You should read the following discussion and analysis of our financial condition
and results of operations together with our audited consolidated financial
statements and the related notes included elsewhere in this annual report. In
addition to historical information, this discussion contains forward-looking
statements that involve risks, uncertainties and assumptions that could cause
actual results to differ materially from management's expectations. Factors that
could cause such differences are discussed in the sections entitled
"Forward-Looking Statements" and "Part I. Item 1A. Risk Factors." We assume no
obligation to update any of these forward-looking statements.

Executive Summary

We are a leading global provider of digital platform engineering and software development services to many of the world's leading organizations.



Our customers depend on us to solve their complex technical challenges and rely
on our expertise in core engineering, advanced technology, digital design and
intelligent enterprise development. We continuously explore opportunities in new
industries to expand our core industry client base in software and technology,
financial services, business information and media, travel and consumer, and
life sciences and healthcare. Our teams of developers, architects, consultants,
strategists, engineers, designers, and product experts have the capabilities and
skill sets to deliver business results.

Our global delivery model and centralized support functions, combined with the
benefits of scale from the shared use of fixed-cost resources, enhance our
productivity levels and enable us to better manage the efficiency of our global
operations. As a result, we have created a delivery base whereby our
applications, tools, methodologies and infrastructure allow us to seamlessly
deliver services and solutions from our delivery centers to global customers
across all geographies, further strengthening our relationships with them.

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Through increased specialization in focused verticals and a continued emphasis
on strategic partnerships, we are leveraging our roots in software engineering
to grow as a recognized brand in software development and end-to-end digital
transformation services for our customers. In 2021, we have become a member of
the S&P 500 and a Forbes Global 2000 company.

Business Update Regarding Military Action in Ukraine



On February 24, 2022, Russian forces launched significant military action
against Ukraine, and sustained conflict and disruption in the region is likely.
The impact to Ukraine as well as actions taken by other countries, including new
and stricter sanctions by Canada, the United Kingdom, the European Union, the
U.S. and other companies and organizations against officials, individuals,
regions, and industries in Russia, Ukraine, and Belarus, and each country's
potential response to such sanctions, tensions, and military actions could have
a material adverse effect on our operations. Any such material adverse effect
from the conflict and enhanced sanctions activity may disrupt our delivery of
services, cause us to shift all or portions of our work occurring in the region
to other countries, and may restrict our ability to engage in certain projects
in the region or involving certain customers in the region.

The information contained in this section is accurate as of the date hereof, but
may become outdated due to changing circumstances beyond our present awareness
or control.

Our Response to the Military Action in Ukraine



As noted in "Item 1. Business - Global Delivery Model" in Part I of this Annual
Report on Form 10-K, Ukraine is our largest delivery location by number of
personnel and Belarus and Russia are our second and third largest delivery
locations by number of personnel, respectively. We are actively monitoring the
security of our personnel and the stability of our infrastructure, including
communications and internet availability. We are also executing our business
continuity plan and adapting to developments as they occur to protect the safety
of our people and handle potential impacts to our delivery infrastructure,
including reallocating work to other geographies within our global footprint. We
are actively working with our personnel and with our customers to meet their
needs and to mitigate delivery challenges.

Moving Forward



We have no way to predict the progress or outcome of the situation, as the
conflict and government reactions are rapidly developing and beyond our control.
Prolonged unrest, military activities, or broad-based sanctions, should they be
implemented, could have a material adverse effect on our operations and business
outlook. We have accelerated hiring in locations outside of the region as part
of our business continuity planning and in order to support client demand. In
addition, we have implemented plans to move some of our existing personnel to
other countries in order to keep them safe and mitigate impacts on our delivery
of services to our customers.

For additional information on the various risks posed by the military action in Ukraine and the impact in the region, please read "Part I. Item 1A. Risk Factors" included in this Annual Report on Form 10-K.

Business Update Regarding COVID-19



The COVID-19 pandemic continued its substantial and varying influence on global
public health, economies, business operations, and financial markets. Numerous
evolving factors prevent us from accurately predicting the extent to which the
COVID-19 pandemic will continue to directly and indirectly impact our employees,
customers, communities, business, results of operations and financial condition.

To the extent that the remainder of this Management's Discussion and Analysis of
Financial Condition and Results of Operations ("MD&A") refers to a financial or
performance metric that has been affected by a trend or activity, that reference
is in addition to any impact of the COVID-19 pandemic disclosed in and
supplemented by this section. The information contained in this section is
accurate as of the date hereof, but may become outdated due to changing
circumstances beyond our present awareness or control.


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Our COVID-19 Pandemic Response



Since the beginning of the COVID-19 pandemic, the vast majority of our employees
have been able to productively and securely work from a remote location, so we
do not expect that COVID-19 will have a material adverse effect on our ability
to operate our business or productively deliver services to our customers, nor
on our financial reporting systems, internal control over financial reporting,
or disclosure controls and procedures. Extended or expanded restrictions on
travel and immigration from other countries may continue to impact our
operations. However, we do not believe that the current travel and immigration
restrictions will have a material adverse effect on our business or financial
condition.

Our adaptive global delivery model enables us to deliver our services and
solutions to our customers from remote locations, so we continue to effectively
provide our customers with the products, services, and solutions they seek.
Economic conditions resulting from the pandemic, including supply chain
disruptions, persistent inflation for both goods and services, and worker
shortages could negatively affect our operations and the operations of our
customers and their customers and could adversely impact our revenues and our
results of operations.

Moving Forward

We expect continued uncertainty regarding the impacts the pandemic will have on
our business, financial condition, and results of operations. We actively
monitor our business and the needs of our employees, customers and communities
to determine the appropriate actions to take to ensure the safety of our
employees and our ongoing operations. Our business continuity plans and
adherence to the recommendations of public health authorities are intended to
protect the health and safety of approximately 58,000 EPAM professionals and the
customers they serve. Economic and demand uncertainty in the current environment
may impact our future results. We continue to monitor the demand for our
services and our ability to deliver them, while continuing to assess how the
economic effects of COVID-19 may impact our human capital allocation, revenues,
operating expenses and profitability.

