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



You should read the following discussion in conjunction with our Annual Report
on Form 10-K for the year ended December 31, 2021, as well as our Consolidated
Financial Statements and notes thereto included in this Quarterly Report on Form
10-Q.

Executive Summary

Overview

Insperity, Inc. ("Insperity," "we," "our," and "us") provides an array of human
resources ("HR") and business solutions designed to help improve business
performance. Our most comprehensive HR services offerings are provided through
our professional employer organization ("PEO") services, known as Workforce
Optimization® and Workforce SynchronizationTM solutions (together, our "PEO HR
Outsourcing solutions"), which we provide by entering into a co-employment
relationship with our clients. Our PEO HR Outsourcing solutions encompass a
broad range of HR functions, including payroll and employment administration,
employee benefits, workers' compensation, government compliance, performance
management, and training and development services, along with our cloud-based
human capital management solution, the Insperity PremierTM platform.

COVID-19 Pandemic



The effects of the COVID-19 pandemic, including actions taken by businesses and
governments, have resulted in significant changes in U.S. economic activity and
to the workplace in general. While uncertainties continue regarding the
pandemic, including its duration, future variants, and its longer-term impacts,
we believe that we are positioned to continue to adjust our business plans and
workforce practices as conditions change. In response to the pandemic's impact
on the workplace, we implemented flexible remote working arrangements for our
employees. To serve our clients, we have instituted a number of service
offerings and developed COVID-19 resources to assist clients with obtaining
government provided tax credits, tax deferrals, loans and loan forgiveness and
to provide guidance to assist clients with addressing the challenges faced by
employers as a result of the pandemic. These service offerings and guidance to
assist clients with the impacts of the pandemic include additional benefits
support; remote workforce transition; monitoring and educating on regulatory
changes, including vaccine mandates; return to the workplace; and workplace
safety.

In the first quarter of 2022 ("Q1 2022"), the average number of WSEEs paid per
month increased 19.5% year-over-year as the Q1 2022 increase in WSEEs paid at
existing clients combined with WSEEs paid from new sales and client retention
all exceeded the first quarter of 2021 ("Q1 2021") levels. We expect the average
number of paid WSEEs per month to increase between 18% and 19% in the second
quarter of 2022 as compared to the second quarter of 2021, which, if achieved,
would equate to the average number of paid WSEEs per month growing 3% to 4%
sequentially from the first quarter of 2022.

We experienced a 7.4% increase in the year-over-year benefits costs per covered
employee during Q1 2022 as compared to Q1 2021. During Q1 2021, we experienced a
1.8% increase in the year-over-year benefits costs per covered employee as
compared to Q1 2020. During 2022 and possibly beyond 2022, benefits costs are
expected to continue to be affected by the dynamics of the pandemic, including
the impact on healthcare utilization and incremental COVID-19 testing,
vaccination and treatment costs. This may result in a higher level of healthcare
claims costs than our historical claim cost trends. While we have experienced a
reduced frequency in workers' compensation claims during the COVID-19 pandemic,
the COVID-19 pandemic has not had a material impact on our workers' compensation
cost estimate; however, the ultimate impact of COVID-19 on our workers'
compensation program remains uncertain.

The extent to which our future results are affected by the COVID-19 pandemic
will depend on various factors and consequences beyond our control, such as the
scope, duration and magnitude of the pandemic, impacts of changes in or variants
of the COVID-19 virus, actions by businesses and governments in response to the
pandemic, including programs designed to assist small and medium-sized
businesses with the economic impact of the pandemic; and the speed and
effectiveness of responses to combat the virus, including the development,
availability and acceptance of therapeutics and vaccines. See Item 1A. "Risk
Factors" included in Part I of our Annual Report on Form 10-K for teh year ended
December 31, 2021.

Insperity | 2022 First Quarter Form 10-Q 18

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


2022 Highlights

First Quarter 2022 Compared to First Quarter 2021

•Average number of WSEEs paid per month increased 19.5%

•Net income and diluted earnings per share ("diluted EPS") increased 12.9% and 13.2% to $69.9 million and $1.80, respectively

•Adjusted EPS increased 9.3% to $1.99

•Adjusted EBITDA increased 13.8% to $118.6 million

Key Financial and Statistical Data



                                                                   Three 

Months Ended


                                                                       March 31,
(in thousands, except per share, WSEE and statistical data)                  2022           2021           % Change

