amn-20250331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________

FORM 10-Q

____________________


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2025


OR
☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File No.: 001-16753

AMN HEALTHCARE SERVICES, INC.

(Exact Name of Registrant as Specified in Its Charter)


Delaware		06-1500476
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

2999 Olympus Boulevard	Suite 500
Dallas	Texas	75019
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (866) 871-8519

____________________

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.01 par value	AMN	New York Stock Exchange

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange

Act). Yes ☐ No x

As of May 6, 2025, there were 38,284,570 shares of common stock, $0.01 par value, outstanding.

Auditor Name: KPMG LLP Auditor Location: San Diego, California Auditor Firm ID: 185

TABLE OF CONTENTS


Item		Page

	PART I - FINANCIAL INFORMATION

1.	Condensed Consolidated Financial Statements (unaudited):	1
	Condensed Consolidated Balance Sheets, As of Ma r ch 3 1 , 202 5 and December 31, 202 4	1
	Condensed Consolidated Statements of Comprehensive Income (Loss), For the Three Months Ended March 3 1 , 202 5 and 20 24	2
	Condensed Consolidated Statements of Stockholders’ Equity, For the Three Months Ended Ma r ch 3 1 , 202 5 and 202 4	3
	Condensed Consolidated Statements of Cash Flows, For the Three Months Ended Ma r ch 3 1 , 202 5 and 202 4	4
	Notes to Unaudited Condensed Consolidated Financial Statements	6
2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17
3.	Quantitative and Qualitative Disclosures about Market Risk	25
4.	Controls and Procedures	26

	PART II - OTHER INFORMATION


1.	Legal Proceedings	27
1A.	Risk Factors	27
2.	Unregistered Sales of Equity Securities and Use of Proceeds	27
3.	Defaults Upon Senior Securities	27
4.	Mine Safety Disclosures	27
5.	Other Information	27
6.	Exhibits	28
	Signatures	29

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PART I - FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements

AMN HEALTHCARE SERVICES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited and in thousands, except par value)


	March 31, 2025		December 31, 2024
ASSETS
Current assets:
Cash and cash equivalents	$	55,777	$	10,649
Accounts receivable, net of allowances of $23,273 and $32,421 at March 31, 2025 and December 31, 2024, respectively	421,869		437,817
Accounts receivable, subcontractor	65,307		70,481
Prepaid expenses	24,645		22,510
Other current assets	59,759		53,458
Total current assets	627,357		594,915
Restricted cash, cash equivalents and investments	45,070		71,840
Fixed assets, net of accumulated depreciation of $380,459 and $360,795 at March 31, 2025 and December 31, 2024, respectively	177,996		186,270
Other assets	253,670		258,053
Deferred income taxes, net	31,637		25,829
Goodwill	897,456		897,456
Intangible assets, net of accumulated amortization of $554,249 and $534,822 at March 31, 2025 and December 31, 2024, respectively	361,937		381,364
Total assets	$	2,395,123	$	2,415,727
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses	$	195,974	$	184,311
Accrued compensation and benefits	269,497		287,544




Other current liabilities	116,778		73,930
Total current liabilities	582,249		545,785
Revolving credit facility	150,000		210,000
Notes payable, net of unamortized fees and premium	846,167		845,872


Other long-term liabilities	101,656		107,450
Total liabilities	1,680,072		1,709,107
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.01 par value; 10,000 shares authorized; none issued and outstanding at March 31, 2025 and December 31, 2024	—		—
Common stock, $0.01 par value; 200,000 shares authorized; 50,819 issued and 38,206 outstanding at March 31, 2025 and 50,692 issued and 38,079 outstanding at December 31, 2024	508		507
Additional paid-in capital	537,932		528,471
Treasury stock, at cost; 12,613 shares at March 31, 2025 and December 31, 2024	(1,127,043)		(1,127,043)
Retained earnings	1,303,604		1,304,696
Accumulated other comprehensive income (loss)	50		(11)
Total stockholders’ equity	715,051		706,620
Total liabilities and stockholders’ equity	$	2,395,123	$	2,415,727

See accompanying notes to unaudited condensed consolidated financial statements.

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AMN HEALTHCARE SERVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(Unaudited and in thousands, except per share amounts)


	Three Months Ended March 31,
		2025		2024
Revenue		$	689,533	$	820,878
Cost of revenue		491,413		563,372
Gross profit		198,120		257,506
Operating expenses:
Selling, general and administrative		147,731		174,842
Depreciation and amortization (exclusive of depreciation included in cost of revenue)		37,882		42,719
Total operating expenses		185,613		217,561
Income from operations		12,507		39,945
Interest expense, net, and other		12,324		16,628
Income before income taxes		183		23,317
Income tax expense		1,275		5,989
Net income (loss)		$	(1,092)	$	17,328

Other comprehensive income:
Unrealized gains on available-for-sale securities, net, and other		61		84
Other comprehensive income		61		84

Comprehensive income (loss)		$	(1,031)	$	17,412

Net income (loss) per common share:
Basic		$	(0.03)	$	0.45
Diluted		$	(0.03)	$	0.45
Weighted average common shares outstanding:
Basic		38,312		38,114
Diluted		38,312		38,197

See accompanying notes to unaudited condensed consolidated financial statements.

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AMN HEALTHCARE SERVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited and in thousands)


	Common Stock			Additional Paid-in Capital		Treasury Stock			Retained Earnings		Accumulated Other Comprehensive Loss		Total
	Shares	Amount				Shares	Amount
Balance, December 31, 2023	50,423	$	504	$	506,543	(12,613)	$	(1,127,043)	$	1,451,675	$	(423)	$	831,256

Equity awards vested, net of shares withheld for taxes	114	1		(3,974)		—	—		—		—		(3,973)

Shares purchased under employee stock purchase plan	—	—		1,757		—	—		—		—		1,757
Share-based compensation	—	—		7,739		—	—		—		—		7,739
Comprehensive income	—	—		—		—	—		17,328		84		17,412
Balance, March 31, 2024	50,537	$	505	$	512,065	(12,613)	$	(1,127,043)	$	1,469,003	$	(339)	$	854,191


	Common Stock			Additional Paid-in Capital		Treasury Stock			Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total
	Shares	Amount				Shares	Amount
Balance, December 31, 2024	50,692	$	507	$	528,471	(12,613)	$	(1,127,043)	$	1,304,696	$	(11)	$	706,620

Equity awards vested, net of shares withheld for taxes	127	1		(1,212)		—	—		—		—		(1,211)
Shares purchased under employee stock purchase plan	—	—		1,292		—	—		—		—		1,292

Share-based compensation	—	—		9,381		—	—		—		—		9,381
Comprehensive income (loss)	—	—		—		—	—		(1,092)		61		(1,031)
Balance, March 31, 2025	50,819	$	508	$	537,932	(12,613)	$	(1,127,043)	$	1,303,604	$	50	$	715,051

See accompanying notes to unaudited condensed consolidated financial statements.

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AMN HEALTHCARE SERVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited and in thousands)


	Three Months Ended March 31,
	2025		2024
Cash flows from operating activities:
Net income (loss)	$	(1,092)	$	17,328
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization (inclusive of depreciation included in cost of revenue)	39,857		44,517
Non-cash interest expense and other	608		534


Increase in allowance for credit losses and sales credits	2,182		388
Provision for deferred income taxes	(5,824)		(7,661)
Share-based compensation	9,381		7,739
Loss on disposal or impairment of long-lived assets	27		10

Net loss on investments in available-for-sale securities	4		64
Net loss (gain) on deferred compensation balances	502		(381)
Non-cash lease expense	28		(799)
Changes in assets and liabilities, net of effects from acquisitions:
Accounts receivable	13,766		41,367
Accounts receivable, subcontractor	5,174		20,187
Income taxes receivable	5,568		5,350
Prepaid expenses	(2,134)		(3,392)
Other current assets	(10,256)		772
Other assets	1,337		86

Accounts payable and accrued expenses	9,456		(33,006)
Accrued compensation and benefits	(13,995)		(6,365)
Other liabilities	36,006		(5,712)

Deferred revenue	2,076		360

Net cash provided by operating activities	92,671		81,386

Cash flows from investing activities:
Purchase and development of fixed assets	(9,975)		(18,145)
Purchase of investments	(21,722)		—
Proceeds from sale and maturity of investments	7,239		1,207


Payments to fund deferred compensation plan	(1,588)		(4,461)




Net cash used in investing activities	(26,046)		(21,399)

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	Three Months Ended March 31,
	2025		2024
Cash flows from financing activities:



Payments on revolving credit facility	(95,000)		(50,000)
Proceeds from revolving credit facility	35,000		15,000





Cash paid for shares withheld for taxes	(1,211)		(3,973)
Net cash used in financing activities	(61,211)		(38,973)

Net increase in cash, cash equivalents and restricted cash	5,414		21,014
Cash, cash equivalents and restricted cash at beginning of period	89,305		108,273
Cash, cash equivalents and restricted cash at end of period	$	94,719	$	129,287

Supplemental disclosures of cash flow information:
Cash paid for amounts included in the measurement of operating lease liabilities	$	2,138	$	2,805
Cash paid for interest (net of $63 and $198 capitalized for the three months ended March 31, 2025 and 2024, respectively)	$	2,939	$	7,543
Cash paid for income taxes	$	2,139	$	4,309









Supplemental disclosures of non-cash investing and financing activities:
Purchase of fixed assets recorded in accounts payable and accrued expenses	$	5,405	$	12,777

Right-of-use assets obtained in exchange for operating lease liabilities	$	544	$	2,338

See accompanying notes to unaudited condensed consolidated financial statements.

