Resources Connection Inc. Shareholders: Ownership Structure, Brands, and Acquisition History
Last updated: Oct-2026Ownership Structure
Ownership Analysis
Nobody can block or force a vote alone. The three largest disclosed positions, Tieton, Poplar Point and Brandes, add to 7,465,265 shares, or 21.7%. Our calculation puts the six largest at 11,786,822 shares, or 34.2% of the outstanding count, enough to decide a contested election only if they voted together. Tieton and Brandes are value investors, while Poplar Point has declared an intent that may have the effect of influencing control.The board is being rebuilt with one person at its center. Pisano, 83 and a director since November 2002, and Kistinger, 73 and a director since August 2006, leave on October 22, which leaves two directors in each of three classes. We push back on calling the merged chair and chief executive role routine. Carlile has held the chief executive job for eleven months. The company has already booked costs for the exit of a chief executive and a chief operating officer. The lead independent role passes to a new person on the same day. We weigh the stated reason, aligned leadership, against the missing counterweight, and we rate the structure as tolerable only because an activist is watching.Insider money is thin. As a director Carlile bought shares at $11.25 for $281,000, close to 25,000 shares, and at $3.69 that block has lost about $189,000. An older Simply Wall St tally put all insiders at 3.4%, and we could not confirm a current figure. We lean against treating his purchase as protection for outside holders, since 66% of the chief executive's target pay depends on results or the share price.The plan authorizations are where we are most doubtful. We question asking for 2.5 million new shares when the stock sits 61% below the $9.40 average the company paid for buybacks in fiscal 2025, because each dollar of pay now needs more shares. Our working figure is 7.3% dilution if both requests are used in full.
Direct Owners
Institutional Shareholders
Shareholder Analysis
Start with the dividend. At $0.07 a quarter the yield is 7.6% on $3.69, and the cost is $9.4 million a year against operating cash flow of $1.4 million and a thin $5.0 million of adjusted EBITDA. Payout is 6.7 times operating cash flow. We back a cut or a suspension, because the cash balance is the only thing paying holders, and a business whose revenue shrank 18% needs that cash for severance, rent and its new revolver. We expect the board to address it when it declares the next payment.Buybacks tell the same story from the other side. The company spent about $13.0 million to buy 1.38 million shares in fiscal 2025 at $9.40. The same sum buys 3.5 million shares today, close to a tenth of the count outstanding, and the shares it did retire are worth 61% below their cost.Holder turnover is heavy and the sources disagree. Tieton and Brandes are reported as adding at June 30. BlackRock Inc. shows 667,843 shares, or 1.9%, while an older tally credits its institutional trust arm with 2.46 million at December 31. If both describe the same pool, the gap equals 5.2% of the company, though it may simply reflect a different reporting entity. Aggregators put institutional ownership anywhere from about 80% to 93%, so we use none of those totals.Poplar Point carries the most weight in our ranking of holders. It bought 116,476 shares between January 29 and March 25 at $3.46 to $4.35, at most $507,000, which is small next to a position worth $9.6 million at today's price. We assign it more influence than its size suggests because it is the only top holder that has told the board in writing what it wants. The Sitrick sale agreement followed that filing by eleven days.