For additional information on the various risks posed by the COVID-19 pandemic,
please read "Part II. Item 7A. Quantitative and Qualitative Disclosures About
Market Risk" and "Part I. Item 1A. Risk Factors" included in this Annual Report
on Form 10-K.



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Overview of 2021 and Financial Highlights

The following table presents a summary of our results of operations for the years ended December 31, 2021, 2020 and 2019:



                                                                                              Year Ended December 31,
                                                         2021                                          2020                                          2019
                                                              % of revenues                                 % of revenues                                 % of revenues
                                                                               (in millions, except percentages and per share data)
Revenues                                $ 3,758.1                      100.0  %       $ 2,659.5                      100.0  %       $ 2,293.8                      100.0  %
Income from operations                  $   542.3                       14.4  %       $   379.3                       14.3  %       $   302.9                       13.2  %
Net income                              $   481.7                       12.8  %       $   327.2                       12.3  %       $   261.1                       11.4  %

Effective tax rate                            9.7  %                                       13.6  %                                       12.8  %
Diluted earnings per share              $    8.15                                     $    5.60                                     $    4.53

The key highlights of our consolidated results for 2021 were as follows:



•We recorded revenues of $3.8 billion, or a 41.3% increase from $2.7 billion in
the previous year, positively impacted by $38.8 million or 1.4% due to changes
in certain foreign currency exchange rates as compared to the previous year.

•Income from operations grew 43.0% to $542.3 million in 2021 from $379.3 million
in 2020. Expressed as a percentage of revenues, income from operations was 14.4%
compared to 14.3%. During the year ended December 31, 2021, income from
operations as a percentage of revenues was positively impacted by reduced
facility-related expenses as a percentage of revenues and negatively impacted by
higher levels of accrued variable compensation.

•Our effective tax rate was 9.7% compared to 13.6% in the previous year. The
provision for income taxes was impacted primarily by the excess tax benefits
recorded upon vesting or exercise of stock-based awards in 2021 and 2020.

•Net income increased 47.2% to $481.7 million compared to $327.2 million in
2020. Expressed as a percentage of revenues, net income increased 0.5% compared
to last year, which was largely driven by the improvement in income from
operations and a decrease in our effective tax rate.

•Diluted earnings per share increased 45.5% to $8.15 for the year ended December 31, 2021 from $5.60 in 2020.



•Cash provided by operations increased $27.9 million, or 5.1%, to $572.3 million
during 2021 as compared to last year. This increase was largely driven by the
increase in net income as well as an increase in accrued variable compensation
expense in 2021. The increase was partially offset by an increase in accounts
receivable during 2021, largely attributable to the 41.3% growth in revenue in
2021 as compared to 2020.

The operating results in any period are not necessarily indicative of the results that may be expected for any future period.


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Critical Accounting Policies



We prepare our consolidated financial statements in accordance with U.S.
generally accepted accounting principles ("GAAP"), which require us to make
judgments, estimates and assumptions that affect: (i) the reported amounts of
assets and liabilities, (ii) the disclosure of contingent assets and liabilities
at the end of each reporting period and (iii) the reported amounts of revenues
and expenses during each reporting period. We evaluate these estimates and
assumptions based on historical experience, knowledge and assessment of current
business and other conditions, and expectations regarding the future based on
available information and reasonable assumptions, which together form a basis
for making judgments about matters not readily apparent from other sources.
Since the use of estimates is an integral component of the financial reporting
process, actual results could differ from those estimates. Some of our
accounting policies require higher degrees of judgment than others in their
application. When reviewing our audited consolidated financial statements, you
should consider (i) our selection of critical accounting policies, (ii) the
judgment and other uncertainties affecting the application of such policies and
(iii) the sensitivity of reported results to changes in conditions and
assumptions. We consider the policies discussed below to be critical to an
understanding of our consolidated financial statements as their application
places significant demands on the judgment of our management.

An accounting policy is considered critical if it requires an accounting
estimate to be made based on assumptions about matters that are highly uncertain
at the time the estimate is made, and if different estimates that reasonably
could have been used, or changes in the accounting estimates that are reasonably
likely to occur periodically, could materially impact the consolidated financial
statements. We believe that the following critical accounting policies are the
most sensitive and require more significant estimates and assumptions used in
the preparation of our consolidated financial statements. You should read the
following descriptions of critical accounting policies, judgments and estimates
in conjunction with our audited consolidated financial statements and other
disclosures included elsewhere in this annual report. Additional information on
our policies is in Note 1 "Business and Summary of Significant Accounting
Policies" in the notes to our consolidated financial statements in this Annual
Report on Form 10-K.

Revenues - We recognize revenues when control of goods or services is passed to
a customer in an amount that reflects the consideration we expect to be entitled
to in exchange for those goods or services. Such control may be transferred over
time or at a point in time depending on satisfaction of obligations stipulated
by the contract. Consideration expected to be received may consist of both fixed
and variable components and is allocated to each separately identifiable
performance obligation based on the performance obligation's relative standalone
selling price. Variable consideration usually takes the form of volume-based
discounts, service level credits, price concessions or incentives. Determining
the estimated amount of such variable consideration involves assumptions and
judgment that can have an impact on the amount of revenues reported.

We derive revenues from a variety of service arrangements, which have been
evolving to provide more customized and integrated solutions to customers by
combining software engineering with customer experience design, business
consulting and technology innovation services. Fees for these contracts may be
in the form of time-and-materials or fixed-price arrangements. We generate the
majority of our revenues under time-and-material contracts, which are billed
using hourly, daily or monthly rates to determine the amounts to be charged
directly to the customer. We apply a practical expedient and revenues related to
time-and-material contracts are recognized based on the right to invoice for
services performed.