Financial data:
Revenues                                                                $ 1,577,837    $ 1,286,835               22.6  %
Gross profit                                                                285,774        251,445               13.7  %
Operating expenses                                                          187,379        167,621               11.8  %
Operating income                                                             98,395         83,824               17.4  %
Other expense                                                                (1,777)        (1,056)              68.3  %
Net income                                                                   69,884         61,922               12.9  %
Diluted EPS                                                                    1.80           1.59               13.2  %

Non-GAAP financial measures(1):
Adjusted net income                                                     $    77,006    $    70,766                8.8  %
Adjusted EBITDA                                                             118,573        104,236               13.8  %
Adjusted EPS                                                                   1.99           1.82                9.3  %

Average WSEEs paid                                                          278,660        233,170               19.5  %

Statistical data (per WSEE per month):
Revenues(2)                                                             $     1,887    $     1,840                2.6  %
Gross profit                                                                    342            359               (4.7) %
Operating expenses                                                              224            240               (6.7) %
Operating income                                                                118            120               (1.7) %
Net income                                                                       84             89               (5.6) %

____________________________________

(1)Please read "Non-GAAP Financial Measures" for a reconciliation of the non-GAAP financial measures to their most directly comparable financial measures calculated and presented in accordance with GAAP.

(2)Revenues per WSEE per month are comprised of gross billings per WSEE per month less WSEE payroll costs per WSEE per month as follows:



                                  Three Months Ended March 31,
(per WSEE per month)                                      2022       2021
Gross billings                                         $ 12,390   $ 11,509
Less: WSEE payroll cost                                  10,503      9,669
Revenues                                               $  1,887   $  1,840

Insperity | 2022 First Quarter Form 10-Q 19

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Results of Operations

Key Operating Metrics

We monitor certain key metrics to measure our performance, including:



•WSEEs

•Adjusted EBITDA

•Adjusted EPS

Our growth in the number of WSEEs paid is affected by three primary sources: new client sales, client retention and the net change in WSEEs paid at existing clients through new hires and layoffs.




•During Q1 2022, WSEEs paid increased 19.5% compared to Q1 2021. The number of
WSEEs paid from new client sales, the net gain (loss) in our client base and
client retention all improved compared to Q1 2021.


                             Average WSEEs Paid and
                        Year-over-Year Growth Percentage
                     [[Image Removed: nsp-20220331_g2.jpg]]

Insperity | 2022 First Quarter Form 10-Q 20

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


                                 Adjusted EBITDA and
                          Year-over-Year Growth Percentage
                                   (in thousands)


                     [[Image Removed: nsp-20220331_g3.jpg]]

            Adjusted EPS and
    Year-over-Year Growth Percentage
           (amounts per share)


                     [[Image Removed: nsp-20220331_g4.jpg]]

Revenues

Our PEO HR Outsourcing solutions revenues are primarily derived from our gross
billings, which are based on (1) the payroll cost of our WSEEs and (2) a monthly
markup component.

Our revenues are primarily dependent on the number of clients enrolled, the
resulting number of WSEEs paid each period and the number of WSEEs enrolled in
our benefit plans. Because our monthly markup is computed in part as a
percentage of payroll cost, certain revenues are also affected by the payroll
cost of WSEEs, which may fluctuate based on the composition of the WSEE base,
inflationary effects on wage levels and differences in the local economies of
our markets.

Insperity | 2022 First Quarter Form 10-Q 21

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


                                  Revenue and
                        Year-over-Year Growth Percentage
                                 (in thousands)
                     [[Image Removed: nsp-20220331_g5.jpg]]

First Quarter 2022 Compared to First Quarter 2021

Our revenues for Q1 2022 were $1.6 billion, an increase of 22.6%, primarily due to the following:

•Average WSEEs paid increased 19.5%.

•Revenues per WSEE per month increased 2.6%, or $47.

We provide our PEO HR Outsourcing solutions to small and medium-sized businesses throughout the United States. Our PEO HR Outsourcing solutions revenue distribution by region follows:


                 PEO HR Outsourcing Solutions Revenue by Region
                                 (in thousands)

[[Image Removed: nsp-20220331_g6.jpg]] [[Image Removed: nsp-20220331_g7.jpg]] ________________________________________________________

(1)The Southwest region includes Texas.

Insperity | 2022 First Quarter Form 10-Q 22

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS



The percentage of total PEO HR Outsourcing solutions revenue in our significant markets includes the following:


                              Significant Markets
 [[Image Removed: nsp-20220331_g8.jpg]]  [[Image Removed: nsp-20220331_g9.jpg]]
We believe the middle market sector, which we generally define as those
companies with employees ranging from approximately 150 to 5,000 WSEEs, has
historically been under-served by the PEO industry. Currently, we have a
dedicated sales management, service personnel, and consulting staff who
concentrate solely on the middle market sector. Our average number of WSEEs per
month in our middle market sector increased 23.1% during Q1 2022 compared to Q1
2021, representing approximately 24.0% and 23.3% of our total average paid WSEEs
during Q1 2022 and Q1 2021, respectively.