Brands, Subsidiaries & Companies Owned
| Name | Type | Description |
|---|---|---|
| Resources Global Professionals | Brand | Trade name of the company, shortened to RGP in 2012, used for project consulting and on-demand professionals in 26 countries |
| RGP On-Demand Talent | Division | Segment placing experienced finance, accounting, legal and risk professionals on client projects |
| RGP Consulting | Division | Segment selling finance transformation, technology, risk and operations projects, formed partly from acquired firms |
| RGP Europe and Asia Pacific | Division | Regional segment serving clients outside North America and Latin America |
| Countsy by RGP | Brand | Name of the Outsourced Services segment, which provides accounting work on an outsourced basis |
| Reference Point LLC | Subsidiary | Data modernization and financial services consultancy bought in July 2024 and merged into the consulting unit |
| Veracity Consulting Group LLC | Subsidiary | ServiceNow focused digital transformation firm bought in 2022 |
| CloudGo Pte. Ltd. | Subsidiary | Singapore based ServiceNow partner bought in 2023 to extend Asia Pacific capability |
Portfolio Analysis
Fiscal 2026 revenue of $452.0 million splits into four segments plus a residual, and the pattern of declines matters more than the total. On-Demand Talent brought in $168.8 million, down 18.1%. Consulting brought in $159.8 million, down 27.1%. Europe and Asia Pacific, at $75.1 million, fell only 3.2%. What remains, $48.3 million, is Outsourced Services under the Countsy by RGP name plus about $9 million from Sitrick.Consulting is where management has placed its recovery plan, and the arithmetic is awkward. Billable hours fell 31.0% while average bill rates rose 5.7%, and 0.690 times 1.057 gives the reported 27.1% drop. Price held and volume did not. We question any recovery story that leans on rates, because the shortfall is clients buying fewer hours of finance transformation work.The third quarter, the last with a segment breakdown we found, shows margins. On-Demand Talent earned $2.9 million of adjusted EBITDA on $40.9 million of revenue, or 7.1%. Consulting earned $1.7 million on $36.9 million, or 4.6%, and Europe and Asia Pacific $0.8 million on $18.1 million, or 4.4%. We rate On-Demand Talent as the segment with the most room to absorb further declines.Management links the damage in accounting roles to clients adopting automation and artificial intelligence. We lean against reading that as cyclical, and we see no data in the filings to support a quick return of volume. Revenue per employee is about $150,000, and consultants are 80% of the 3,006 people, so shrinking volume can only be matched by cutting billable staff.Customers are not concentrated, with nearly 1,500 clients in 26 countries and the ten largest at 23% of revenue, none above 10%. Fourth quarter revenue was $106.1 million against $139.3 million a year earlier, and first quarter guidance of $97 million to $102 million has a midpoint 6.2% lower again.
Market Share & Competitors
| Company | Market Share | Revenue | Key Strength |
|---|---|---|---|
| Resources Connection Inc. ★ | N/A | $452.0M FY2026 | On-demand finance and consulting talent for project work at roughly 1500 clients |
| FTI Consulting | N/A | $3.79B FY2025 | Large listed advisory firm covering restructuring, forensic and disputes work |
| Huron Consulting Group | N/A | $1.70B FY2025 | Healthcare and education consulting with strong growth |
| Robert Half | N/A | $5.38B FY2025 | Largest listed provider of contract finance and accounting professionals |
| CBIZ | N/A | $2.76B FY2025 | Accounting and advisory firm serving middle market clients |
| Kforce | N/A | $1.33B FY2025 | Technology and finance staffing company |
Competitive Analysis
Robert Half, with $5.38 billion of fiscal 2025 revenue, is the nearest comparison for On-Demand Talent, and it fell 7.2% while RGP fell 18.0% in a fiscal year ending a few months later. RGP therefore declined at two and a half times the pace of the largest finance staffing name, and we rate that gap as company specific. Kforce, at $1.33 billion, fell 5.4%.The advisory side tells a different story. FTI Consulting reached $3.79 billion, up 2.4%, and Huron Consulting $1.70 billion, up 11.7%. RGP's $452.0 million is 26.6% of Huron's revenue. We weigh Huron's growth against RGP's decline as our evidence that clients still buy consulting, but from firms with a defined specialty in healthcare, education or disputes. RGP sells project capacity across many functions and has no comparable anchor.CBIZ posted $2.76 billion, up 52.1%, largely from its 2024 purchase of Marcum, so we do not treat it as an organic yardstick. Its relevance is that a middle market accounting firm bought scale in a single deal while RGP spent $73.5 million on three small ones.Revenue per employee shows another gap. RGP earns about $150,000 on 3,006 employees, while a data aggregator shows Kforce at roughly $840,000 on about 1,600. The comparison is crude because staffing firms define headcount differently. We back the narrower reading, that RGP's pay base is mostly salaried consultants, which is why a revenue drop pushes it into losses faster than a placement firm.Market value completes the picture. At $127.1 million the company is worth 28% of one year of its own revenue, and its $82.4 million of cash is 65% of that value. Its annual report names Barrett Business Services, CRA International, ICF International, Korn Ferry and Heidrick & Struggles among rivals, a list that shows how many kinds of firm it competes against and why we hesitate to name one true peer.