Fixed-price contracts include maintenance and support arrangements, which may
exceed one year in duration. Maintenance and support arrangements generally
relate to the provision of ongoing services and revenues for such contracts are
recognized ratably over the expected service period. Fixed-price contracts also
include application development arrangements, where progress towards
satisfaction of the performance obligation is measured using input or output
methods and input methods are used only when there is a direct correlation
between hours incurred and the end product delivered. Assumptions, risks and
uncertainties inherent in the estimates used to measure progress could affect
the amount of revenues, receivables and deferred revenues at each reporting
period.

Revenues from licenses which have significant stand-alone functionality are
recognized at a point in time when control of the license is transferred to the
customer. Revenues from licenses which do not have stand-alone functionality are
recognized over time. If there is an uncertainty about the receipt of payment
for the services, revenue recognition is deferred until the uncertainty is
sufficiently resolved. We apply a practical expedient and do not assess the
existence of a significant financing component if the period between transfer of
the service to a customer and when the customer pays for that service is one
year or less.

We report gross reimbursable "out-of-pocket" expenses incurred as both revenues and cost of revenues in the consolidated statements of income.


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Business Combinations - We account for business combinations using the
acquisition method which requires us to estimate the fair value of identifiable
assets acquired and liabilities assumed, including any contingent consideration,
to properly allocate purchase price to the individual assets acquired and
liabilities assumed. The allocation of the purchase price utilizes significant
estimates in determining the fair values of identifiable assets acquired and
liabilities assumed, especially with respect to intangible assets. The
significant estimates and assumptions used include the timing and amount of
forecasted revenues and cash flows, anticipated growth rates, customer attrition
rates, the discount rate reflecting the risk inherent in future cash flows, and
the useful lives for finite-lived assets. There are different valuation models
for each component, the selection of which requires considerable judgment. These
determinations will affect the amount of amortization expense recognized in
future periods. We base our fair value estimates on assumptions we believe are
reasonable, but recognize that the assumptions are inherently uncertain. The
acquired assets typically include customer relationships, software, trade names,
non-competition agreements, and assembled workforce and as a result, a
substantial portion of the purchase price is typically allocated to goodwill and
other intangible assets.

We determine the fair value of the contingent consideration liabilities using
Monte Carlo simulations (which involve a simulation of future revenues and
earnings during the earn-out period using management's best estimates) or
probability-weighted expected return methods. Changes in financial projections,
market risk assumptions, discount rates or probability assumptions related to
achieving the various earn-out criteria would result in a change in the fair
value of contingent consideration. Such changes, if any, are recorded within
Interest and other income, net in the Company's consolidated statements of
income.

If the initial accounting for the business combination has not been completed by
the end of the reporting period in which the business combination occurs,
provisional amounts are reported to present information about facts and
circumstances that existed as of the acquisition date. Once the measurement
period ends, which in no case extends beyond one year from the acquisition date,
revisions to the accounting for the business combination are recorded in
earnings.

Recent Accounting Pronouncements

See Note 1 "Business and Summary of Significant Accounting Policies" in the notes to our consolidated financial statements in this Annual Report on Form 10-K for information regarding recent accounting pronouncements.


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Results of Operations



The following table sets forth a summary of our consolidated results of
operations for the periods indicated. This information should be read together
with our consolidated financial statements and related notes included elsewhere
in this annual report. The operating results in any period are not necessarily
indicative of the results that may be expected for any future period.

                                                                                                    Year Ended December 31,
                                                               2021                                           2020                                           2019
                                                                     % of revenues                                  % of revenues                                  % of revenues
                                                                            

(in thousands, except percentages and per share data) Revenues

$ 3,758,144                     100.0  %       $ 2,659,478                     100.0  %       $ 2,293,798                     100.0  %
Operating expenses:
Cost of revenues (exclusive of depreciation
and amortization)(1)                           2,483,697                      66.1            1,732,522                      65.1            1,488,198                      64.9
Selling, general and administrative
expenses(2)                                      648,736                      17.3              484,758                      18.2              457,433                      19.9
Depreciation and amortization expense             83,395                       2.2               62,874                       2.4               45,317                       2.0
Income from operations                           542,316                      14.4              379,324                      14.3              302,850                      13.2
Interest and other (loss)/income, net             (1,727)                        -                3,822                       0.1                8,725                       0.4
Foreign exchange loss                             (7,197)                     (0.2)              (4,667)                     (0.2)             (12,049)                     (0.5)
Income before provision for income taxes         533,392                      14.2              378,479                      14.2              299,526                      13.1
Provision for income taxes                        51,740                       1.4               51,319                       1.9               38,469                       1.7
Net income                                   $   481,652                      12.8  %       $   327,160                      12.3  %       $   261,057                      11.4  %

Effective tax rate                                   9.7  %                                        13.6  %                                        12.8  %
Diluted earnings per share                   $      8.15                                    $      5.60                                    $      4.53





(1) Includes $51,580, $32,785 and $37,580 of stock-based compensation expense
for the years ended December 31, 2021, 2020 and 2019, respectively.
(2) Includes $60,075, $42,453 and $34,456 of stock-based compensation expense
for the years ended December 31, 2021, 2020 and 2019, respectively.

Revenues



We continue to expand our presence across multiple geographies and verticals,
both organically and through strategic acquisitions. During the year ended
December 31, 2021, our total revenues grew 41.3% over the previous year to $3.8
billion. This growth resulted from our ability to retain existing customers and
increase the level of services we provide to them and our ability to produce
revenues from new customer relationships. During the year ended December 31,
2021 we experienced a decrease in customer concentration as compared to the
previous year, with revenues from our top five, top ten and top twenty customer
groups decreasing as a percentage of total revenues. Revenues have been
positively impacted by our acquisitions in 2021, which contributed 4.3% to our
revenue growth, and by the fluctuations in foreign currencies, which increased
our revenue growth by 1.4% during the year ended December 31, 2021 as compared
to the previous year.