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AMN HEALTHCARE SERVICES, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(in thousands, except per share amounts)

1. BASIS OF PRESENTATION

The condensed consolidated balance sheets and related condensed consolidated statements of comprehensive income (loss), stockholders’ equity and cash flows contained in this Quarterly Report on Form 10-Q (this “Quarterly Report”), which are unaudited, include the accounts of AMN Healthcare Services, Inc. and its wholly-owned subsidiaries (collectively, the “Company”). All significant intercompany balances and transactions have been eliminated in consolidation. In the opinion of management, all entries necessary for a fair presentation of such unaudited condensed consolidated financial statements have been included. These entries consisted of all normal recurring items. The results of operations for the interim period are not necessarily indicative of the results to be expected for any other interim period or for the entire fiscal year or for any future period.

The unaudited condensed consolidated financial statements do not include all information and notes necessary for a complete presentation of financial position, results of operations and cash flows in conformity with accounting principles generally accepted in the United States (“U.S. GAAP”). Please refer to the Company’s audited consolidated financial statements and the related notes for the fiscal year ended December 31, 2024, contained in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the Securities and Exchange Commission on February 21, 2025 (the “2024 Annual Report”).

The preparation of financial statements in conformity with U.S. GAAP requires management to make a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenue and expenses during the reporting periods. On an ongoing basis, the Company evaluates its estimates, including those related to goodwill and intangible assets purchased in a business combination, asset impairments, accruals for self-insurance, contingent liabilities such as legal accruals, and income taxes. The Company bases these estimates on the information that is currently available and on various other assumptions that it believes are reasonable under the circumstances. Actual results could differ from those estimates under different assumptions or conditions.

Recently Adopted Accounting Pronouncements

In November 2023, the FASB issued Accounting Standards Update (“ASU”) 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures,” which expands the breadth and frequency of reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The new guidance requires public entities to disclose, on an annual and interim basis, significant segment expenses that are regularly provided to the chief operating decision maker (“CODM”), the amount and composition of other segment items by reportable segment, any additional measures of a segment’s profit or loss used by the CODM when assessing performance and deciding how to allocate resources, and the CODM’s title and position. Additionally, public entities will be required to provide in interim periods all disclosures about a reportable segment’s profit or loss that are currently required annually by Topic 280. This standard is effective on a retrospective basis for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company adopted this standard for the year ended December 31, 2024. See Note (4), “Segment Information” for additional information.

Cash, Cash Equivalents and Restricted Cash

The Company considers all highly liquid investments and restricted investments with an original maturity of three months or less to be cash equivalents and restricted cash equivalents, respectively. Cash and cash equivalents include currency on hand, deposits with financial institutions, money market funds and other highly liquid investments. Restricted cash and cash equivalents primarily include cash, corporate bonds and commercial paper that serve as collateral for the Company’s captive insurance subsidiary claim payments. See Note (6), “Fair Value Measurement” for additional information.

The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the accompanying condensed consolidated balance sheets and related notes to the amounts presented in the accompanying condensed consolidated statements of cash flows.

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	March 31, 2025		December 31, 2024
Cash and cash equivalents	$	55,777	$	10,649
Restricted cash and cash equivalents (included in other current assets)	16,598		14,984
Restricted cash, cash equivalents and investments	45,070		71,840
Total cash, cash equivalents and restricted cash and investments	117,445		97,473
Less restricted investments	(22,726)		(8,168)
Total cash, cash equivalents and restricted cash	$	94,719	$	89,305

The Company released $25,000 of restricted cash held at its captive insurance subsidiary in January 2025, which was used to repay a portion of the outstanding borrowings under the Senior Credit Facility (as defined in Note (5) below). As the restriction was in effect as of December 31, 2024 and the entire outstanding debt balance is classified as a noncurrent liability in the consolidated balance sheet, the noncurrent classification of the restricted cash was maintained as of December 31, 2024.

The Company maintains its cash and restricted cash in bank deposit accounts primarily at large, national financial institutions, which typically exceed federally insured limits. The Company has not experienced any losses in such accounts.

Accounts Receivable

The Company records accounts receivable at the invoiced amount. Accounts receivable are non-interest bearing. The Company maintains an allowance for expected credit losses based on the Company’s historical write-off experience, an assessment of its customers’ financial conditions and available information that is relevant to assessing the collectability of cash flows, which includes current conditions and forecasts about future economic conditions.

The following table provides a reconciliation of activity in the allowance for credit losses for accounts receivable:


	2025		2024
Balance as of January 1,	$	32,421	$	32,233

Provision for expected credit losses	1,162		4,019
Amounts written off charged against the allowance	(10,310)		(4,456)

Balance as of March 31,	$	23,273	$	31,796

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2. REVENUE RECOGNITION

Revenue primarily consists of fees earned from the temporary staffing and permanent placement of healthcare professionals, executives, and leaders (clinical and operational). The Company also generates revenue from technology-enabled services, including language interpretation and vendor management systems, and talent planning and acquisition services, including recruitment process outsourcing. The Company recognizes revenue when control of its services is transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to receive in exchange for those services.

Revenue from temporary staffing services is recognized as the services are rendered by clinical and non-clinical healthcare professionals. Under the Company’s managed services program (“MSP”) arrangements, the Company manages all or a part of a customer’s supplemental workforce needs utilizing its own network of healthcare professionals along with those of third-party subcontractors. Revenue and the related direct costs are recorded in accordance with the accounting guidance on reporting revenue gross as a principal versus net as an agent. Revenue is recorded on a gross basis when the Company utilizes its own network of healthcare professionals (including nurses, allied healthcare professionals, locum tenens, and executive and leadership interim staff). Conversely, when the Company uses subcontractors under an MSP arrangement and acts as an agent, revenue is recorded net of the related subcontractor’s expense. Revenue from permanent placement and recruitment process outsourcing services is recognized as the services are rendered. Depending on the arrangement, the Company’s technology-enabled service revenue is recognized either as the services are rendered or ratably over the applicable arrangement’s service period. Revenue for the language services business is recorded on a gross basis. Under vendor management systems arrangements, revenue is recorded on a net basis as an agent because other companies are primarily responsible for providing the staffing services, for which the Company is entitled a percentage fee.

The Company’s customers are primarily billed as services are rendered. Any fees billed in advance of being earned are recorded as deferred revenue. While payment terms vary by the type of customer and the services rendered, the term between invoicing and when payment is due is not significant.

The Company recognizes assets from incremental costs to obtain a contract with a customer and costs incurred to fulfill a contract with a customer, which are deferred and amortized using the portfolio approach on a straight line basis over the average period of benefit consistent with the timing of transfer of services to the customer.

The Company has elected to apply the following practical expedients and optional exemptions related to contract costs and revenue recognition:

•Recognize incremental costs of obtaining a contract with amortization periods of one year or less as expense when incurred. These costs are recorded within selling, general and administrative expenses.

•Recognize revenue in the amount of consideration that the Company has a right to invoice the customer if that amount corresponds directly with the value to the customer of the Company’s services completed to date.

•Exemptions from disclosing the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less, (ii) contracts for which revenue is recognized in the amount of consideration that the Company has a right to invoice for services performed and (iii) contracts for which variable consideration is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct service that forms part of a single performance obligation.

See Note (4), “Segment Information,” for additional information regarding the Company’s revenue disaggregated by service type.

