,512
Total revenue	$	343,086	$	100,054	$	11,466	$	454,606



	Three Months Ended March 31, 2022
	Financial Services		Benefits and Insurance Services		National Practices		Consolidated
Accounting, tax, advisory and consulting	$	288,746	—		—		$	288,746
Core benefits and insurance services	—		88,936		—		88,936
Non-core benefits and insurance services	—		3,550		—		3,550
Managed networking, hardware services	—		—		7,921		7,921
National practices consulting	—		—		2,569		2,569
Total revenue	$	288,746	$	92,486	$	10,490	$	391,722

Summary of Segment Information

Segment information for the three months ended March 31, 2023 and 2022 was as follows (in thousands):



	Three Months Ended March 31, 2023
	Financial Services		Benefits and Insurance Services		National Practices		Corporate and Other		Total
Revenue	$	343,086	$	100,054	$	11,466	$	—	$	454,606
Operating expenses	244,443		76,923		10,583		9,062		341,011
Gross margin	98,643		23,131		883		(9,062)		113,595
Corporate general and administrative expenses	—		—		—		15,598		15,598

Operating income (loss)	98,643		23,131		883		(24,660)		97,997
Other income (expense):
Interest expense	—		(1)		—		(3,640)		(3,641)
Gain on sale of operations, net	99		—		—		—		99

Other income, net	255		177		—		4,680		5,112
Total other income, net	354		176		—		1,040		1,570
Income (loss) before income tax expense	$	98,997	$	23,307	$	883	$	(23,620)	$	99,567



	Three Months Ended March 31, 2022
	Financial Services		Benefits and Insurance Services		National Practices		Corporate and Other		Total
Revenue	$	288,746	$	92,486	$	10,490	$	—	$	391,722
Operating expenses (income)	209,800		72,657		9,576		(1,734)		290,299
Gross margin	78,946		19,829		914		1,734		101,423
Corporate general and administrative expenses	—		—		—		16,309		16,309

Operating income (loss)	78,946		19,829		914		(14,575)		85,114
Other income (expense):
Interest expense	—		—		—		(1,259)		(1,259)

Other income (expense), net	86		(24)		—		(6,469)		(6,407)
Total other income (expense), net	86		(24)		—		(7,728)		(7,666)
Income (loss) before income tax expense	$	79,032	$	19,805	$	914	$	(22,303)	$	77,448

Summary of Significant Accounting Policies (Details)	3 Months Ended
Summary of Significant Accounting Policies (Details)	Mar. 31, 2023 practice_group
Accounting Policies [Abstract]
Number of practice groups	3

Accounts Receivable, Net - Schedule of Accounts Receivables Net (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Receivables [Abstract]
Trade accounts receivable	$ 285,876	$ 267,409
Unbilled revenue, at net realizable value	178,811	87,890
Total accounts receivable	464,687	355,299
Allowance for doubtful accounts	(21,906)	(20,801)	$ (16,158)
Accounts receivable, net	$ 442,781	$ 334,498

Accounts Receivable, Net - Schedule of Changes in the Allowance for Doubtful Accounts on Accounts Receivable (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance at beginning of period	$ (20,801)	$ (16,158)
Provision	(2,055)	(13,545)
Charge-offs, net of recoveries	950	8,902
Allowance for doubtful accounts	$ (21,906)	$ (20,801)

Debt and Financing Arrangements - Additional Information (Details) - USD ($)	Mar. 31, 2023	Dec. 31, 2022	May 04, 2022	May 03, 2022
Debt Instrument [Line Items]
Outstanding balance under applicable credit facility	$ 403,700,000	$ 265,700,000
Outstanding letters of credit	5,000,000	5,000,000
Other line of credit
Debt Instrument [Line Items]
Revolving loan commitment	20,000,000
Outstanding line of credit	0
2022 Credit Facility
Debt Instrument [Line Items]
Revolving loan commitment			$ 600,000,000	$ 400,000,000
Revolving loan, accordion feature			200,000,000
Outstanding balance under applicable credit facility	403,700,000	$ 265,700,000
Available funds under credit facility	190,000,000
Outstanding letters of credit	$ 5,000,000
2022 Credit Facility \| Swing Line Facility
Debt Instrument [Line Items]
Revolving loan commitment			$ 50,000,000	$ 25,000,000