Gross Profit



In determining the pricing of the markup component of our gross billings, we
take into consideration our estimates of the costs directly associated with our
WSEEs, including payroll taxes, benefits and workers' compensation costs, plus
an acceptable gross profit margin. As a result, our operating results are
significantly impacted by our ability to accurately estimate, control and manage
our direct costs relative to the revenues derived from the markup component of
our gross billings.

Our gross profit per WSEE is primarily determined by our ability to accurately
estimate and control direct costs and our ability to incorporate changes in
these costs into the gross billings charged to PEO HR Outsourcing solutions
clients, which are subject to pricing arrangements that are typically renewed
annually. We use gross profit per WSEE per month as our principal measurement of
relative performance at the gross profit level.

Insperity | 2022 First Quarter Form 10-Q 23

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


            Gross Profit and
    Year-over-Year Growth Percentage
             (in thousands)


                    [[Image Removed: nsp-20220331_g10.jpg]]

   Gross Profit per WSEE per Month and
    Year-over-Year Growth Percentage


                    [[Image Removed: nsp-20220331_g11.jpg]]

First Quarter 2022 Compared to First Quarter 2021



Gross profit for Q1 2022 increased 13.7% to $285.8 million compared to $251.4
million in Q1 2021. Gross profit per WSEE per month for Q1 2022 decreased $17 to
$342 compared to $359 in Q1 2021 due primarily to higher direct costs, offset in
part by higher average pricing, as discussed below.

Our pricing objectives attempt to achieve a level of revenue per WSEE that matches or exceeds changes in primary direct costs and operating expenses. Our revenues per WSEE per month increased $47 due to higher average pricing.



The net decrease in direct costs between Q1 2022 and Q1 2021 attributable to the
changes in cost estimates for benefits and workers' compensation totaled $6.4
million as discussed below. The $64 per WSEE per month increase in direct costs
is due primarily to the direct cost components changes as follows:

Insperity | 2022 First Quarter Form 10-Q 24

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Benefits costs

•The cost of group health insurance and related employee benefits increased $35 per WSEE per month and increased 7.4% on a cost per covered employee basis.

•The percentage of WSEEs covered under our health insurance plans was 66.3% in Q1 2022 compared to 67.8% in Q1 2021.



•Reported results include changes in estimated claims run-off related to prior
periods, which was an increase in costs of $0.8 million, or $1 per WSEE per
month, in Q1 2022 compared to an increase in costs of $5.5 million, or $8 per
WSEE per month, in Q1 2021.

Please read Note 2 to the Consolidated Financial Statements, "Accounting Policies - Health Insurance Costs," for a discussion of our accounting for health insurance costs.

Workers' compensation costs

Our continued discipline around our client selection, safety and claims management has allowed for claims within our policy periods to be closed out at amounts below our original cost estimates.

•Workers' compensation costs decreased 3.4%, or $4 per WSEE per month, in Q1 2022 compared to Q1 2021 on a 27.2% increase in non-bonus payroll costs.

•As a percentage of non-bonus payroll cost, workers' compensation costs were 0.20% in Q1 2022 and 0.26% Q1 2021.



•We recorded a reduction in workers' compensation costs of $14.9 million, or
0.22% of non-bonus payroll costs, in Q1 2022 compared to a reduction of $13.2
million, or 0.25% of non-bonus payroll costs, in Q1 2021, primarily as a result
of closing out claims at lower than expected costs.

Please read Note 2 to the Consolidated Financial Statements, "Accounting Policies - Workers' Compensation Costs," for a discussion of our accounting for workers' compensation costs.



Payroll tax costs

•Payroll taxes increased 25.4% on a 29.8% increase in payroll costs, or $37 per
WSEE per month, primarily due to the non-recurrence of the Q1 2021 collection of
a $5.5 million federal payroll tax refund related to a prior year.

•Payroll taxes as a percentage of payroll costs decreased to 7.5% in Q1 2022 compared to 7.8% Q1 2021.



Operating Expenses

•Salaries, wages and payroll taxes - Salaries, wages and payroll taxes ("Salaries") are primarily a function of the number of corporate employees, their associated average pay and any additional incentive compensation.