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3. NET INCOME (LOSS) PER COMMON SHARE

Basic net income (loss) per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the reporting period. The following table sets forth the computation of basic and diluted net income (loss) per common share:


	Three Months Ended March 31,
	2025		2024
Net income (loss)	$	(1,092)	$	17,328

Net income (loss) per common share - basic	$	(0.03)	$	0.45
Net income (loss) per common share - diluted	$	(0.03)	$	0.45

Weighted average common shares outstanding - basic	38,312		38,114
Plus dilutive effect of potential common shares	—		83
Weighted average common shares outstanding - diluted	38,312		38,197

Anti-dilutive potential common shares excluded from diluted weighted average common shares outstanding	102		408

The dilutive effect of potential shares and anti-dilutive potential common shares primarily includes outstanding share-based awards, which consists of restricted stock units, performance restricted stock units, and obligations under the Company’s employee stock purchase plan (the “ESPP”).

4. SEGMENT INFORMATION

The Company’s operating segments are identified in the same manner as they are reported internally and used by the Company’s chief operating decision maker (“CODM”) for the purpose of evaluating performance and allocating resources. The Company has three reportable segments: (1) nurse and allied solutions, (2) physician and leadership solutions, and (3) technology and workforce solutions. The nurse and allied solutions segment includes the Company’s travel nurse staffing (including international nurse staffing and rapid response nurse staffing), labor disruption staffing, local staffing, international nurse permanent placement, and allied staffing (including revenue cycle solutions) businesses. The physician and leadership solutions segment includes the Company’s locum tenens staffing, healthcare interim leadership staffing, executive search, and physician permanent placement businesses. The technology and workforce solutions segment includes the Company’s language services, vendor management systems (“VMS”), workforce optimization, and outsourced solutions businesses.

The Company’s CODM relies on internal management reporting processes that provide revenue, gross profit and operating income by reportable segment. These financial measures are used by the CODM to evaluate segment performance, monitor variances between periods and against projections, make key operating decisions, and allocate resources such as capital and personnel to each segment. The CODM does not evaluate or measure performance of segments using asset information; accordingly, asset information by segment is not prepared or disclosed. Beginning this year, the Company revised its corporate resource allocation methodology to better match actual consumption by reportable segments.

The following tables provide reconciliations of revenue, gross profit and operating income by reportable segment to consolidated results and were derived from each segment’s internal financial information as used for corporate management purposes. Segment operating income represents income before income taxes plus depreciation, amortization of intangible assets, share-based compensation, interest expense, net, and other, and unallocated corporate overhead.

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	Three Months Ended March 31, 2025
	Nurse and Allied Solutions		Physician and Leadership Solutions		Technology and Workforce Solutions		Total
Revenue	$	413,261	$	174,065	$	102,207	$	689,533
Cost of revenue	319,388		126,512		45,513		491,413
Gross profit	93,873		47,553		56,694		198,120
Segment selling, general and administrative expenses	61,635		33,091		23,419		118,145
Depreciation (included in cost of revenue)	—		—		(1,975)		(1,975)
Segment operating income	$	32,238	$	14,462	$	35,250	81,950
Unallocated corporate overhead							20,205
Depreciation and amortization							37,882
Depreciation (included in cost of revenue)							1,975
Share-based compensation							9,381

Interest expense, net, and other							12,324
Income before income taxes							$	183


	Three Months Ended March 31, 2024
	Nurse and Allied Solutions		Physician and Leadership Solutions		Technology and Workforce Solutions		Total
Revenue	$	519,297	$	188,797	$	112,784	$	820,878
Cost of revenue	388,874		129,227		45,271		563,372
Gross profit	130,423		59,570		67,513		257,506
Segment selling, general and administrative expenses	77,081		37,348		25,041		139,470
Depreciation (included in cost of revenue)	—		—		(1,798)		(1,798)
Segment operating income	$	53,342	$	22,222	$	44,270	119,834
Unallocated corporate overhead							27,633
Depreciation and amortization							42,719
Depreciation (included in cost of revenue)							1,798
Share-based compensation							7,739
Interest expense, net, and other							16,628
Income before income taxes							$	23,317

The following table summarizes the activity related to the carrying value of goodwill by reportable segment:


	Nurse and Allied Solutions		Physician and Leadership Solutions		Technology and Workforce Solutions		Total
Balance, January 1, 2025	$	259,137	$	237,760	$	400,559	$	897,456




Balance, March 31, 2025	$	259,137	$	237,760	$	400,559	$	897,456
Accumulated impairment loss as of December 31, 2024 and March 31, 2025	$	277,727	$	159,669	$	—	$	437,396

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Disaggregation of Revenue

The following tables present the Company’s revenue disaggregated by service type:


	Three Months Ended March 31, 2025
	Nurse and Allied Solutions		Physician and Leadership Solutions		Technology and Workforce Solutions		Total
Travel nurse staffing	$	215,447	$	—	$	—	$	215,447
Labor disruption services	38,631		—		—		38,631
Local staffing	9,721		—		—		9,721
Allied staffing	147,496		—		—		147,496
Locum tenens staffing	—		140,846		—		140,846
Interim leadership staffing	—		23,817		—		23,817
Temporary staffing	411,295		164,663		—		575,958
Permanent placement (1)	1,966		9,402		—		11,368
Language services	—		—		74,910		74,910
Vendor management systems	—		—		19,411		19,411
Other technologies	—		—		4,949		4,949
Technology-enabled services	—		—		99,270		99,270
Talent planning and acquisition	—		—		2,937		2,937
Total revenue	$	413,261	$	174,065	$	102,207	$	689,533


	Three Months Ended March 31, 2024
	Nurse and Allied Solutions		Physician and Leadership Solutions		Technology and Workforce Solutions		Total
Travel nurse staffing	$	334,369	$	—	$	—	$	334,369
Labor disruption services	28		—		—		28
Local staffing	12,498		—		—		12,498
Allied staffing	169,756		—		—		169,756
Locum tenens staffing	—		145,242		—		145,242
Interim leadership staffing	—		30,272		—		30,272
Temporary staffing	516,651		175,514		—		692,165
Permanent placement (1)	2,646		13,283		—		15,929
Language services	—		—		71,422		71,422
Vendor management systems	—		—		29,063		29,063
Other technologies	—		—		5,828		5,828
Technology-enabled services	—		—		106,313		106,313
Talent planning and acquisition	—		—		6,471		6,471
Total revenue	$	519,297	$	188,797	$	112,784	$	820,878

(1) Includes revenue from international nurse permanent placement, physician permanent placement and executive search.

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The following table presents the Company’s international nurse revenue by service type:


	Three Months Ended March 31,
	2025		2024
International nurse staffing (1)	$	31,906	$	46,823
International nurse permanent placement (2)	1,966		2,646
Total international nurse revenue	$	33,872	$	49,469

(1) Included in “Travel nurse staffing” as presented in the preceding tables.

(2) Included in “Permanent placement” as presented in the preceding tables.

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5. NOTES PAYABLE AND CREDIT AGREEMENT

On November 5, 2024, the Company entered into the fourth amendment to its credit agreement which increased the consolidated net leverage ratio covenant for the year ending December 31, 2025. Additional information regarding the Company’s $750,000 secured revolving credit facility (the “Senior Credit Facility”) and the amended credit agreement is disclosed in Part II, Item 8, “Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (8), Notes Payable and Credit Agreement” of the 2024 Annual Report.

6. FAIR VALUE MEASUREMENT

The Company’s valuation techniques and inputs used to measure fair value and the definition of the three levels (Level 1, Level 2, and Level 3) of the fair value hierarchy are disclosed in Part II, Item 8, “Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (3), Fair Value Measurement” of the 2024 Annual Report. The Company has not changed the valuation techniques or inputs it uses for its fair value measurement during the three months ended March 31, 2025.

Assets and Liabilities Measured on a Recurring Basis

From time to time, the Company invests a portion of its cash and cash equivalents in non-federally insured money market funds that are measured at fair value based on quoted prices, which are Level 1 inputs.

The Company has a deferred compensation plan for certain executives and employees, which is composed of deferred compensation and all related income and losses attributable thereto. The Company’s obligation under its deferred compensation plan is measured at fair value based on quoted market prices of the participants’ elected investments, which are Level 1 inputs.