We discuss below the breakdown of our revenues by vertical, customer location, service arrangement type, and customer concentration.

Revenues by Vertical



We assign our customers into one of our five main vertical markets or a group of
various industries where we are increasing our presence, which we label as
"Emerging Verticals", including energy, utilities, manufacturing, automotive,
telecommunications and several others.


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The following table presents our revenues by vertical and revenues as a percentage of total revenues by vertical for the periods indicated:



                                                                                    Year Ended December 31,
                                                       2021                                  2020                                  2019
                                                                              (in thousands, except percentages)
Financial Services                        $   848,370             22.6  %       $   555,235             20.9  %       $   500,872             21.8  %
Travel & Consumer                             741,128             19.7              458,789             17.2              439,358             19.2
Business Information & Media                  666,941             17.7              560,680             21.1              420,923             18.4
Software & Hi-Tech                            664,597             17.7              496,813             18.7              433,398             18.9
Life Sciences & Healthcare                    391,309             10.4              296,313             11.1              248,452             10.8
Emerging Verticals                            445,799             11.9              291,648             11.0              250,795             10.9
Revenues                                  $ 3,758,144            100.0  %       $ 2,659,478            100.0  %       $ 2,293,798            100.0  %



Financial Services became our largest vertical during 2021, growing 52.8% as
compared to 2020. Except for Business Information & Media, which grew at a rate
of 19.0% in 2021 over the prior year, all of our verticals grew over 30% in 2021
over the prior year.

Revenues by Customer Location



Our revenues are sourced from multiple countries, which we assign into four
geographic markets and identify as Americas, EMEA, CEE and APAC. We present and
discuss our revenues by customer location based on the location of the specific
customer site that we serve, irrespective of the location of the headquarters of
the customer or the location of the delivery center where the work is performed.
Revenues by customer location is different from revenues by reportable segment
in our consolidated financial statements included elsewhere in this annual
report. Segments are not based on the geographic location of the customers, but
instead they are based on the location of the Company's management responsible
for a particular customer or market.

The following table sets forth revenues by customer location by amount and as a percentage of our revenues for the periods indicated:



                                              Year Ended December 31,
                          2021                          2020                          2019
                                         (in thousands, except percentages)
Americas (1)   $ 2,226,830        59.3  %    $ 1,595,136        60.0  %    $ 1,390,015        60.6  %
EMEA (2)         1,259,717        33.4           879,842        33.1           746,866        32.6
CEE (3)            168,038         4.5           114,702         4.3           100,471         4.4
APAC (4)           103,559         2.8            69,798         2.6            56,446         2.4
Revenues       $ 3,758,144       100.0  %    $ 2,659,478       100.0  %    $ 2,293,798       100.0  %



(1)Americas includes revenues from customers in North, Central and South America.

(2)EMEA includes revenues from customers in Western Europe and the Middle East.

(3)CEE includes revenues from customers in Russia, Belarus, Kazakhstan, Ukraine, and Georgia.

(4)APAC, or Asia Pacific, includes revenues from customers in East Asia, Southeast Asia and Australia.



During the year ended December 31, 2021, revenues in the Americas, our largest
geography, were $2,226.8 million, growing $631.7 million, or 39.6%, from
$1,595.1 million reported for the year ended December 31, 2020. Revenues from
this geography accounted for 59.3% of total revenues in 2021, a decrease from
60.0% in the prior year. The United States continued to be our largest customer
location contributing revenues of $2,125.3 million in 2021 compared to $1,523.7
million in 2020.


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Revenues in our EMEA geography were $1,259.7 million, an increase of $379.9
million, or 43.2%, over $879.8 million in the previous year. Revenues in this
geography accounted for 33.4% of consolidated revenues in 2021 as compared to
33.1% in the previous year. The top three revenue contributing customer location
countries in EMEA were the United Kingdom, Switzerland and the Netherlands
generating revenues of $474.9 million, $271.2 million and $154.8 million in
2021, respectively, compared to $331.2 million, $203.4 million and $114.7
million in 2020, respectively. Fluctuations in foreign currency exchange rates
with the U.S. dollar, particularly the euro and the British pound, during 2021
compared to the same period in the prior year positively impacted revenue growth
in the EMEA geography by 3.3%.

During 2021, revenues in our CEE geography increased $53.3 million, or 46.5%, from the previous year. The increase in CEE revenues came primarily from customers in Russia, contributing $50.3 million of revenue growth in 2021 compared to the previous year.

Revenues from customers in locations in our APAC region comprised 2.8% of total revenues in 2021, a level consistent with the prior year.



Discussion of revenues from 2020 as compared to 2019 is included in "Part II.
Item 7. Management's Discussion and Analysis of Financial Condition and Results
of Operations - Results of Operations" of our Annual Report on Form 10-K for the
year ended December 31, 2020.

Revenues by Customer Concentration



We have long-standing relationships with many of our customers and we seek to
grow revenues from our existing customers by continually expanding the scope and
size of our engagements. Revenues derived from these customers may fluctuate as
these accounts mature or upon beginning or completion of multi-year projects. We
believe there is a significant potential for future growth as we expand our
capabilities and offerings within existing customers. In addition, we remain
committed to diversifying our client base and adding more customers to our
client mix through organic growth and strategic acquisitions, and over the
long-term, we expect revenue concentration from our top customers to decrease.