Acquisitions
| Company Acquired | Deal Value | Year | Description |
|---|---|---|---|
| Sitrick and Company and Brincko Associates | $43.3M | 2009 | Crisis communications and restructuring advisers bought for cash and about 810000 restricted shares plus a four year earn out and sold back in 2026 |
| Accretive Solutions Inc. | $19.4M | 2017 | Professional services firm bought for cash and 1.15M restricted shares |
| Veracity Consulting Group LLC | $30.6M | 2022 | ServiceNow digital transformation firm bought with earn outs possible |
| CloudGo Pte. Ltd. | $19.7M | 2023 | Singapore ServiceNow partner with subsidiaries across Asia Pacific |
| Reference Point LLC | $23.2M | 2024 | Financial services and data modernization consultancy closed July 1 |
| Deloitte Resources Pty Ltd. | undisclosed | 2003 | Australian arm of the original Deloitte unit bought from Deloitte Touche Tohmatsu |
Acquisitions Analysis
The disclosed prices of RGP's five priced purchases since 2009 total $136.2 million, and the clearest test is the deal it has now reversed. Sitrick and Brincko cost $43.3 million of initial consideration in 2009, $28.2 million in cash and about 810,000 restricted shares, with a four year earn out on top. The sellers reported 2008 sales of $24.4 million with $10.5 million of adjusted EBITDA, so the price was 4.1 times EBITDA and 1.8 times revenue. Sitrick had shrunk to roughly $9 million of annual revenue when the company sold it for a reported $1.9 million, about 4% of the opening price. Our working figure is a gap of $41.4 million between purchase and sale, before the earn out and the shares issued.The later purchases were smaller and aimed at technology work. Accretive Solutions cost $19.4 million plus 1.15 million shares in 2017, Veracity $30.6 million in 2022, CloudGo $19.7 million in 2023 and Reference Point $23.2 million in 2024. The last three total $73.5 million. Consulting revenue then fell about $59 million in fiscal 2026, 81% of that sum. We push back on judging them by that comparison alone, since the whole segment was hit by weaker demand for projects it was built to sell.Yet the company booked a $194.4 million goodwill impairment in fiscal 2025, 2.6 times the price of those three deals. We assign the 2022 and 2024 purchases little credit until Consulting revenue stops falling. We expect no further buying while the cash balance is needed to carry a restructuring, and we weigh the earn out terms, which the filings do not give, as the missing piece in any return calculation.
Acquisition Timeline
Merger & Spin-off History
Merger & Spin-off Analysis
Fiscal 2026 contained one disposal and two sets of separation costs, and shareholders carry all of them. The Sitrick sale was agreed on April 7 and closed on May 2 with a buyer owned by the business's own founder. The All Other segment disappeared from reporting at May 30. We question whether the reported $1.9 million fully priced a unit that generated close to $9 million in sales, since the filings we reviewed give us no valuation support for the figure.The people changes were costlier. Transition costs for the chief executive and chief operating officer exits were $12.2 million, and severance plus Sitrick related costs added $7.1 million. Together that is $19.3 million, or $0.56 a share, 15% of the $3.69 price. Adjusted EBITDA was only $5.0 million, so the net loss of $40.6 million leaves $26.3 million for depreciation, amortization, taxes and other items beyond those two charges.The lender relationship was reset as well. A covenant breach ended the old revolver on July 13, and the replacement is limited to $30.0 million against receivables. We back the board for moving before the breach became a default, although the smaller line reduces its room to fund the dividend and new hires together.The older transactions created the shareholder base that exists now. The April 1999 management buyout ended the Deloitte parent relationship, and the public offering that December brought in outside investors. After that the company issued stock only in acquisitions, about 810,000 shares in 2009 and 1.15 million in 2017. We expect the next change of control, if one comes, to start with an activist, because the 13D filer has said its holding may have that effect.