Debt and Financing Arrangements - Summary of Unsecured Credit Facility (Details) - 2018 and 2022 Credit Facilities	Mar. 31, 2023	Mar. 31, 2022
Debt Instrument [Line Items]
Weighted average rates	4.54%	1.79%
Minimum
Debt Instrument [Line Items]
Range of effective rates	1.93%	1.08%
Maximum
Debt Instrument [Line Items]
Range of effective rates	8.00%	3.64%

Debt and Financing Arrangements - Summary of Recognized Interest Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Debt Instrument [Line Items]
Total	$ 3,641	$ 1,259
Credit facilities
Debt Instrument [Line Items]
Total	3,640	1,259
Other
Debt Instrument [Line Items]
Total	$ 1	$ 0

Commitments and Contingencies - Letters of Credit and Guarantees (Details) - USD ($) $ in Millions	Mar. 31, 2023	Dec. 31, 2022
Commitments and Contingencies Disclosure [Abstract]
Letters of credit outstanding	$ 5.0	$ 5.0
License bonds outstanding amount	$ 2.2	$ 2.3

Commitments and Contingencies - Legal Proceedings (Details) - CBIZ Operations and a former employee of CBIZ MMP $ in Millions	Dec. 19, 2016 USD ($)
Commitments And Contingencies [Line Items]
Total transaction price	$ 200.0
Maximum
Commitments And Contingencies [Line Items]
Damages sought amount	$ 177.0

Financial Instruments - Additional Information (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2023 USD ($) swap	Dec. 31, 2022 USD ($)
Debt Securities, Available-for-sale [Line Items]
Par value of available-for-sale debt securities	$ 43,900	$ 44,400
Funds held for clients	$ 148,240	171,313
Interest rate swap, April 2028 expiration
Debt Securities, Available-for-sale [Line Items]
Interest rate swap, fixed interest rate	3.669%
Interest rate swap
Debt Securities, Available-for-sale [Line Items]
Number of interest rate swaps outstanding \| swap	5
Other non-current liability \| Interest rate swap, April 2028 expiration
Debt Securities, Available-for-sale [Line Items]
Term of contract	5 years
Notional amount, asset	$ 25,000
Interest rate swap, fixed interest rate	3.669%
Certified Deposits and Other Depository Assets
Debt Securities, Available-for-sale [Line Items]
Funds held for clients	$ 1,000	$ 900

Financial Instruments - Summary of Investments (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2023	Dec. 31, 2022
Debt Securities, Available for Sale [Roll Forward]
Fair value at beginning of period	$ 43,485	$ 38,670
Purchases	0	19,771
Redemptions	0	(5,630)
Maturities	(500)	(6,770)
Change in bond premium	(91)	(645)
Fair market value adjustment	250	(1,911)
Fair value at end of period	$ 43,144	$ 43,485