The following table presents revenues contributed by our customers by amount and as a percentage of our revenues for the periods indicated:



                                                                                  Year Ended December 31,
                                                     2021                                  2020                                  2019
                                                                            (in thousands, except percentages)
Top five customers                      $   682,147             18.2  %       $   584,303             22.0  %       $   456,985             19.9  %
Top ten customers                       $   966,486             25.7  %       $   822,824             30.9  %       $   666,584             29.1  %
Top twenty customers                    $ 1,394,546             37.1  %       $ 1,124,552             42.3  %       $   933,178             40.7  %
Customers below top twenty              $ 2,363,598             62.9  %       $ 1,534,926             57.7  %       $ 1,360,620             59.3  %


The following table shows the number of customers grouped by revenues recognized by the Company for each year presented:



                             Year Ended December 31,
                      2021              2020             2019
Over $20 Million          40                28              22
$10 - $20 Million         38                27              27
$5 - $10 Million          63                43              42
$1 - $5 Million          271               225             206
$0.5 - $1 Million        133               107             105


Revenues by Service Offering



Our service arrangements have been evolving to provide more customized and
integrated solutions to our customers where we combine software engineering with
customer experience design, business consulting and technology innovation
services. We are continually expanding our service capabilities, moving beyond
traditional services into business consulting, design and physical product
development.

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The following table shows revenues by service offering as an amount and as a percentage of our revenues for the years indicated:



                                                       Year Ended December 31,
                                   2021                          2020                          2019
                                                  (in thousands, except percentages)
Professional services   $ 3,739,143        99.5  %    $ 2,643,016        99.4  %    $ 2,285,303        99.7  %
Licensing                    15,552         0.4            11,139         0.4             5,081         0.2
Other                         3,449         0.1             5,323         0.2             3,414         0.1
Revenues                $ 3,758,144       100.0  %    $ 2,659,478       100.0  %    $ 2,293,798       100.0  %

See Note 11 "Revenues" in the notes to our consolidated financial statements in this Annual Report on Form 10-K for more information regarding our contract types and related revenue recognition policies.

Cost of Revenues (Exclusive of Depreciation and Amortization)



The principal components of our cost of revenues (exclusive of depreciation and
amortization) are salaries, bonuses, fringe benefits, stock-based compensation,
project-related travel costs and fees for subcontractors who are assigned to
customer projects. Salaries and other compensation expenses of our delivery
professionals are reported as cost of revenues regardless of whether the
employees are actually performing customer services during a given period. Our
employees are a critical asset, necessary for our continued success and
therefore we expect to continue hiring talented employees and providing them
with competitive compensation programs.

We manage the utilization levels of our delivery professionals through strategic
hiring and efficient staffing of projects. Some of these professionals are hired
and trained to work for specific customers or on specific projects and some of
our offshore development centers are dedicated to specific customers or
projects. Our staff utilization also depends on the general economy and its
effect on our customers and their business decisions regarding the use of our
services.

During the year ended December 31, 2021, cost of revenues (exclusive of
depreciation and amortization) was $2,483.7 million, representing an increase of
43.4% from $1,732.5 million reported last year. The increase was primarily due
to an increase in compensation costs as a result of a 28.9% growth in the
average number of production headcount for the year and a higher level of
accrued variable compensation in 2021 as compared to the previous year.

Expressed as a percentage of revenues, cost of revenues (exclusive of
depreciation and amortization) was 66.1% and 65.1% during the years ended
December 31, 2021 and 2020, respectively. The year-over-year increase is
primarily due to a 1.7% increase in personnel-related costs, including
stock-based compensation expense, as a percentage of revenues largely driven by
a higher level of accrued variable compensation during 2021 as compared to the
same period in 2020, partially offset by decreases in travel and entertainment
expenses.

Discussion of cost of revenues (exclusive of depreciation and amortization) from 2020 as compared to 2019 is included in "Part II. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations" of our Annual Report on Form 10-K for the year ended December 31, 2020.

Selling, General and Administrative Expenses



Selling, general and administrative expenses represent expenses associated with
promoting and selling our services and general and administrative functions of
our business. These expenses include the costs of salaries, bonuses, fringe
benefits, stock-based compensation, severance, bad debt, travel, legal and
accounting services, insurance, facilities including operating leases,
advertising and other promotional activities.

Our selling, general and administrative expenses have increased due to our
continuously expanding operations, strategic business acquisitions, and the
hiring of necessary personnel to support our growth. During the year ended
December 31, 2021, selling, general and administrative expenses were $648.7
million, representing an increase of 33.8% as compared to $484.8 million
reported last year. The increase in selling, general and administrative expenses
in 2021 was primarily due to a $136.8 million increase in personnel-related
costs, which include stock-based compensation expense, primarily driven by an
increase in headcount.


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Expressed as a percentage of revenues, selling, general and administrative
expenses decreased 0.9% to 17.3% for the year ended December 31, 2021. The
decrease was primarily attributable to a 1.2% decrease in facility-related
expenses as a percentage of revenues, partially offset by increases in talent
acquisition and development expenses and travel and entertainment expenses as a
percentage of revenues.

Discussion of selling, general and administrative expenses from 2020 as compared
to 2019 is included in "Part II. Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations - Results of Operations" of our
Annual Report on Form 10-K for the year ended December 31, 2020.

Depreciation and Amortization Expense



Depreciation and amortization expense includes depreciation of physical assets
used in the operation of our business such as computer equipment, software,
buildings we purchased, leasehold improvements as well as various office
furniture and equipment. Depreciation and amortization expense also includes
amortization of acquired finite-lived intangible assets.

During the year ended December 31, 2021, depreciation and amortization expense
was $83.4 million, representing an increase of $20.5 million from $62.9 million
reported last year. The increase in depreciation and amortization expense was
primarily driven by an increase in computer equipment to support headcount
growth and amortization of acquired finite-lived intangible assets, which
contributed $5.3 million to the year over year increase in depreciation and
amortization expense. Expressed as a percentage of revenues, depreciation and
amortization expense decreased to 2.2% during the year ended December 31, 2021
as compared to 2.4% in 2020.

Discussion of depreciation and amortization expense from 2020 as compared to
2019 is included in "Part II. Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations - Results of Operations" of our
Annual Report on Form 10-K for the year ended December 31, 2020.