Ownership History
Ownership History Analysis
RGP started in June 1996 as a Deloitte unit led by Donald B. Murray. The management buyout of April 1999 turned it into a company run by its own staff, and the December 2000 public offering put it on Nasdaq. A rights plan followed on May 10, 2002, which would have taken effect if anyone passed 15%. We found no such plan in the proxy summary we read, so we treat it as historical.The next two decades kept the same shape. The company became Resources Global Professionals in January 2005 and shortened the brand to RGP in December 2012. Anthony Cherbak became chief executive in June 2013 with Murray as executive chairman, Murray stayed on as chairman after August 2015, and Kate Duchene took over as chief executive in December 2016.Murray resigned as chairman in July 2024. In November the company disclosed its move from Irvine to Dallas, and in November 2025 Carlile replaced Duchene.Price history makes the arc visible. Carlile bought at $11.25 as a director, the company repurchased shares at $9.40 in fiscal 2025, and the stock is $3.69 on October 6, 2026, 67% below his entry. We assign that loss to operating results and not to ownership changes, since the share count of 34.4 million has barely moved.What changed in who owns it is the last point. Tieton at 8.18%, Poplar Point at 7.58% and Brandes at 5.91% each hold more than the 5% that triggers a public filing, and one of them has said so in writing to the board. We expect that concentration to matter at the October 22 meeting, the first with a board of six.
Ownership Explained
Resources Connection Inc. had 34,443,626 common shares outstanding on July 15, 2026, held by 37 holders of record, and Nasdaq lists them as RGP. At about $3.69 on October 6 the equity was worth $127.1 million. The fiscal year ends on the Saturday nearest May 31, and the latest one closed on May 30, 2026. The headquarters is at 15950 North Dallas Parkway in Dallas, Texas, after a move from Irvine, California, announced in 2024.No holder controls the company. The largest disclosed positions belong to money managers, each under 10%. Tieton Capital Management reported 2,817,636 shares at June 30, 2026, or 8.18%. Poplar Point Capital Management filed an amended Schedule 13D on March 27 for 2,611,473 shares, which it states as 7.8% and which equals 7.58% of the current count. Brandes Investment Partners held 2,036,156 shares (5.91%), Vanguard Capital Management 1,522,314 (4.42%) and CG Core Value Fund 1,389,243 (4.03%) as of August 24. Charles Schwab Investment Management is listed at about 1.41 million shares, or 4.1%. BlackRock Inc. reported 667,843 shares, or 1.9%, at June 30, while an aggregator still credits BlackRock Institutional Trust with 2.46 million shares at December 31, 2025.Roger D. Carlile, who founded Ankura Consulting Group in 2014, became president and chief executive officer on November 3, 2025, replacing Kate Duchene after her 27 years at the firm. He had joined the board in June 2024. He becomes chair at the annual meeting on October 22, 2026, when A. Robert Pisano and Robert Kistinger retire and the board falls from eight directors to six. Jennifer Y. Ryu's resignation as chief financial officer took effect October 2.The business began in 1996 inside Deloitte and went public in December 2000. Fiscal 2026 revenue was $452.0 million and the workforce was 3,006 people, of whom 2,415 were consultants. Reported segments are On-Demand Talent, Consulting, Europe and Asia Pacific and Outsourced Services.
The credit facility is where the shareholder base meets the balance sheet. RGP breached financial covenants on its previous revolver and terminated it on July 13, 2026. A new secured facility of up to $30.0 million, sized to eligible receivables, replaced it. Cash was $82.4 million on May 30, so the line is a backstop and not a source of growth capital.The quarterly dividend of $0.07 a share cost $9.4 million in fiscal 2026 and $46.9 million across three years. Operating cash flow in fiscal 2026 was $1.4 million. Buybacks were suspended after the company repurchased 1.38 million shares at an average $9.40 in fiscal 2025. The directors who vote on the next payment will be the six who remain after October 22.Poplar Point's Schedule 13D/A describes how a 7.8% holder deals with the board. It records talks with management and directors about lower corporate overhead and possible sales of non-core assets. Sitrick, a crisis communications business with about $9 million of yearly sales, was sold on May 2 to entities tied to its founder Michael Sitrick. A January reduction in force was projected to save between $12 million and $14 million a year.The proxy statement for the October 22 meeting asks stockholders to add 1 million shares to the Performance Incentive Plan and 1.5 million to the employee stock purchase plan. Carlile takes the chair as well as the chief executive role, and Susan M. Collyns becomes lead independent director to balance him.The annual report discloses a material weakness in information technology general controls, covering access and change management, at May 30, 2026. Management has begun remediation. First quarter results for fiscal 2027 are scheduled for October 7.