Financial Instruments - Summary of Outstanding Interest Rate Swaps (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022
Interest rate swap, June 2023 expiration
Derivatives, Fair Value [Line Items]
Interest rate swap, fixed interest rate	2.571%	2.571%
Interest rate swap, June 2023 expiration \| Other current asset
Derivatives, Fair Value [Line Items]
Notional amount, asset	$ 15,000	$ 15,000
Fair value, asset	$ 58	$ 133
Interest rate swap, April 2025 expiration
Derivatives, Fair Value [Line Items]
Interest rate swap, fixed interest rate	0.834%	0.834%
Interest rate swap, April 2025 expiration \| Other non-current asset
Derivatives, Fair Value [Line Items]
Notional amount, asset	$ 50,000	$ 50,000
Fair value, asset	$ 3,127	$ 3,726
Interest rate swap, December 2026 expiration
Derivatives, Fair Value [Line Items]
Interest rate swap, fixed interest rate	1.186%	1.186%
Interest rate swap, December 2026 expiration \| Other non-current asset
Derivatives, Fair Value [Line Items]
Notional amount, asset	$ 30,000	$ 30,000
Fair value, asset	$ 2,399	$ 2,871
Interest rate swap, August 2027 expiration
Derivatives, Fair Value [Line Items]
Interest rate swap, fixed interest rate	2.45%	2.45%
Interest rate swap, August 2027 expiration \| Other non-current asset
Derivatives, Fair Value [Line Items]
Notional amount, asset	$ 20,000	$ 20,000
Fair value, asset	$ 768	$ 1,079
Interest rate swap, April 2028 expiration
Derivatives, Fair Value [Line Items]
Interest rate swap, fixed interest rate	3.669%
Interest rate swap, April 2028 expiration \| Other non-current liability
Derivatives, Fair Value [Line Items]
Notional amount, asset	$ 25,000
Interest rate swap, fixed interest rate	3.669%
Fair value, asset	$ (394)

Financial Instruments - Summary of Effects of Interest Rate Swaps (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Derivatives, Fair Value [Line Items]
(Loss) Gain Recognized in AOCI, net of tax	$ (1,388)	$ 2,866
Interest rate swap
Derivatives, Fair Value [Line Items]
(Loss) Gain Recognized in AOCI, net of tax	(715)	2,607
Gain (Loss) Reclassified from AOCI into Expense	$ 897	$ (343)

Fair Value Measurements - Summary of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands	Mar. 31, 2023	Dec. 31, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred compensation plan assets	$ 128,892	$ 118,862
Available-for-sale debt securities	43,144	43,485	$ 38,670
Deferred compensation plan liabilities	(128,892)	(118,862)
Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Deferred compensation plan assets	128,892	118,862
Available-for-sale debt securities	43,144	43,485
Other depository assets	953	868
Deferred compensation plan liabilities	(128,892)	(118,862)
Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Interest rate swaps	5,958	7,809
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Contingent purchase price liabilities	$ (125,756)	$ (132,010)

Fair Value Measurements - Change in Level 3 Fair Values of Contingent Purchase Price Liabilities (Details) - Contingent purchase price liabilities - Level 3 - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance – December 31	$ (132,010)	$ (79,139)
Additions from business acquisitions	(24,840)	(64,648)
Settlement of contingent purchase price liabilities	31,724	7,895
Change in fair value of contingencies	(10)	80
Change in net present value of contingencies	(620)	(722)
Ending balance - March 31	$ (125,756)	$ (136,534)

Other Comprehensive (Loss) Income (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Equity [Abstract]
Net unrealized gain (loss) on available-for-sale securities, net of income taxes	$ 179	$ (939)
Net unrealized (loss) gain on interest rate swaps, net of income taxes	(1,388)	2,866
Foreign currency translation	(4)	(2)
Total other comprehensive (loss) income	(1,213)	1,925
Unrealized loss on available-for-sale securities, income tax expense	71	(352)
Unrealized gain on interest rate swaps, income tax expense	$ (463)	$ 928

Employee Stock Plans - Additional Information (Details) shares in Millions	3 Months Ended
	Mar. 31, 2023 shares
Performance share units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based compensation arrangement by share-based payment award, remaining contractual term	3 years
Performance share units, vesting period	3 years
Achievement of an earnings per share target	70.00%
Achievement of total growth in revenue	30.00%
Performance share units \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of initial grant	200.00%
2019 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Maximum stock based compensation awards granted under the plan (in shares)	3.1

Employee Stock Plans - Schedule of Stock-Based Compensation Awards (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Share-Based Payment Arrangement [Abstract]
Stock options	$ 768	$ 173
Restricted stock units and awards	1,259	1,493
Performance share units	1,804	2,023
Total stock-based compensation expense	$ 3,831	$ 3,689