Interest and Other (Loss)/Income, Net



Interest and other (loss)/income, net includes interest earned on cash and cash
equivalents and employee loans, gains and losses from certain financial
instruments, interest expense related to our borrowings and changes in the fair
value of contingent consideration. Interest and other (loss)/income, net
decreased from a gain of $3.8 million during the year ended December 31, 2020 to
a loss of $1.7 million during the year ended December 31, 2021, which is
primarily attributable to a $7.0 million increase in the charge from the change
in fair value of contingent consideration reflecting improved expectations for
the performance of certain acquisitions, partially offset by higher government
grant income in 2021. There were no material changes in interest and other
income, net in 2020 as compared to 2019.

Provision for Income Taxes



Determining the consolidated provision for income tax expense, deferred income
tax assets and liabilities and any potential related valuation allowances
involves judgment. We consider factors that may contribute, favorably or
unfavorably, to the overall annual effective tax rate in the current year as
well as the future. These factors include statutory tax rates and tax law
changes in the countries where we operate and excess tax benefits upon vesting
or exercise of equity awards as well as consideration of any significant or
unusual items.

As a global company, we are required to calculate and provide for income taxes
in each of the jurisdictions in which we operate. During 2021, 2020 and 2019, we
had $404.9 million, $278.1 million and $234.2 million, respectively, in income
before provision for income taxes attributed to our foreign jurisdictions.
Changes in the geographic mix or level of annual pre-tax income can also affect
our overall effective income tax rate.

Our provision for income taxes also includes the impact of provisions
established for uncertain income tax positions, as well as the related net
interest and penalty expense. Tax exposures can involve complex issues and may
require an extended period to resolve. Although we believe we have adequately
reserved for our uncertain tax positions, we cannot provide assurance that the
final tax outcome of these matters will not be different from our current
estimates. We adjust these reserves in light of changing facts and
circumstances, such as the closing of a tax audit, statute of limitation lapse
or the refinement of an estimate. To the extent that the final tax outcome of
these matters differs from the amounts recorded, such differences will impact
the provision for income taxes in the period in which such determination is
made.

The provision for income taxes was $51.7 million in 2021 and $51.3 million in
2020. The increase was primarily driven by the increase in pre-tax income year
over year, partially offset by a significant increase in excess tax benefits
recorded upon vesting or exercise of stock-based awards which were $71.6 million
in 2021 compared to $36.6 million in 2020. The effective tax rate decreased from
13.6% in 2020 to 9.7% in 2021 primarily due to the increase in excess tax
benefits recorded upon vesting or exercise of stock-based awards and tax
benefits of certain one-time tax credits recorded in 2021.

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Discussion of the provision for income taxes from 2020 as compared to 2019 is
included in "Part II. Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations - Results of Operations" of our Annual
Report on Form 10-K for the year ended December 31, 2020.

Foreign Exchange Gain / Loss

For discussion of the impact of foreign exchange fluctuations see "Item 7A. Quantitative and Qualitative Disclosures About Market Risk - Foreign Exchange Risk."



Results by Business Segment

Our operations consist of three reportable segments: North America, Europe, and
Russia. The segments represent components of EPAM for which separate financial
information is available and used on a regular basis by our chief executive
officer, who is also our chief operating decision maker ("CODM"), to determine
how to allocate resources and evaluate performance. Our CODM makes business
decisions based on segment revenues and segment operating profits. Segment
operating profit is defined as income from operations before unallocated costs.
Expenses included in segment operating profit consist principally of direct
selling and delivery costs as well as an allocation of certain shared services
expenses. Certain corporate expenses are not allocated to specific segments as
these expenses are not controllable at the segment level. Such expenses include
certain types of professional fees, certain taxes included in operating
expenses, compensation to non-employee directors and certain other general and
administrative expenses, including compensation of specific groups of
non-production employees. In addition, the Company does not allocate stock-based
compensation, amortization of intangible assets acquired through business
combinations, goodwill and other asset impairment charges, acquisition-related
costs and certain other one-time charges. These unallocated amounts are combined
with total segment operating profit to arrive at consolidated income from
operations.

We manage our business primarily based on the managerial responsibility for the
client base and market. As managerial responsibility for a particular customer
relationship generally correlates with the customer's geographic location, there
is a high degree of similarity between customer locations and the geographic
boundaries of our reportable segments. In some cases, managerial responsibility
for a particular customer is assigned to a management team in another region and
is usually based on the strength of the relationship between customer executives
and particular members of EPAM's senior management team. In such cases, the
customer's activity would be reported through the respective management team
member's reportable segment. Our Europe segment includes our business in the
APAC region, which is managed by the same management team.

Segment revenues from external customers and segment operating profit, before
unallocated expenses, for the North America, Europe and Russia segments for the
years ended December 31, 2021, 2020 and 2019 were as follows:

                                             Year Ended December 31,
                                     2021             2020             2019
                                                 (in thousands)
Segment revenues:
North America                    $ 2,242,248      $ 1,601,820      $ 1,380,944
Europe                             1,350,484          947,305          820,717
Russia                               165,412          110,353           92,137
Total segment revenues           $ 3,758,144      $ 2,659,478      $ 2,293,798
Segment operating profit:
North America                    $   462,798      $   345,196      $   293,757
Europe                               233,727          152,902          114,863
Russia                                32,547            5,811           17,347

Total segment operating profit $ 729,072 $ 503,909 $ 425,967






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North America Segment



During 2021, North America segment revenues increased $640.4 million, or 40.0%,
over last year. Revenues from our North America segment represented 59.7% of
total segment revenues, a decrease from 60.2% reported in the corresponding
period of 2020. During 2021 as compared to 2020, North America segment operating
profits increased $117.6 million, or 34.1%, to $462.8 million. Expressed as a
percentage of revenue, North America segment operating profit decreased to 20.6%
in 2021 as compared to 21.6% in 2020. This decrease is primarily attributable to
increases in personnel-related costs, largely driven by a higher level of
accrued variable compensation.