The Company’s restricted cash equivalents and investments that serve as collateral for the Company’s captive insurance company include commercial paper and corporate bonds. The commercial paper is measured at observable market prices for identical securities that are traded in less active markets, which are Level 2 inputs. The corporate bonds are measured using readily available pricing sources that utilize observable market data, including the current interest rate for comparable instruments, which are Level 2 inputs. The following table presents the fair value of commercial paper and corporate bonds issued and outstanding:


	As of March 31, 2025		As of December 31, 2024
Commercial paper	$	21,655	$	64,580

Total classified as restricted cash equivalents	$	21,655	$	64,580

Commercial paper	$	—	$	1,399
Corporate bonds	22,726		6,769
Total classified as restricted investments	$	22,726	$	8,168

There were no assets or liabilities measured on a recurring basis with level 3 inputs outstanding as of March 31, 2025 and December 31, 2024.

The following table presents information about the above-referenced assets and liabilities and indicates the fair value hierarchy of the valuation techniques utilized to determine such fair value:


	Fair Value Measurements as of March 31, 2025				Fair Value Measurements as of December 31, 2024
Assets (Liabilities)	Level 1		Level 2		Total		Level 1		Level 2		Total

Deferred compensation	$	(183,670)	$	—	$	(183,670)	$	(191,006)	$	—	$	(191,006)
Commercial paper	—		21,655		21,655		—		65,979		65,979
Corporate bonds	—		22,726		22,726		—		6,769		6,769

Assets Measured on a Non-Recurring Basis

The Company applies fair value techniques on a non-recurring basis associated with identifiable intangible assets acquired through acquisitions and valuing potential impairment losses related to its goodwill, indefinite-lived intangible assets, long-lived assets, and equity investments.

The fair value of identifiable intangible assets is determined using either the income approach (the relief-from-royalty method, multi-period excess earnings method or with-and-without method) or the cost approach (replacement cost method).

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These valuation approaches use a combination of assumptions, including Level 3 inputs, such as (i) forecasted revenue, growth rates and customer attrition rates, (ii) forecasted operating expenses and profit margins, and (iii) royalty rates and discount rates used to present value the forecasted cash flows.

The Company maintains goodwill on its balance sheet, which represents the excess of the total purchase price of acquisitions over the fair value of the net assets and intangible assets acquired. The Company evaluates goodwill and indefinite-lived intangible assets annually for impairment and whenever events or changes in circumstances indicate that it is more likely than not that an impairment exists. The Company determines the fair value of its reporting units based on a combination of inputs, including the market capitalization of the Company, as well as Level 3 inputs such as discounted cash flows, which are not observable from the market, directly or indirectly. The Company determines the fair value of its indefinite-lived intangible assets using the income approach (relief-from-royalty method) based on Level 3 inputs.

During the fourth quarter of 2024, as part of the Company’s annual impairment test, the Company recorded an aggregate goodwill impairment loss of $222,457 related to its nurse and allied solutions and physician and leadership solutions reporting units, to reduce the reporting units’ carrying value to their estimated fair value. While the Company has experienced a decline in its stock price and market capitalization since December 31, 2024, the Company has concluded that such decline does not represent a sustained decrease in the Company’s market capitalization or stock price. In future periods, if the Company were to experience a decline in its market capitalization for a sustained period of time or a significant reduction to expected financial results, the Company would be required to perform an interim quantitative goodwill impairment assessment which may result in a non-cash goodwill impairment charge that could have a material adverse effect on its results of operations and balance sheet.

The Company’s equity investment represents an investment in a non-controlled corporation without a readily determinable market value. The Company has elected to measure the investment at cost minus impairment, if any, plus or minus changes resulting from observable price changes. When the Company identifies price changes in orderly transactions for identical or similar investments of the same issuer, the investment is measured at fair value. To determine whether a security of the same issuer is similar to the Company’s equity investment, the Company considers other information available such as the rights and obligations of the securities. The Company recognizes changes to the fair value of its equity investment in interest expense, net, and other in the condensed consolidated statements of comprehensive income (loss). As of March 31, 2025, the Company has recognized cumulative upward adjustments and cumulative downward adjustments (including impairments) of $14,033 and $19,860, respectively. The balance of the equity investment was $2,773 as of March 31, 2025 and December 31, 2024.

There were no material impairment charges recorded during the three months ended March 31, 2025 and 2024.

Fair Value of Financial Instruments

The Company is required to disclose the fair value of financial instruments for which it is practicable to estimate the value, even though these instruments are not recognized at fair value in the consolidated balance sheets. The fair value of the Company’s 4.625% senior notes due 2027 (the “2027 Notes”) and 4.000% senior notes due 2029 (the “2029 Notes”) was estimated using quoted market prices in active markets for identical liabilities, which are Level 1 inputs. The carrying amounts and estimated fair value of the 2027 Notes and the 2029 Notes are presented in the following table. See additional information regarding the 2027 Notes and the 2029 Notes in Part II, Item 8, “Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (8), Notes Payable and Credit Agreement” of the 2024 Annual Report.


	As of March 31, 2025				As of December 31, 2024
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
2027 Notes	$	500,000	$	476,250	$	500,000	$	473,750
2029 Notes	350,000		314,125		350,000		312,375

The fair value of the Company’s long-term self-insurance accruals cannot be estimated as the Company cannot reasonably determine the timing of future payments.

7. INCOME TAXES

The Company is subject to taxation in the U.S. and various states and foreign jurisdictions. With few exceptions, as of March 31, 2025, the Company is no longer subject to state, local or foreign examinations by tax authorities for tax years before 2011, and the Company is no longer subject to U.S. federal income or payroll tax examinations for tax years before 2021.

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The Company believes its liability for unrecognized tax benefits and contingent tax issues is adequate with respect to all open years. Notwithstanding the foregoing, the Company could adjust its provision for income taxes and contingent tax liability based on future developments.

8. COMMITMENTS AND CONTINGENCIES

Legal Proceedings

From time to time, the Company is involved in various lawsuits, claims, investigations, and proceedings that arise in the ordinary course of business. These matters typically relate to professional liability, tax, compensation, contract, competitor disputes and employee-related matters and include individual, representative and class action lawsuits, as well as inquiries and investigations by governmental agencies regarding the Company’s employment and compensation practices. Additionally, some of the Company’s clients may also become subject to claims, governmental inquiries and investigations, and legal actions relating to services provided by the Company’s healthcare professionals. Depending upon the particular facts and circumstances, the Company may also be subject to indemnification obligations under its contracts with such clients relating to these matters. The Company accrues for contingencies and records a liability when management believes an adverse outcome from a loss contingency is both probable and the amount, or a range, can be reasonably estimated. Significant judgment is required to determine both probability of loss and the estimated amount. The Company reviews its loss contingencies at least quarterly and adjusts its accruals and/or disclosures to reflect the impact of negotiations, settlements, rulings, advice of legal counsel, or other new information, as deemed necessary. The most significant matters for which the Company has established loss contingencies are class and representative actions related to wage and hour claims under California and Federal law.

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9. BALANCE SHEET DETAILS

The consolidated balance sheets detail is as follows:


	March 31, 2025		December 31, 2024
Other current assets:
Restricted cash and cash equivalents	$	16,598	$	14,984
Income taxes receivable	6,115		11,683
Other	37,046		26,791
Other current assets	$	59,759	$	53,458






Fixed assets:
Furniture and equipment	$	93,862	$	90,970
Software	448,532		440,034
Leasehold improvements	16,061		16,061
	558,455		547,065
Accumulated depreciation	(380,459)		(360,795)
Fixed assets, net	$	177,996	$	186,270

Other assets:
Life insurance cash surrender value	$	192,169	$	194,350
Operating lease right-of-use assets	31,058		32,115
Other	30,443		31,588
Other assets	$	253,670	$	258,053

Accounts payable and accrued expenses:
Trade accounts payable	$	38,362	$	31,356
Subcontractor payable	70,466		69,563
Accrued expenses	66,534		57,263
Loss contingencies	4,909		2,999
Professional liability reserve	8,289		8,395
Other	7,414		14,735
Accounts payable and accrued expenses	$	195,974	$	184,311

Accrued compensation and benefits:
Accrued payroll	$	52,347	$	46,896
Accrued bonuses and commissions	15,013		25,988


ESPP contributions	85		812
Workers compensation reserve	9,038		9,954
Deferred compensation	183,670		191,006
Other	9,344		12,888
Accrued compensation and benefits	$	269,497	$	287,544

Other current liabilities:


Client deposits	$	96,652	$	56,341
Operating lease liabilities	6,568		6,200
Deferred revenue	12,097		10,014
Other	1,461		1,375
Other current liabilities	$	116,778	$	73,930

Other long-term liabilities:
Workers compensation reserve	$	16,856	$	18,445
Professional liability reserve	36,472		38,307

Operating lease liabilities	34,328		35,725


Other	14,000		14,973
Other long-term liabilities	$	101,656	$	107,450

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with our consolidated financial statements and the notes thereto and other financial information included elsewhere herein and in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the Securities and Exchange Commission (“SEC”) on February 21, 2025 (“2024 Annual Report”). Certain statements in this “Management’s Discussion and Analysis of Financial Condition and Results of Operations” are “forward-looking statements.” See “Special Note Regarding Forward-Looking Statements.” We undertake no obligation to update the forward-looking statements in this Quarterly Report. References in this Quarterly Report to “AMN Healthcare,” the “Company,” “we,” “us” and “our” refer to AMN Healthcare Services, Inc. and its wholly owned subsidiaries.