Employee Stock Plans - Schedule of Stock Options Award Activity (Details) shares in Thousands	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Stock Option Activity
Outstanding at beginning of period (in shares) \| shares	553
Granted (in shares) \| shares	50
Exercised or released (in shares) \| shares	(189)
Outstanding at end of period (in shares) \| shares	414
Exercisable at end of period (in shares) \| shares	414
Stock Option Weighted Average Exercise Price Per Share
Outstanding at beginning of period (in dollars per share) \| $ / shares	$ 21.03
Granted (in dollars per share) \| $ / shares	48.40
Exercised or released (in dollars per share) \| $ / shares	19.20
Outstanding at end of period (in dollars per share) \| $ / shares	25.16
Exercisable at end of period (in dollars per share) \| $ / shares	$ 25.16

Employee Stock Plans - Schedule of Restricted Stock Units and Awards Activity (Details) shares in Thousands	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Restricted Stock Units and Awards Activity
Exercisable at end of period (in shares) \| shares	414
Restricted Stock Units and Awards Weighted Average Grant Date Fair Value
Exercisable at end of period (in dollars per share) \| $ / shares	$ 25.16
Restricted Stock Units and Awards
Restricted Stock Units and Awards Activity
Outstanding at beginning of period (in shares) \| shares	277
Granted (in shares) \| shares	88
Exercised or released (in shares) \| shares	(123)
Outstanding at end of period (in shares) \| shares	242
Restricted Stock Units and Awards Weighted Average Grant Date Fair Value
Outstanding at beginning of period (in dollars per share) \| $ / shares	$ 32.62
Granted (in dollars per share) \| $ / shares	48.40
Exercised or released (in dollars per share) \| $ / shares	29.87
Outstanding at end of period (in dollars per share) \| $ / shares	$ 39.76

Employee Stock Plans - Schedule of Fair Value Option Award Weighted Average Assumptions Used (Details) - $ / shares		3 Months Ended
	Feb. 08, 2023	Mar. 31, 2023
Share-Based Payment Arrangement [Abstract]
Fair value of stock options granted (in dollars per share)	$ 15.35
Expected volatility		28.57%
Expected option life (years)		4 years 8 months 26 days
Risk-free interest rate		3.89%
Expected dividend yield		0.00%

Employee Stock Plans - Schedule of Performance Share Units Award Activity (Details) - Performance share units shares in Thousands	3 Months Ended
	Mar. 31, 2023 $ / shares shares
Performance Share Units Award Activity
Outstanding at beginning of period (in shares) \| shares	482
Granted (in shares) \| shares	88
Vested (in shares) \| shares	(244)
Outstanding at end of period (in shares) \| shares	326
Performance Share Units Award Weighted Average Grant Date Fair Value
Outstanding at beginning of period (in dollars per share) \| $ / shares	$ 28.84
Granted (in dollars per share) \| $ / shares	48.40
Vested (in dollars per share) \| $ / shares	25.75
Outstanding at end of period (in dollars per share) \| $ / shares	$ 36.46

Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Numerator:
Net Income	$ 73,160	$ 58,127
Basic
Weighted average common shares outstanding (in shares)	50,367	52,119
Diluted
Stock options (in shares)	271	619
Restricted stock units and awards (in shares)	122	217
Contingent shares (in shares)	2	0
Diluted weighted average common shares outstanding (in shares)	50,762	52,955
Basic earnings per share (in dollars per share)	$ 1.45	$ 1.12
Diluted earnings per share (in dollars per share)	$ 1.44	$ 1.10
Share-based payment arrangement
Dilutive Securities Included And Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Share based awards excluded from the calculation of diluted earnings per share (in shares)	80	55
Performance share units
Dilutive Securities Included And Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Share based awards excluded from the calculation of diluted earnings per share (in shares)	326	363

Business Combinations - Additional Information (Details) $ in Millions	3 Months Ended
	Mar. 31, 2023 USD ($)
Business Acquisition, Contingent Consideration [Line Items]
Annual revenue	$ 56.1
Transaction and integration related costs	$ 1.6
Client list
Business Acquisition, Contingent Consideration [Line Items]
Acquired finite-lived intangible assets, useful life	10 years
Other intangibles
Business Acquisition, Contingent Consideration [Line Items]
Acquired finite-lived intangible assets, useful life	3 years