The following table presents North America segment revenues by industry vertical
for the periods indicated:

                                     Year Ended December 31,                   Change
                                      2021             2020          Dollars        Percentage
Industry Vertical                              (in thousands, except percentages)
Software & Hi-Tech               $    559,707      $   419,895      $ 139,812            33.3  %
Business Information & Media          389,613          334,063         55,550            16.6  %
Financial Services                    361,611          199,594        162,017            81.2  %
Travel & Consumer                     359,306          221,977        137,329            61.9  %
Life Sciences & Healthcare            340,706          260,518         80,188            30.8  %
Emerging Verticals                    231,305          165,773         65,532            39.5  %
    Revenues                     $  2,242,248      $ 1,601,820      $ 640,428            40.0  %


Software & Hi-Tech remained the largest industry vertical in the North America
segment during the year ended December 31, 2021, growing 33.3% as compared to
the prior year, which was a result of the continued focus on working with our
technology customers. During the year ended December 31, 2021, revenues from the
Business Information & Media vertical experienced growth of 16.6% and largely
benefited from expansion of services to several of our existing top 10
customers. Financial services grew 81.2% in 2021 compared to the prior year
primarily due to growth in a wealth management customer that was previously one
of our top 200 customers and is now one of our top 30 customers for the year.
Emerging Verticals experienced 39.5% growth during 2021 compared to the prior
year largely due to an increase in services provided to a customer in the
automotive industry.

Europe Segment



During 2021, Europe segment revenues were $1,350.5 million, reflecting an
increase of $403.2 million, or 42.6%, from last year. Revenues were positively
impacted by changes in foreign currency exchange rates during 2021. Had our
Europe segment revenues been expressed in constant currency terms using the
exchange rates in effect during 2020, we would have reported revenue growth of
39.3%. Revenues from our Europe segment represent 35.9% and 35.6% of total
segment revenues during 2021 and 2020, respectively. During 2021, this segment's
operating profits increased $80.8 million, or 52.9% as compared to last year, to
$233.7 million. Europe's operating profit represented 17.3% of Europe segment
revenues as compared to 16.1% in 2020. Europe segment operating profit was
positively impacted by changes in foreign currency exchange rates, predominantly
the euro and British pound, as well as the recognition of $6.5 million in
revenues from performance obligations satisfied in previous periods, partially
offset by a higher level of accrued variable compensation. During the year ended
December 31, 2020, segment operating profit was negatively impacted by temporary
discounts provided to certain customers experiencing challenging economic
conditions due to the impact of the COVID-19 pandemic.


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The following table presents Europe segment revenues by industry vertical for
the periods indicated:

                                     Year Ended December 31,                   Change
                                       2021             2020         Dollars        Percentage
Industry Vertical                              (in thousands, except percentages)
Financial Services               $      372,394      $ 278,355      $  94,039            33.8  %
Travel & Consumer                       354,041        220,448        133,593            60.6  %
Business Information & Media            275,502        224,922         50,580            22.5  %
Software & Hi-Tech                      102,270         73,288         28,982            39.5  %
Life Sciences & Healthcare               49,900         35,347         14,553            41.2  %
Emerging Verticals                      196,377        114,945         81,432            70.8  %
    Revenues                     $    1,350,484      $ 947,305      $ 403,179            42.6  %


Financial Services remained the largest industry vertical in the Europe segment
during the year ended December 31, 2021. The Europe segment benefited from 60.6%
growth in Travel & Consumer during the year ended December 31, 2021 as compared
to 2020 primarily due to strong demand from several retail customers and
recovery in demand from certain customers in the travel industry. For the year
ended December 31, 2021 as compared to 2020, Business Information & Media
vertical experienced slower relative growth at several clients where revenues
from certain engagements plateaued compared to the prior year. Revenues in
Software & Hi-Tech increased during the year ended December 31, 2021 as compared
to 2020 primarily due to the expansion of services provided to one of our top 20
customers and revenues from companies acquired during 2021.

Russia Segment



During 2021, revenues from our Russia segment increased $55.1 million relative
to 2020 and represent 4.4% of total segment revenues during 2021 compared with
4.2% in 2020. Operating profits of our Russia segment increased $26.7 million as
compared to 2020. Expressed as a percentage of Russia segment revenues, the
segment's operating profits were 19.7% and 5.3% in 2021 and 2020, respectively.
This increase is attributable to a net benefit in 2021 as compared to the
corresponding period of last year from revenues from performance obligations
satisfied in previous periods and a benefit from the change in the valuation of
the Russian ruble relative to the U.S. dollar.

The following table presents Russia segment revenues by industry vertical for
the periods indicated:

                                       Year Ended December 31,                    Change
                                         2021               2020         Dollars       Percentage
Industry Vertical                                (in thousands, except percentages)
Financial Services               $     114,365           $  77,286      $ 37,079            48.0  %
Travel & Consumer                       27,781              16,364        11,417            69.8  %
Software & Hi-Tech                       2,620               3,630        (1,010)          (27.8) %
Business Information & Media             1,826               1,695           131             7.7  %
Life Sciences & Healthcare                 703                 448           255            56.9  %
Emerging Verticals                      18,117              10,930         7,187            65.8  %
    Revenues                     $     165,412           $ 110,353      $ 55,059            49.9  %


Revenues in the Russia segment are generally subject to fluctuations and are
impacted by the timing of revenue recognition associated with the execution of
contracts and the foreign currency exchange rate of the Russian ruble to the
U.S. dollar. Revenues in the Financial Services vertical primarily benefited
from increased revenues from customers in the banking and insurance sector
during 2021 as compared to 2020. Revenues in the Travel & Consumer vertical
benefited in 2021 from increased revenues from a single retailer. There have
been no significant changes in the other individual verticals during 2021 as
compared to 2020.

Currency fluctuations of the Russian ruble typically impact the results in the
Russia segment. Ongoing economic and geopolitical uncertainty in the region and
the volatility of the Russian ruble can significantly impact reported revenues
and profitability in this segment. We continue to monitor geopolitical forces,
economic and trade sanctions, and other issues involving this region.

