Goodwill and Intangible Assets
The table below sets forth the changes in the carrying amount of goodwill by reportable segment for the years ended December 31, 2025 and 2024.
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| | Healthcare | | Education | | Commercial | | Total |
| Balance as of December 31, 2023: | | | | | | | | |
| Goodwill | | $ | 644,983 | | | $ | 123,652 | | | $ | 312,968 | | | $ | 1,081,603 | |
| Accumulated impairment losses | | (190,024) | | | (1,417) | | | (264,451) | | | (455,892) | |
| Goodwill, net as of December 31, 2023 | | $ | 454,959 | | | $ | 122,235 | | | $ | 48,517 | | | $ | 625,711 | |
| | | | | | | | |
Goodwill recorded in connection with a business combination(1) | | 869 | | | 22,476 | | | 32,134 | | | 55,479 | |
Goodwill allocated to disposal of business(2) | | (2,300) | | | — | | | — | | | (2,300) | |
| Foreign currency translation | | — | | | (147) | | | — | | | (147) | |
| Balance as of December 31, 2024: | | | | | | | | |
| Goodwill | | $ | 643,552 | | | $ | 145,981 | | | $ | 345,102 | | | $ | 1,134,635 | |
| Accumulated impairment losses | | (190,024) | | | (1,417) | | | (264,451) | | | (455,892) | |
| Goodwill, net as of December 31, 2024 | | $ | 453,528 | | | $ | 144,564 | | | $ | 80,651 | | | $ | 678,743 | |
| | | | | | | | |
Goodwill recorded in connection with business combinations(1)(3) | | 58,072 | | | 6,219 | | | 43,652 | | | 107,943 | |
| | | | | | | | |
| Foreign currency translation | | — | | | 231 | | | (21) | | | 210 | |
| Balance as of December 31, 2025: | | | | | | | | |
| Goodwill | | $ | 701,624 | | | $ | 152,431 | | | $ | 388,733 | | | $ | 1,242,788 | |
| Accumulated impairment losses | | (190,024) | | | (1,417) | | | (264,451) | | | (455,892) | |
| Goodwill, net as of December 31, 2025: | | $ | 511,600 | | | $ | 151,014 | | | $ | 124,282 | | | $ | 786,896 | |
(1) See Note 3 “Acquisitions and Divestiture” for additional information on business combinations completed in 2025, 2024 and 2023.
(2) In 2024, we completed the divestiture of our Studer Education practice within our Healthcare segment, and allocated a portion of goodwill within the Healthcare segment to the disposed practice based on the relative fair values of Studer Education and the remaining segment. The allocated goodwill of $2.3 million was written off and included in the gain on sale of Studer Education. The sale of Studer Education did not meet the criteria for reporting separately as discontinued operations. In connection with the sale, we recorded a $3.6 million pretax gain which is included in other income (expense), net in our consolidated statements of operations.
(3) Of the $107.9 million of goodwill recorded in 2025, $53.8 million related to the acquisition of Eclipse Insights within our Healthcare segment; $27.2 million related to the acquisition of Treliant within our Commercial segment; $16.5 million related to the acquisition of WP&C within our Commercial segment; and $10.4 million related to the remaining acquisitions completed in 2025. Goodwill is recognized for the excess of purchase price over the net fair value of assets acquired and liabilities assumed, and largely reflects the expanded market opportunities expected from combining the service offerings of Huron and the businesses acquired, as well as the assembled workforces of businesses acquired. The current acquisition date fair value of goodwill acquired in the Treliant acquisition is considered preliminary and is based on the information that was available as of the date of the acquisition. Of the $107.9 million of goodwill recorded in 2025, $98.7 million is expected to be tax deductible.
2025 Annual Goodwill Impairment Test
Pursuant to our policy, we performed our annual goodwill impairment test as of November 30, 2025 for our three reporting units: Healthcare, Education, and Commercial. We performed a qualitative assessment over all reporting units to determine if it was more likely than not the respective fair values of these reporting units were less than their carrying amounts, including goodwill.
For our qualitative assessment, we considered the most recent quantitative analysis performed for each reporting unit, which was as of November 30, 2024, including the key assumptions used within that analysis, the indicated fair values, and the amount by which those fair values exceeded their carrying amounts. One of the key assumptions used within the prior quantitative analysis was our internal financial projections; therefore, we considered the actual performance of each reporting unit during 2025 compared to the internal financial projections used, as well as specific outlooks for each reporting unit based on our most recent internal financial projections. We also reviewed the current carrying value of each reporting unit in comparison to the carrying values as of the prior quantitative analysis. In addition, we considered various factors, including macroeconomic conditions, relevant industry and market trends for each reporting unit, and other entity-specific events, that could indicate a potential change in the fair value of our reporting units or the composition of their carrying values. Based on our
assessments, we determined that it was more likely than not that the fair values for each of our reporting units exceeded their respective carrying amounts. As such, the goodwill for our reporting units was not considered impaired as of November 30, 2025, and a quantitative goodwill impairment analysis was not necessary.