Overview of Our Business

We provide technology-enabled healthcare workforce solutions and staffing services to healthcare organizations across the nation. The Company provides access to a comprehensive network of healthcare professionals through its recruitment strategies and breadth of career opportunities. We help providers optimize their workforce to reduce complexity and increase efficiency. Our total talent solutions include vendor neutral and managed services programs, clinical and interim healthcare leaders, temporary staffing, permanent placement, executive search, vendor management systems, recruitment process outsourcing, predictive modeling, language services, revenue cycle solutions, and other services. Our diverse client base includes acute-care hospitals, community health centers and clinics, physician practice groups, retail and urgent care centers, home health facilities, schools, inpatient/outpatient rehabilitation facilities, ambulatory care facilities, outpatient surgical facilities, and many other healthcare settings.

We conduct business through three reportable segments: (1) nurse and allied solutions, (2) physician and leadership solutions, and (3) technology and workforce solutions. For the three months ended March 31, 2025, we recorded revenue of $689.5 million, as compared to $820.9 million for the same period last year.

Nurse and allied solutions segment revenue comprised 60% and 63% of total consolidated revenue for the three months ended March 31, 2025 and 2024, respectively. Through our nurse and allied solutions segment, we provide hospitals, other healthcare facilities, and schools with a comprehensive set of staffing solutions, including direct, vendor neutral, and managed services solutions in which we manage and staff all the temporary and permanent nursing and allied staffing needs, as well as the revenue cycle management needs, of a client. A majority of our placements in this segment are under our managed services solution.

Physician and leadership solutions segment revenue comprised 25% and 23% of total consolidated revenue for the three months ended March 31, 2025 and 2024, respectively. Through our physician and leadership solutions segment, we place physicians of all specialties, as well as dentists and advanced practice providers, with clients on a temporary basis, generally as independent contractors. We also recruit physicians and healthcare leaders for permanent placement and place interim leaders and executives across all healthcare settings. The interim healthcare leaders and executives we place are typically placed on contracts with assignment lengths ranging from a few days to one year.

Technology and workforce solutions segment revenue comprised 15% and 14% of total consolidated revenue for the three months ended March 31, 2025 and 2024, respectively. Through our technology and workforce solutions segment, we provide hospitals and other healthcare facilities with a range of workforce solutions, including: (1) language services, (2) software-as-a-service (“SaaS”)-based VMS technologies through which our clients can self-manage the procurement of contingent clinical labor and their internal float pool, (3) workforce optimization services that include consulting, data analytics, predictive modeling, and SaaS-based scheduling technology, and (4) recruitment process outsourcing services in which we recruit, hire and/or onboard permanent clinical and nonclinical positions on behalf of our clients.

Operating Metrics

In addition to our consolidated and segment financial results, we monitor the following key metrics to help us evaluate our results of operations and financial condition and make strategic decisions. We believe this information is useful in understanding our operational performance and trends affecting our businesses.

•Average travelers on assignment represents the average number of nurse and allied healthcare professionals on assignment during the period, which is used by management as a measure of volume in our nurse and allied solutions segment;

•Bill rates represent the hourly straight-time rates that we bill to clients, which are an indicator of labor market trends and costs within our nurse and allied solutions segment;

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•Billable hours represent the number of hours worked by our healthcare professionals that we are able to bill on client engagements, which are used by management as a measure of volume in our nurse and allied solutions segment;

•Days filled is calculated by dividing total locum tenens hours filled during the period by eight hours, which is used by management as a measure of volume in our locum tenens business within our physician and leadership solutions segment;

•Revenue per day filled is calculated by dividing revenue of our locum tenens business by days filled for the period, which is an indicator of labor market trends and costs in our locum tenens business within our physician and leadership solutions segment; and

•Minutes represent the time-based utilization of interpretation services that we are able to bill our clients, which are used by management as a measure of volume in our language services business within our technology and workforce solutions segment.

Recent Trends

Following the subsidence of the COVID-19 pandemic, healthcare organizations have prioritized hiring permanent staff and implementing cost containment measures, along with alternative staffing models to reduce utilization of contingent labor. As a result, demand in our travel nurse business has declined significantly and remains below pre-pandemic levels. During the first quarter, we saw a seasonal decrease in demand compared to the fourth quarter of last year as measured by open orders, which was generally in line with pre-pandemic normal seasonal trends. In addition, we have seen an increase in travel nurse open orders on a year-over-year basis, suggesting continued normalization in the industry. In our allied staffing business, demand continues to exceed pre-pandemic levels. In the first quarter, we saw an increase in demand compared to the previous quarter, with a significant increase year-over-year primarily driven by high demand in therapy and imaging specialties.

For our nurse and allied solutions segment, in the first quarter we saw a slight decrease in overall staffing volume from the prior quarter, largely due to visa retrogression affecting international nurse staffing. Compared to the prior year, the average number of travelers on assignment in the first quarter decreased due to the lower demand environment leading into the quarter. Bill rates in the first quarter increased slightly from the prior quarter, stabilizing over the past several quarters.

In our physician and leadership solutions segment, demand for our locum tenens staffing business in the first quarter declined compared to both the prior year and prior quarter. Certified registered nurse anesthetists (CRNAs) remain the largest specialty within our locum tenens staffing business. Revenue per day filled increased in the first quarter relative to both the prior year and prior quarter. In the first quarter, demand for our interim leadership and search businesses was lower than the previous year, impacted by healthcare organizations deferring hiring decisions or increasing insourcing.

In our technology and workforce solutions segment, minutes in our language services business in the first quarter grew from the prior year and was consistent with the prior quarter. Volumes in our VMS business followed similar trends in our travel nurse business as compared to the prior year, with the sequential decline higher than travel nurse due to winter order seasonality in the travel nurse business. VMS bill rates in the first quarter decreased both sequentially and year-over-year.

Critical Accounting Policies and Estimates

The preparation of our consolidated financial statements in conformity with United States generally accepted accounting principles (“U.S. GAAP”) requires us to make estimates and judgments that affect our reported amounts of assets and liabilities, revenue and expenses, and related disclosures of contingent assets and liabilities. On an ongoing basis, we evaluate our estimates, including those related to intangible assets purchased in a business combination, asset impairments, accruals for self-insurance, compensation and related benefits, accounts receivable, contingencies and litigation, contingent consideration (“earn-out”) liabilities associated with acquisitions, and income taxes. We base these estimates on the information that is currently available to us and on various other assumptions that we believe are reasonable under the circumstances. Actual results could vary from these estimates under different assumptions or conditions. If these estimates differ significantly from actual results, our consolidated financial statements and future results of operations may be materially impacted. There have been no material changes in our critical accounting policies and estimates, other than the adoption of the Accounting Standard Update (“ASU”) described in the accompanying Note (1), “Basis of Presentation,” as compared to the critical accounting policies and estimates described in our 2024 Annual Report.

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Results of Operations

The following table sets forth, for the periods indicated, selected unaudited condensed consolidated statements of operations data as a percentage of revenue. Our results of operations include three reportable segments: (1) nurse and allied solutions, (2) physician and leadership solutions, and (3) technology and workforce solutions. Our historical results are not necessarily indicative of our future results of operations.