Business Combinations - Aggregated Consideration And Preliminary Purchase Price Allocation (Details) - Series of Individually Immaterial Business Acquisitions - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Business Acquisition, Contingent Consideration [Line Items]
Common stock issued (in shares)	102	0
Common stock value	$ 4,795	$ 0
Cash paid	38,972	72,469
Recorded contingent consideration	24,840	64,648
Total recorded purchase price	68,607	137,117
Accounts receivable acquired	7,040	18,230
Fixed assets acquired	1,201	1,793
Identifiable intangible assets acquired	22,518	48,000
Operating lease right-of-use asset acquired	14,598	49,291
Other assets acquired	1,126	1,497
Operating lease liability acquired - current	(1,012)	(5,860)
Other current liabilities acquired	(406)	(909)
Operating lease liability acquired - non-current	(13,586)	(43,431)
Goodwill	37,128	68,506
Total net assets acquired	68,607	137,117
Maximum potential contingent consideration	$ 26,099	$ 67,115

Business Combinations - Segment Allocation (Details) - Financial Services - USD ($) $ in Thousands	Mar. 31, 2023	Mar. 31, 2022
Business Combination Segment Allocation [Line Items]
Goodwill	$ 37,128	$ 68,506
Total	59,646	116,506
Client list
Business Combination Segment Allocation [Line Items]
Intangibles	22,500	48,000
Other intangibles
Business Combination Segment Allocation [Line Items]
Intangibles	$ 18	$ 0

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Business Combinations - Changes in Contingent Purchase Price Consideration (Details) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Business Combination and Asset Acquisition [Abstract]
Net expense	$ 630	$ 642
Cash settlement paid	$ 28,434	$ 7,077
Shares issued (number)	70	19

Segment Disclosures - Additional Information (Details)	3 Months Ended
Segment Disclosures - Additional Information (Details)	Mar. 31, 2023 segment
Segment Reporting [Abstract]
Number of business units of the company	3

Segment Disclosures - Summary of Disaggregation of Revenue by Source (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Disaggregation of Revenue [Line Items]
Revenue	$ 454,606	$ 391,722
Financial Services
Disaggregation of Revenue [Line Items]
Revenue	343,086	288,746
Benefits and Insurance Services
Disaggregation of Revenue [Line Items]
Revenue	100,054	92,486
National Practices
Disaggregation of Revenue [Line Items]
Revenue	11,466	10,490
Accounting, tax, advisory and consulting
Disaggregation of Revenue [Line Items]
Revenue	343,086	288,746
Accounting, tax, advisory and consulting \| Financial Services
Disaggregation of Revenue [Line Items]
Revenue	343,086	288,746
Accounting, tax, advisory and consulting \| Benefits and Insurance Services
Disaggregation of Revenue [Line Items]
Revenue	0	0
Accounting, tax, advisory and consulting \| National Practices
Disaggregation of Revenue [Line Items]
Revenue	0	0
Core benefits and insurance services
Disaggregation of Revenue [Line Items]
Revenue	96,617	88,936
Core benefits and insurance services \| Financial Services
Disaggregation of Revenue [Line Items]
Revenue	0	0
Core benefits and insurance services \| Benefits and Insurance Services
Disaggregation of Revenue [Line Items]
Revenue	96,617	88,936
Core benefits and insurance services \| National Practices
Disaggregation of Revenue [Line Items]
Revenue	0	0
Non-core benefits and insurance services
Disaggregation of Revenue [Line Items]
Revenue	3,437	3,550
Non-core benefits and insurance services \| Financial Services
Disaggregation of Revenue [Line Items]
Revenue	0	0
Non-core benefits and insurance services \| Benefits and Insurance Services
Disaggregation of Revenue [Line Items]
Revenue	3,437	3,550
Non-core benefits and insurance services \| National Practices
Disaggregation of Revenue [Line Items]
Revenue	0	0
Managed networking, hardware services
Disaggregation of Revenue [Line Items]
Revenue	8,954	7,921
Managed networking, hardware services \| Financial Services
Disaggregation of Revenue [Line Items]
Revenue	0	0
Managed networking, hardware services \| Benefits and Insurance Services
Disaggregation of Revenue [Line Items]
Revenue	0	0
Managed networking, hardware services \| National Practices
Disaggregation of Revenue [Line Items]
Revenue	8,954	7,921
National practices consulting
Disaggregation of Revenue [Line Items]
Revenue	2,512	2,569
National practices consulting \| Financial Services
Disaggregation of Revenue [Line Items]
Revenue	0	0
National practices consulting \| Benefits and Insurance Services
Disaggregation of Revenue [Line Items]
Revenue	0	0
National practices consulting \| National Practices
Disaggregation of Revenue [Line Items]
Revenue	$ 2,512	$ 2,569