•Stock-based compensation - Our stock-based compensation relates to the recognition of non-cash compensation expense over the requisite service period of time-vested and performance-based awards.

•Commissions - Commissions expense consists primarily of amounts paid to sales managers and other sales personnel, including business performance advisors ("BPAs"), as well as, channel referral fees. Commissions are based on new accounts sold and a percentage of revenue generated by such personnel.

•Advertising - Advertising expense primarily consists of media advertising and other business promotions in our current and anticipated sales markets.

•General and administrative expenses - Our general and administrative expenses primarily include:

•rent expenses related to our service centers and sales offices

•outside professional service fees related to legal, consulting and accounting services

•administrative costs, such as postage, printing and supplies

Insperity | 2022 First Quarter Form 10-Q 25

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


•employee travel and training expenses

•technology and facility costs, including repairs, maintenance and software-as-a-service ("SaaS") licensing costs

•Depreciation and amortization - Depreciation and amortization expense is primarily a function of our capital investments in corporate facilities, service centers, sales offices, software development and technology infrastructure.

First Quarter 2022 Compared to First Quarter 2021



The following table presents certain information related to our operating
expenses:

                                                      Three Months Ended March 31,
                                                                                   per WSEE
(in thousands, except per WSEE)        2022        2021      % Change      2022    2021    % Change

Salaries                            $ 107,439   $ 103,075       4.2  %    $ 129   $ 147     (12.2) %
Stock-based compensation                9,846      11,822     (16.7) %       12      17     (29.4) %
Commissions                            10,310       7,719      33.6  %       12      11       9.1  %
Advertising                             8,595       5,322      61.5  %       10       8      25.0  %
General and administrative             41,005      31,636      29.6  %       49      45       8.9  %
Depreciation and amortization          10,184       8,047      26.6  %       12      12         -
Total operating expenses            $ 187,379   $ 167,621      11.8  %    $ 224   $ 240      (6.7) %


Operating expenses for Q1 2022 increased 11.8% to $187.4 million compared to
$167.6 million in Q1 2021. Operating expenses per WSEE per month for Q1 2022
decreased 6.7% to $224 compared to $240 in Q1 2021.

•Salaries of corporate and sales staff for Q1 2022 increased 4.2% to $107.4
million, but decreased $18 on a per WSEE per month basis, compared to Q1 2021,
on the 19.5% increase in WSEEs paid per month.

•Stock-based compensation expense for Q1 2022 decreased 16.7% to $9.8 million,
or $5 per WSEE per month, compared to Q1 2021. The decrease was primarily due to
the non-recurrence of stock-based compensation expense related to our 2020
short-term performance based awards that vested in Q1 2021.

•Commissions expense for Q1 2022 increased 33.6% to $10.3 million, or $1 per
WSEE per month, compared to Q1 2021. The increase was primarily due to
commissions associated with our PEO HR Outsourcing solutions, including a new
incentive program for our BPAs, as well as an increase in the amount of sales
channel referral fees paid during 2022.

•Advertising expense for Q1 2022 increased 61.5% to $8.6 million, or $2 per WSEE
per month, compared to Q1 2021. The increase was primarily due to increases in
radio, print and digital advertising and sponsorship costs.

•General and administrative expenses for Q1 2022 increased 29.6% to $41.0 million, or $4 per WSEE per month, compared to Q1 2021. The increase was primarily due to increased travel and event costs.



•Depreciation and amortization expense for Q1 2022 increased 26.6% to $10.2
million, but remained flat on a per WSEE per month basis, compared to Q1 2021.
The increase was primarily due to the completion of a new facility on our
corporate campus and increased capital expenditures related to software
development costs.

Other Income (Expense)

Other Income (expense) for Q1 2022 was net expense of $1.8 million compared to net expense of $1.1 million in Q1 2021.

Insperity | 2022 First Quarter Form 10-Q 26

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Income Tax Expense

                                       Three Months Ended March 31,
                                                            2022         2021

Effective income tax rate                                   27.7%        25.2%


For the three months ended March 31, 2022, our provision for income taxes
differed from the U.S. statutory rate primarily due to state income taxes,
non-deductible expenses and vesting of restricted and long-term incentive stock
awards. During the first three months of 2022 and 2021, we recognized an income
tax benefit of $0.5 million and $2.2 million, respectively, related to the
vesting of short-term, long-term incentive, and restricted stock awards.