	Three Months Ended March 31,
	2025		2024
Unaudited Condensed Consolidated Statements of Operations:
Revenue	100.0	%	100.0	%
Cost of revenue	71.3		68.6
Gross profit	28.7		31.4
Selling, general and administrative	21.4		21.3
Depreciation and amortization	5.5		5.2
Income from operations	1.8		4.9
Interest expense, net, and other	1.8		2.1
Income before income taxes	—		2.8
Income tax expense	0.2		0.7
Net income (loss)	(0.2)	%	2.1	%

Comparison of Results for the Three Months Ended March 31, 2025 to the Three Months Ended March 31, 2024

Revenue. Revenue decreased 16% to $689.5 million for the three months ended March 31, 2025 from $820.9 million for the same period in 2024, attributable to a decline in organic revenue across our segments with the greatest decline in our nurse and allied solutions segment. Revenue broken down among the reportable segments is as follows:


	(In Thousands)
	Three Months Ended March 31,
	2025		2024
Nurse and allied solutions	$	413,261	$	519,297
Physician and leadership solutions	174,065		188,797
Technology and workforce solutions	102,207		112,784
	$	689,533	$	820,878

Nurse and allied solutions segment revenue decreased 20% to $413.3 million for the three months ended March 31, 2025 from $519.3 million for the same period in 2024. The $106.0 million decrease was primarily attributable to a $111.7 million decline driven by a 22% decrease in the average number of travelers on assignment, a $24.3 million decline driven by an approximately 5% decrease in the average bill rate, and a $5.7 million decline driven by a 1% decrease in average billable hours. The overall decrease was partially offset by a $39.0 million increase in labor disruption revenue.

Physician and leadership solutions segment revenue decreased 8% to $174.1 million for the three months ended March 31, 2025 from $188.8 million for the same period in 2024. The $14.7 million decrease was attributable to declines in revenue of our businesses across the segment. Revenue in our locum tenens business declined $4.4 million (or 3%) during the three months ended March 31, 2025 primarily due to a $14.1 million decline driven by a 10% decrease in the number of days filled, partially offset by a $9.7 million increase driven by a 7% increase in the revenue per day filled. Our interim leadership business experienced a decline of $6.5 million (or 21%) and our physician permanent placement and executive search businesses declined $3.9 million (or 29%) during the three months ended March 31, 2025, primarily due to lower demand.

Technology and workforce solutions segment revenue decreased 9% to $102.2 million for the three months ended March 31, 2025 from $112.8 million for the same period in 2024. The $10.6 million decrease was primarily attributable to a decline within our VMS and outsourced solutions businesses, partially offset by growth within our language services business. Revenue for our VMS business declined $9.7 million (or 33%) for similar reasons as nurse and allied solutions segment revenue and our

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outsourced solutions business experienced a decline of $3.5 million (or 54%) primarily due to lower demand, while our language services business grew $3.5 million (or 5%) primarily due to an 8% increase in minutes during the three months ended March 31, 2025.

For the three months ended March 31, 2025 and 2024, revenue under our MSP arrangements comprised approximately 44% and 48% of our consolidated revenue, 65% and 70% of our nurse and allied solutions segment revenue, 18% and 13% of our physician and leadership solutions segment revenue, and 3% and 3% of our technology and workforce solutions segment revenue, respectively.

Cost of Revenue. Cost of revenue, which consists predominantly of compensation, benefits, housing, travel and allowance costs for healthcare professionals and medically qualified interpreters, decreased 13% to $491.4 million for the three months ended March 31, 2025 from $563.4 million for the same period in 2024. The $72.0 million decrease was mainly attributable to decreases in our nurse and allied solutions and physician and leadership solutions segments. The decrease in our nurse and allied solutions segment was primarily attributable to a $67.2 million decrease in clinician pay package costs, including housing, travel and allowances, primarily due to the aforementioned decrease in the average number of travelers on assignment. The decrease in our physician and leadership solutions segment was driven by a $2.6 million decrease in clinician pay package costs, primarily due to declines in demand. The increase in our technology and workforce solutions segment was primarily attributable to $0.3 million of higher compensation and benefits primarily due to the aforementioned increase in minutes in our language services business. Cost of revenue broken down among the reportable segments is as follows:


	(In Thousands)
	Three Months Ended March 31,
	2025		2024
Nurse and allied solutions	$	319,388	$	388,874
Physician and leadership solutions	126,512		129,227
Technology and workforce solutions	45,513		45,271
	$	491,413	$	563,372

Gross Profit. Gross profit decreased 23% to $198.1 million for the three months ended March 31, 2025 from $257.5 million for the same period in 2024, representing gross margins of 28.7% and 31.4%, respectively. The decline in consolidated gross margin for the three months ended March 31, 2025, as compared to the same period in 2024, was primarily due to (1) lower margins in our nurse and allied solutions and physician and leadership solutions segments driven by increased provider pay packages, including housing, travel and allowances and (2) a lower margin in our technology and workforce solutions segment primarily due to a shift in sales mix resulting from reduced revenue in our higher-margin VMS business and increased revenue in our lower-margin language services business. The overall decline in consolidated gross margin was partially offset by a change in sales mix resulting from reduced revenue in our lower-margin nurse and allied solutions segment. Gross margin by reportable segment for the three months ended March 31, 2025 and 2024 was 22.7% and 25.1% for nurse and allied solutions, 27.3% and 31.6% for physician and leadership solutions, and 55.5% and 59.9% for technology and workforce solutions, respectively. Gross profit broken down among the reportable segments is as follows:


	(In Thousands)
	Three Months Ended March 31,
	2025		2024
Nurse and allied solutions	$	93,873	$	130,423
Physician and leadership solutions	47,553		59,570
Technology and workforce solutions	56,694		67,513
	$	198,120	$	257,506

Selling, General and Administrative Expenses. Selling, general and administrative (“SG&A”) expenses consist predominantly of compensation and benefits costs for corporate employees, in addition to professional service fees, legal matter accruals and other overhead costs. SG&A expenses were $147.7 million, representing 21.4% of revenue, for the three months ended March 31, 2025, as compared to $174.8 million, representing 21.3% of revenue, for the same period in 2024. The decrease in SG&A expenses was primarily due to a $20.4 million decrease in employee compensation and benefits (inclusive of share-based compensation) in response to the lower revenue, a $2.9 million decrease in the provision for expected credit losses,

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and a $2.5 million decrease in other expenses associated with our revenue decline. SG&A expenses broken down among the reportable segments, unallocated corporate overhead, and share-based compensation are as follows:


	(In Thousands)
	Three Months Ended March 31,
	2025		2024
Nurse and allied solutions	$	61,635	$	77,081
Physician and leadership solutions	33,091		37,348
Technology and workforce solutions	23,419		25,041
Unallocated corporate overhead	20,205		27,633
Share-based compensation	9,381		7,739
	$	147,731	$	174,842

Depreciation and Amortization Expenses. Amortization expense decreased 22% to $19.4 million for the three months ended March 31, 2025 from $24.9 million for the same period in 2024, primarily attributable to having more intangible assets fully amortized during the three months ended March 31, 2025. Depreciation expense (exclusive of depreciation included in cost of revenue) increased 3% to $18.5 million for the three months ended March 31, 2025 from $17.8 million for the same period in 2024, primarily attributable to an increase in purchased and developed hardware and software placed in service for our ongoing technology investments to support our tech-centric total talent solutions initiatives and to optimize our internal front and back-office systems. Additionally, $2.0 million and $1.8 million of depreciation expense for our language services business is included in cost of revenue for the three months ended March 31, 2025 and 2024, respectively.

Interest Expense, Net, and Other. Interest expense, net, and other was $12.3 million during the three months ended March 31, 2025 as compared to $16.6 million for the same period in 2024. The decrease was primarily due to a lower average debt outstanding balance during the three months ended March 31, 2025.

Income Tax Expense. Income tax expense was $1.3 million for the three months ended March 31, 2025 as compared to $6.0 million for the same period in 2024, reflecting effective income tax rates of 697% and 26% for these periods, respectively. The increase in the effective income tax rate was primarily attributable to the recognition of $1.3 million of net discrete tax expense during the three months ended March 31, 2025 compared to $2.4 million of net discrete tax benefit during the same period in 2024, in relation to income before income taxes of $0.2 million and $23.3 million for the three months ended March 31, 2025 and 2024, respectively. We currently estimate our annual effective tax rate to be approximately (11)% for 2025. The 697% effective tax rate for the three months ended March 31, 2025 differs from our estimated annual effective tax rate of (11)% primarily due to certain discrete tax expenses recognized during the three months ended March 31, 2025, in relation to income before income taxes.

Liquidity and Capital Resources

In summary, our cash flows were:


	(In Thousands)
	Three Months Ended March 31,
	2025		2024

Net cash provided by operating activities	$	92,671	$	81,386
Net cash used in investing activities	(26,046)		(21,399)
Net cash used in financing activities	(61,211)		(38,973)
Net increase in cash, cash equivalents and restricted cash	$	5,414	$	21,014

Historically, our primary liquidity requirements have been for acquisitions, working capital requirements, and debt service under our credit facilities and senior notes. We have funded these requirements through internally generated cash flow and funds borrowed under our credit facilities and senior notes.