Segment Disclosures - Summary of Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2023	Mar. 31, 2022
Segment Reporting Information [Line Items]
Revenue	$ 454,606	$ 391,722
Operating expenses	341,011	290,299
Gross margin	113,595	101,423
Corporate general and administrative expenses	15,598	16,309
Operating income	97,997	85,114
Other income (expense):
Interest expense	(3,641)	(1,259)
Gain on sale of operations, net	99	0
Other income (expense), net	5,112	(6,407)
Total other income (expense), net	1,570	(7,666)
Income before income tax expense	99,567	77,448
Financial Services
Segment Reporting Information [Line Items]
Revenue	343,086	288,746
Benefits and Insurance Services
Segment Reporting Information [Line Items]
Revenue	100,054	92,486
National Practices
Segment Reporting Information [Line Items]
Revenue	11,466	10,490
Operating segments \| Financial Services
Segment Reporting Information [Line Items]
Revenue	343,086	288,746
Operating expenses	244,443	209,800
Gross margin	98,643	78,946
Corporate general and administrative expenses	0	0
Operating income	98,643	78,946
Other income (expense):
Interest expense	0	0
Gain on sale of operations, net	99
Other income (expense), net	255	86
Total other income (expense), net	354	86
Income before income tax expense	98,997	79,032
Operating segments \| Benefits and Insurance Services
Segment Reporting Information [Line Items]
Revenue	100,054	92,486
Operating expenses	76,923	72,657
Gross margin	23,131	19,829
Corporate general and administrative expenses	0	0
Operating income	23,131	19,829
Other income (expense):
Interest expense	(1)	0
Gain on sale of operations, net	0
Other income (expense), net	177	(24)
Total other income (expense), net	176	(24)
Income before income tax expense	23,307	19,805
Operating segments \| National Practices
Segment Reporting Information [Line Items]
Revenue	11,466	10,490
Operating expenses	10,583	9,576
Gross margin	883	914
Corporate general and administrative expenses	0	0
Operating income	883	914
Other income (expense):
Interest expense	0	0
Gain on sale of operations, net	0
Other income (expense), net	0	0
Total other income (expense), net	0	0
Income before income tax expense	883	914
Corporate and Other
Segment Reporting Information [Line Items]
Revenue	0	0
Operating expenses	9,062	(1,734)
Gross margin	(9,062)	1,734
Corporate general and administrative expenses	15,598	16,309
Operating income	(24,660)	(14,575)
Other income (expense):
Interest expense	(3,640)	(1,259)
Gain on sale of operations, net	0
Other income (expense), net	4,680	(6,469)
Total other income (expense), net	1,040	(7,728)
Income before income tax expense	$ (23,620)	$ (22,303)

Subsequent Events (Details) - USD ($) $ in Thousands, shares in Millions	1 Months Ended	3 Months Ended
	Apr. 26, 2023	Mar. 31, 2023	Mar. 31, 2022
Subsequent Event [Line Items]
Share repurchases, value		$ 20,791	$ 5,999
Subsequent Event
Subsequent Event [Line Items]
Share repurchases (in shares)	0.2
Share repurchases, value	$ 10,600