Further, we evaluated whether any events have occurred or any circumstances have changed since November 30, 2025 that would indicate goodwill may have become impaired since our annual impairment test. Based on our evaluation as of December 31, 2025, we determined that no indications of impairment have arisen since our annual goodwill impairment test.
The results of an impairment analysis are as of a point in time. There is no assurance that the actual future earnings or cash flows of our reporting units will be consistent with our projections. We will monitor any changes to our assumptions and will evaluate goodwill as deemed warranted during future periods. Any significant decline in our operations could result in non-cash goodwill impairment charges.
2024 Annual Goodwill Impairment Test
Pursuant to our policy, we performed our annual goodwill impairment test as of November 30, 2024 for our three reporting units: Healthcare, Education, and Commercial. We elected to bypass the qualitative assessment and utilized a quantitative goodwill impairment test to provide an updated fair value for each reporting unit as of the previous valuation quantitative analysis performed was as of January 1, 2022.
We reviewed goodwill for impairment by comparing the fair value of the reporting unit to its carrying value, including goodwill. In estimating the fair value of the reporting unit, we relied on a combination of the income approach and the market approach utilizing the guideline company method, with a fifty-fifty weighting. Based on the results of the goodwill impairment test, we determined the fair value of the Healthcare, Education, and Commercial reporting units exceeded their carrying value by approximately 105%, 185%, and 335%, respectively. As such, we concluded that there is no indication of goodwill impairment for these three reporting units.
Intangible Assets
Intangible assets as of December 31, 2025 and 2024 consisted of the following:
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| | | | As of December 31, |
| | | | 2025 | | 2024 |
| | Useful Life in Years | | Gross Carrying Amount | | Accumulated Amortization | | Gross Carrying Amount | | Accumulated Amortization |
| Customer relationships | 4 to 10 | | $ | 86,467 | | | $ | 17,384 | | | $ | 30,683 | | | $ | 9,790 | |
| Technology and software | 2 to 5 | | 17,970 | | | 14,591 | | | 16,230 | | | 12,771 | |
| Trade names | 6 | | 6,000 | | | 6,000 | | | 6,000 | | | 6,000 | |
| Customer contracts | 2 to 4 | | 1,489 | | | 1,397 | | | 1,483 | | | 418 | |
| Non-competition agreements | 2 to 5 | | 1,070 | | | 697 | | | 1,260 | | | 601 | |
| Total | | | $ | 112,996 | | | $ | 40,069 | | | $ | 55,656 | | | $ | 29,580 | |
We acquired intangible assets related to our acquisitions of $58.1 million and $14.6 million during the years ended December 31, 2025 and 2024, respectively. Of the $58.1 million of intangible assets acquired, $27.6 million relates to our acquisition of Eclipse Insights and includes $25.5 million for customer relationships and $2.1 million for technology and software. The acquired customer relationships and technology and software intangible assets have an estimated useful life of 10 years and 5 years, respectively. Also included in the $58.1 million of intangible assets acquired in 2025 is $19.1 million for the Treliant customer relationships intangible asset, which has an estimated useful life of 10 years. During the years ended December 31, 2025 and 2024, we wrote-off $0.9 million and $42.4 million, respectively, of fully amortized intangible assets no longer in use; which primarily consisted of customer relationships.
Identifiable intangible assets with finite lives are amortized over their estimated useful lives using either an accelerated or straight-line basis to correspond to the cash flows expected to be derived from the assets. Intangible assets amortization expense was $11.3 million, $6.5 million, and $8.2 million for the years ended December 31, 2025, 2024, and 2023, respectively.
The table below sets forth the estimated annual amortization expense for the intangible assets recorded as of December 31, 2025. | | | | | | | | |
| Year Ending December 31, | | Estimated Amortization Expense |
| 2026 | | $ | 15,564 | |
| 2027 | | $ | 13,504 | |
| 2028 | | $ | 11,854 | |
| 2029 | | $ | 9,297 | |
| 2030 | | $ | 7,055 | |
Actual future amortization expense could differ from these estimated amounts as a result of future acquisitions, dispositions, and other factors.