As of March 31, 2025, (1) $150.0 million was drawn with $579.6 million of available credit under our $750.0 million secured revolving credit facility (the “Senior Credit Facility”), (2) the aggregate principal amount of our 4.625% senior notes due 2027 (the “2027 Notes”) outstanding was $500.0 million, and (3) the aggregate principal amount of our 4.000% senior notes due 2029 (the “2029 Notes”) outstanding was $350.0 million. We describe in further detail our Amended Credit Agreement (as defined below), under which the Senior Credit Facility is governed, the 2027 Notes, and the 2029 Notes in Part

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II, Item 8, “Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (8), Notes Payable and Credit Agreement” of our 2024 Annual Report.

As of March 31, 2025, the total of our contractual obligations under operating leases with initial terms in excess of one year was $48.6 million. We describe in further detail our operating lease arrangements in Part II, Item 8, “Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (5), Leases” of our 2024 Annual Report. We also have various obligations and working capital requirements, such as certain tax and legal matters, contingent consideration and other liabilities, that are recorded on our consolidated balance sheets. See additional information in the accompanying Note (6), “Fair Value Measurement,” Note (7), “Income Taxes,” Note (8), “Commitments and Contingencies,” and Note (9), “Balance Sheet Details.”

In addition to our cash requirements, we have a share repurchase program authorized by our board of directors, which does not require the purchase of any minimum number of shares and may be suspended or discontinued at any time. See additional information in the accompanying Part II, Item 2, “Unregistered Sales of Equity Securities and Use of Proceeds.”

We believe that cash generated from operations and available borrowings under the Senior Credit Facility will be sufficient to fund our operations and liquidity requirements, including expected capital expenditures, for the next 12 months and beyond. We intend to finance potential future acquisitions with cash provided from operations, borrowings under the Senior Credit Facility or other borrowings under our Amended Credit Agreement, bank loans, debt or equity offerings, or some combination of the foregoing. The following discussion provides further details of our liquidity and capital resources.

Operating Activities

Net cash provided by operating activities for the three months ended March 31, 2025 was $92.7 million, compared to $81.4 million for the same period in 2024. The increase in net cash provided by operating activities was primarily attributable to (1) an increase in accounts payable and accrued expenses between periods of $42.5 million primarily due to an increase in the subcontractor payable balance in the current year as compared to a decrease in the prior year primarily attributable to a decline in associate vendor usage and timing of payments, and (2) an increase in other liabilities between periods of $41.7 million primarily due to client deposits received for labor disruption services in the current year. The overall increase in net cash provided by operating activities was partially offset by (1) a decrease in net income excluding non-cash expenses of $16.1 million primarily due to a decline in segment operating income across our segments, (2) an increase in accounts receivable and subcontractor receivables between periods of $42.6 million primarily due to a larger decrease in the receivables balance in the prior year as compared to the current year, which was primarily attributable to larger decreases in revenue and associate vendor usage in the prior year, along with timing of collections, and (3) an increase in other current assets between periods of $11.0 million primarily due to subcontractor deposits related to labor disruption services in the current year. Our Days Sales Outstanding (“DSO”) was 55 days at March 31, 2025, 55 days at December 31, 2024, and 64 days at March 31, 2024.

Investing Activities

Net cash used in investing activities for the three months ended March 31, 2025 was $26.0 million, compared to net cash used in investing activities of $21.4 million for the same period in 2024. The increase was primarily due to (1) a net purchase of investments of $14.5 million during the three months ended March 31, 2025, as compared to net proceeds of $1.2 million during the three months ended March 31, 2024, and (2) $1.6 million of payments to fund the deferred compensation plan during the three months ended March 31, 2025, as compared to $4.5 million of payments during the three months ended March 31, 2024. In addition, capital expenditures were $10.0 million and $18.1 million for the three months ended March 31, 2025 and 2024, respectively.

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Financing Activities

Net cash used in financing activities during the three months ended March 31, 2025 was $61.2 million, due to repayments of $95.0 million under the Senior Credit Facility and $1.2 million in cash paid for shares withheld for payroll taxes resulting from the vesting of employee equity awards, partially offset by borrowings of $35.0 million under the Senior Credit Facility. Net cash used in financing activities during the three months ended March 31, 2024 was $39.0 million, due to repayments of $50.0 million under the Senior Credit Facility and $4.0 million in cash paid for shares withheld for payroll taxes resulting from the vesting of employee equity awards, partially offset by borrowings of $15.0 million under the Senior Credit Facility.

Amended Credit Agreement

On November 5, 2024, we entered into the fourth amendment to our credit agreement (the “Fourth Amendment”). The Fourth Amendment (together with the credit agreement as amended to such date, collectively, the “Amended Credit Agreement”) increased our consolidated net leverage ratio covenant for the year ending December 31, 2025. Our obligations under the Amended Credit Agreement are secured by substantially all of our assets. We describe in further detail the terms of the Amended Credit Agreement in Part II, Item 8, “Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (8), Notes Payable and Credit Agreement” of our 2024 Annual Report.

Letters of Credit

At March 31, 2025, we maintained outstanding standby letters of credit totaling $21.0 million as collateral in relation to our workers’ compensation insurance agreements and a corporate office lease agreement. Of the $21.0 million of outstanding letters of credit, we have collateralized approximately $0.7 million in cash and cash equivalents and the remaining approximately $20.4 million is collateralized by the Senior Credit Facility. Outstanding standby letters of credit at December 31, 2024 totaled $20.9 million.

Recent Accounting Pronouncements

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures,” which is intended to enhance the transparency and decision-usefulness of income tax disclosures. The new guidance addresses investor requests for enhanced income tax information primarily through requiring disclosure of additional information about and further disaggregation of the rate reconciliation and income taxes paid. This standard is effective on a prospective basis for fiscal years beginning after December 15, 2024, with early adoption permitted. We are currently evaluating the impact of adopting this standard on our disclosures.

In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses,” which is intended to improve disclosures about the expenses of public entities. The new guidance requires more detailed information about the types of expenses in commonly presented expense captions (such as cost of sales and selling, general, and administrative expenses) and requires public entities to disclose, on an annual and interim basis, the amounts of expenses included in each relevant expense caption presented on the face of the income statement within continuing operations, in a tabular format. Additionally, public entities will be required to disclose a qualitative description of the amounts remaining in relevant expense captions that are not separately disaggregated quantitatively, the total amount of selling expenses and, in annual reporting periods, the definition of selling expenses. This standard is effective on either a prospective or retrospective basis for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. We are currently evaluating the impact of adopting this standard on our disclosures.

There have been no other new accounting pronouncements issued but not yet adopted that are expected to materially affect our consolidated financial condition or results of operations.

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Special Note Regarding Forward-Looking Statements

This Quarterly Report contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We base these forward-looking statements on our expectations, estimates, forecasts, and projections about future events and about the industry in which we operate. Forward-looking statements are identified by words such as “believe,” “anticipate,” “expect,” “intend,” “plan,” “will,” “should,” “would,” “project,” “may,” variations of such words, and other similar expressions. In addition, any statements that refer to projections of demand or supply trends, financial items, anticipated growth, future growth and revenues, future economic conditions and performance, plans, objectives and strategies for future operations, expectations, or other characterizations of future events or circumstances are forward-looking statements. All forward-looking statements involve risks and uncertainties. Our actual results could differ materially from those discussed in, or implied by, these forward-looking statements. Factors that could cause actual results to differ materially from those implied by the forward-looking statements in this Quarterly Report are set forth in our 2024 Annual Report and include but are not limited to:

•the duration and extent to which hospitals and other healthcare entities adjust their utilization of temporary nurses and allied healthcare professionals, physicians, healthcare leaders and other healthcare professionals and workforce technology applications as a result of the labor market or economic conditions;

•the ability of our clients to increase the efficiency and effectiveness of their staffing management and recruiting efforts, through predictive analytics, online recruiting, telemedicine or otherwise, and successfully hire and retain permanent staff, which may negatively affect our revenue, results of operations, and cash flows;

•the effects of the COVID-19 pandemic or any future pandemic or health crisis on our business, financial condition and results of operations;

•the severity and duration of any future pandemic or health crisis, economic downturns, inflation, recession or slow recoveries have on the financial condition and cash flow of many hospitals and healthcare systems such that it impairs their ability to make payments to us, timely or otherwise, for services rendered;