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Discussion of segment results from 2020 as compared to 2019 is included in "Part
II. Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations - Results of Operations" of our Annual Report on Form 10-K
for the year ended December 31, 2020.

Effects of Inflation



Economies in some countries where we operate have periodically experienced high
rates of inflation. Periods of higher inflation may affect various economic
sectors in those countries and increase our cost of doing business there.
Inflation may increase some of our expenses such as wages. While inflation may
impact our results of operations and financial condition and it is difficult to
accurately measure the impact of inflation, we believe
the effects of inflation on our results of operations and financial condition
are not significant.



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Liquidity and Capital Resources

Capital Resources



Our cash generated from operations has been our primary source of liquidity to
fund operations and investments to support the growth of our business. As of
December 31, 2021, our principal sources of liquidity were cash and cash
equivalents totaling $1,446.6 million, as well as $675.0 million of available
borrowings under our revolving credit facility. See Note 9 "Debt" in the notes
to our consolidated financial statements in this Annual Report on Form 10-K for
information regarding the terms of our revolving credit facility and information
about debt.

Cash Flows

The following table summarizes our cash flows for the periods indicated:

For the Years Ended December 31,


                                                                       2021                  2020                2019
                                                                                      (in thousands)
Consolidated Statements of Cash Flow Data:
Net cash provided by operating activities                         $    572,327          $   544,407          $ 287,453
Net cash used in investing activities                                 (368,924)            (167,154)          (145,369)
Net cash (used in)/provided by financing activities                    (59,557)                (765)            20,363

Effect of exchange rate changes on cash, cash equivalents and restricted cash

                                                        (18,032)               9,357              3,530

Net increase in cash, cash equivalents and restricted cash $ 125,814 $ 385,845 $ 165,977 Cash, cash equivalents and restricted cash, beginning of period 1,323,533

              937,688            771,711

Cash, cash equivalents and restricted cash, end of period $ 1,449,347 $ 1,323,533 $ 937,688

Operating Activities



Net cash provided by operating activities during the year ended December 31,
2021 increased $27.9 million, or 5.1%, to $572.3 million, as compared to 2020
primarily driven by the increase in net income as well as an increase in accrued
variable compensation expense in 2021. The increase was partially offset by an
increase in accounts receivable during 2021, largely attributable to the 41.3%
growth in revenue in 2021 as compared to 2020.

Investing Activities



Net cash used in investing activities during the year ended December 31, 2021
was $368.9 million compared to $167.2 million used in the same period in 2020.
The cash used in investing activities was primarily attributable to $315.0
million used during 2021 for the acquisitions of businesses, net of cash
acquired, compared to $18.9 million used for the acquisitions of businesses, net
of cash acquired, during 2020. Cash used for capital expenditures was $111.5
million in 2021 compared to cash used for capital expenditures of $68.8 million
during the comparable period in 2020. Additionally, net cash used in investing
activities was positively impacted by the maturity of $60.0 million of time
deposits during 2021 and negatively impacted by the $60.0 million use of cash to
purchase these time deposits during 2020. Furthermore, $2.5 million was used for
purchases of non-marketable securities during 2021 compared to $20.5 million
used in 2020.

Financing Activities

During the year ended December 31, 2021, net cash used in financing activities
was $59.6 million, compared to $0.8 million net cash used in financing
activities in 2020. During 2021, we received cash from the exercises of stock
options issued under our long-term incentive plans of $26.3 million, compared to
$26.4 million received in the corresponding period of 2020. These cash inflows
were offset by cash used for the payments of withholding taxes related to net
share settlements of restricted stock units of $41.6 million in 2021, compared
to $20.1 million paid in 2020. Additionally, the year ended December 31, 2021
included payments of $40.2 million attributable to the acquisition-date fair
value of contingent consideration compared to payments of $7.0 million
attributable to acquisition-date fair value of contingent consideration during
the year ended December 31, 2020.

Discussion of the comparison of the cash flows between 2020 and 2019 is included
in "Part II. Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations - Liquidity and Capital Resources" of our Annual
Report on Form 10-K for the year ended December 31, 2020.

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Future Capital Requirements



We believe that our existing cash and cash equivalents combined with our
expected cash flow from operations will be sufficient to meet our projected
operating and capital expenditure requirements for at least the next twelve
months and that we possess the financial flexibility to execute our strategic
objectives, including the ability to make acquisitions and strategic investments
in the foreseeable future. However, our ability to generate cash is subject to
our performance, general economic conditions, industry trends and other factors
including the impact of the COVID-19 pandemic as described elsewhere in this
MD&A. To the extent that existing cash and cash equivalents and operating cash
flow are insufficient to fund our future activities and requirements, we may
need to raise additional funds through public or private equity or debt
financing. If we issue equity securities in order to raise additional funds,
substantial dilution to existing stockholders may occur. If we raise cash
through the issuance of additional indebtedness, we may be subject to additional
contractual restrictions on our business. There is no assurance that we would be
able to raise additional funds on favorable terms or at all.

Borrowings

See Note 8 "Leases" and Note 9 "Debt" in the notes to our consolidated financial statements in this Annual Report on Form 10-K.

Off-Balance Sheet Commitments and Arrangements



We do not have any material obligations under guarantee contracts or other
contractual arrangements other than as disclosed in Note 15 "Commitments and
Contingencies" in the notes to our consolidated financial statements in this
Annual Report on Form 10-K. We have not entered into any transactions with
unconsolidated entities where we have financial guarantees, subordinated
retained interests, derivative instruments, or other contingent arrangements
that expose us to material continuing risks, contingent liabilities, or any
other obligation under a variable interest in an unconsolidated entity that
provides financing, liquidity, market risk, or credit risk support to us, or
engages in leasing, hedging, or research and development services with us.

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