•the extent to which a resurgence in the COVID-19 pandemic or any future pandemic or health crisis may disrupt our operations due to the unavailability of our employees or healthcare professionals because of illness, risk of illness, quarantines, travel restrictions, mandatory vaccination requirements, desire to travel and work on temporary assignments or other factors that limit our existing or potential workforce and pool of candidates;

•the effects of economic downturns, inflation, recession or slow recoveries, which could result in less demand for our services, increased client initiatives designed to contain costs, including reevaluating their approach as it pertains to contingent labor and managed services programs;

•any inability on our part to anticipate and quickly respond to changing marketplace conditions, such as alternative modes of healthcare delivery, reimbursement, or client needs and requirements;

•the negative effects that intermediary organizations may have on our ability to secure new and profitable contracts;

•the level of consolidation and concentration of buyers of healthcare workforce, staffing and technology solutions, which could affect the pricing of our services and our ability to mitigate concentration risk;

•any inability on our part to recruit and retain sufficient quality healthcare professionals at reasonable costs, which could increase our operating costs and negatively affect our business and profitability;

•any inability on our part to grow and operate our business profitably in compliance with federal and state regulation, including privacy laws, conduct of operations, costs and payment for services and payment for referrals as well as laws regarding employment and compensation practices and government contracting;

•any challenge to the classification of certain of our healthcare professionals as independent contractors, which could adversely affect our profitability;

•the effect of investigations, claims, and legal proceedings alleging medical malpractice, anti-competitive conduct, violations of employment, privacy and wage regulations and other legal theories of liability asserted against us, which could subject us to substantial liabilities;

•any technology disruptions or our inability to implement new infrastructure and technology systems effectively may adversely affect our operating results and ability to manage our business effectively;

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•any failure to further develop and evolve our current workforce solutions technology offerings and capabilities, an increase in competition, or the ability of our competitors to respond more quickly to new or emerging client needs and marketplace conditions, which may harm our business and/or impact our ability to compete;

•disruption to or failures of our SaaS-based or technology-enabled services, or our inability to adequately protect our intellectual property rights with respect to such technologies or sufficiently protect the privacy of personal information, could reduce client satisfaction, harm our reputation and negatively affect our business;

•security breaches and cybersecurity incidents, including ransomware, that could compromise our information and systems, which could adversely affect our business operations and reputation and could subject us to substantial liabilities;

•any inability on our part to quickly and properly credential and match quality healthcare professionals with suitable placements, which may adversely affect demand for our services;

•any inability on our part to continue to attract, develop and retain our sales and operations team members, which may deteriorate our operations;

•our increasing dependence on third parties, including offshore vendors, for the execution of certain critical functions;

•the loss of our key officers and management personnel, which could adversely affect our business and operating results;

•changes in United States immigration laws and policies, including those relating to workers from outside the United States and visa retrogression;

•any inability to consummate and effectively incorporate acquisitions into our business operations, which may adversely affect our long-term growth and our results of operations;

•businesses we acquire may have liabilities or adverse operating issues, which could harm our operating results;

•any increase to our business and operating risks as we develop new services and clients, enter new lines of business, and focus more of our business on providing a full range of client solutions;

•any inability on our part to maintain our positive brand awareness and identity, which may adversely affect our results of operations;

•the expansion of social media platforms presents new risks and challenges, which could cause damage to our brand reputation;

•any recognition of an impairment to the substantial amount of goodwill or intangible assets on our balance sheet, which could result in a material adverse impact to our results of operations;

•our indebtedness, which could adversely affect our ability to raise additional capital to fund operations, limit our ability to react to changes in the economy or our industry, and expose us to interest rate risk to the extent of any variable rate debt;

•the terms of our debt instruments that impose restrictions on us that may affect our ability to successfully operate our business; and

•the effect of significant adverse adjustments to our insurance-related accruals on our balance sheet, which could decrease our earnings or increase our losses and negatively impact our cash flows.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Market risk is the risk of loss arising from adverse changes in market rates and prices, such as interest rates, foreign currency exchange rates, and commodity prices. During the three months ended March 31, 2025, our primary exposure to market risk was interest rate risk associated with our variable interest debt instruments and our investment portfolio. A 100 basis point increase in interest rates on our variable rate debt would not have resulted in a material effect on our unaudited condensed consolidated financial statements for the three months ended March 31, 2025. A 100 basis point change in interest rates as of March 31, 2025 would not have resulted in a material effect on the fair value of our investment portfolio. For our investments that are classified as available-for-sale, unrealized gains or losses related to fluctuations in market volatility and interest rates are reflected within stockholders’ equity in accumulated other comprehensive income (loss) in the consolidated balance sheets. Such unrealized gains or losses would be realized only if we sell the investments prior to maturity.

During the three months ended March 31, 2025, we generated substantially all of our revenue in the United States. Accordingly, we believe that our foreign currency risk is immaterial.

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Item 4. Controls and Procedures

We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures as of March 31, 2025 were effective to ensure that information required to be disclosed by us in reports that we file or submit under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

There were no changes in our internal control over financial reporting that occurred during the quarter ended March 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

Information with respect to this item may be found in the accompanying Note (8), “Commitments and Contingencies,” which is incorporated herein by reference.

Item 1A. Risk Factors

We do not believe that there have been any material changes to the risk factors disclosed in Part I, Item 1A of our 2024 Annual Report. The risk factors described in our 2024 Annual Report are not the only risks we face. Factors we currently do not know, factors that we currently consider immaterial or factors that are not specific to us, such as general economic conditions, may also materially adversely affect our business or our consolidated operating results, financial condition or cash flows.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

From time to time, we may repurchase our common stock in the open market pursuant to programs approved by our board of directors (the “Board”). On November 1, 2016, our Board authorized us to repurchase up to $150.0 million of our outstanding common stock in the open market. On November 10, 2021, February 17, 2022, June 15, 2022, and February 16, 2023, we announced increases to the repurchase program totaling $1,200.0 million. These increases brought the total authorization of the repurchase program to $1,350.0 million, of which $226.7 million remained as of March 31, 2025. Under the repurchase program announced on November 1, 2016 and the aforementioned increases (collectively, the “Company Repurchase Program”), share repurchases may be made from time to time, depending on prevailing market conditions and other considerations. The Company Repurchase Program has no expiration date and may be discontinued or suspended at any time.

During the three months ended March 31, 2025, we did not repurchase any shares of common stock. We describe in further detail the Company Repurchase Program and the shares repurchased thereunder in Part II, Item 5, “Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities” and Item 8, “Financial Statements and Supplementary Data—Notes to Consolidated Financial Statements—Note (10)(b), Capital Stock—Treasury Stock” set forth in our 2024 Annual Report.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the three months ended March 31, 2025, none of the Company’s directors or officers adopted, modified or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement” as such terms are defined under Item 408 of Regulation S-K.

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Item 6. Exhibits


Exhibit Number						Description

4.1						Description of Securities.*

10.1						Form of AMN Healthcare Equity Plan Performance Restricted Stock Unit Agreement - Executive (Adjusted EBITDA Performance) (Management Contract or Compensatory Plan or Arrangement).*

10.2						Form of AMN Healthcare Equity Plan Performance Restricted Stock Unit Agreement - Non-Executive (Adjusted EBITDA Performance) (Management Contract or Compensatory Plan or Arrangement).*

31.1						Certification by Caroline S. Grace pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.*

31.2						Certification by Brian M. Scott pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934.*

32.1						Certification by Caroline S. Grace pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*

32.2						Certification by Brian M. Scott pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.*

101.INS						XBRL Instance Document.*

101.SCH						XBRL Taxonomy Extension Schema Document.*

101.CAL						XBRL Taxonomy Extension Calculation Linkbase Document.*

101.DEF						XBRL Taxonomy Extension Definition Linkbase Document.*

101.LAB						XBRL Taxonomy Extension Label Linkbase Document.*

101.PRE						XBRL Taxonomy Extension Presentation Linkbase Document.*


*						Filed herewith.

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SIGNATURES

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

Date: May 8, 2025


AMN HEALTHCARE SERVICES, INC.

/S/ CAROLINE S. GRACE
Caroline S. Grace President and Chief Executive Officer (Principal Executive Officer)

Date: May 8, 2025


/S/ BRIAN M. SCOTT
Brian M. Scott Chief Financial Officer and Chief Operating Officer (Principal Financial and Accounting Officer)