Non-GAAP Financial Measures



Non-GAAP financial measures are not prepared in accordance with GAAP and may be
different from non-GAAP financial measures used by other companies. Non-GAAP
financial measures should not be considered as a substitute for, or superior to,
measures of financial performance prepared in accordance with GAAP. Investors
are encouraged to review the reconciliation of the non-GAAP financial measures
used to their most directly comparable GAAP financial measures as provided in
the tables below.

Non-GAAP Measure         Definition                                  

Benefit of Non-GAAP Measure Non-bonus payroll cost Non-bonus payroll cost is a non-GAAP Our management refers to non-bonus


                         financial measure that excludes the impact  

payroll cost in analyzing, reporting


                         of bonus payrolls paid to our WSEEs.        and 

forecasting our workers'

compensation costs.


                         Bonus payroll cost varies from period to
                         period, but has no direct impact to our     We 

include these non-GAAP financial


                         ultimate workers' compensation costs under  

measures because we believe they are


                         the current program.                        useful 

to investors in allowing for

greater transparency related to the


                                                                     costs 

incurred under our current


                                                                     workers' compensation program.
Adjusted cash, cash      Excludes funds associated with:
equivalents and          • federal and state income tax
marketable securities    withholdings,
                         • employment taxes,
                         • other payroll deductions, and
                         • client prepayments.                       We

believe that the exclusion of the

identified items helps us reflect the

fundamentals of our underlying business


                                                                     model and analyze results against our
EBITDA                   Represents net income computed in           

expectations, against prior periods,


                         accordance with GAAP, plus:                 and to 

plan for future periods by


                         • interest expense,                         

focusing on our underlying operations.


                         • income tax expense,                       We 

believe that the adjusted results


                         • depreciation and amortization expense,    

provide relevant and useful information


                         and                                         for 

investors because they allow


                         • amortization of SaaS implementation costs 

investors to view performance in a


                                                                     manner similar to the method used by
Adjusted EBITDA          Represents EBITDA plus:                     

management and improves their ability


                         • non-cash stock-based compensation.        to 

understand and assess our operating


                                                                     performance. Adjusted EBITDA is used by
Adjusted net income      Represents net income computed in           our 

lenders to assess our leverage and


                         accordance with GAAP, excluding:            

ability to make interest payments.


                         • non-cash stock-based compensation.

Adjusted EPS             Represents diluted net income per share
                         computed in accordance with GAAP,
                         excluding:
                         • non-cash stock-based compensation.

Insperity | 2022 First Quarter Form 10-Q 27

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Following is a reconciliation of payroll cost (GAAP) to non-bonus payroll costs
(non-GAAP):

                                                         Three Months Ended March 31,
                                                                2022                         2021
(in thousands, except per WSEE per month)                                               Per WSEE                         Per WSEE

Payroll cost                                                            $ 8,780,068    $ 10,503          $ 6,763,587    $ 9,669
Less: Bonus payroll cost                                                  1,983,853       2,373            1,420,475      2,031
Non-bonus payroll cost                                                  $ 6,796,215    $  8,130          $ 5,343,112    $ 7,638
% Change period over period                                                    27.2  %      6.4  %               3.6  %     5.8  %

Following is a reconciliation of cash, cash equivalents and marketable securities (GAAP) to adjusted cash, cash equivalents and marketable securities (non-GAAP):



(in thousands)                                             March 31, 2022           December 31, 2021

Cash, cash equivalents and marketable securities $ 609,264

     $          607,603
Less:
Amounts payable for withheld federal and state income
taxes, employment taxes and other payroll deductions           338,278                     424,800
Client prepayments                                             117,807                      20,054

Adjusted cash, cash equivalents and marketable $ 153,179

     $          162,749
securities


Following is a reconciliation of net income (GAAP) to EBITDA (non-GAAP) and
adjusted EBITDA (non-GAAP):

                                                             Three Months Ended March 31,
                                                                     2022                       2021
(in thousands, except per WSEE per month)                                                  Per WSEE                       Per WSEE

Net income                                                                   $  69,884    $     84          $  61,922    $     89
Income tax expense                                                              26,734          32             20,846          30
Interest expense                                                                 1,925           2              1,599           2
Depreciation and amortization                                                   10,184          12              8,047          11
EBITDA                                                                         108,727         130             92,414         132
Stock-based compensation                                                         9,846          12             11,822          17

Adjusted EBITDA                                                              $ 118,573    $    142          $ 104,236    $    149
% Change period over period                                                       13.8  %     (4.7) %             2.9  %      4.9  %


Following is a reconciliation of net income (GAAP) to adjusted net income
(non-GAAP):

                                            Three Months Ended March 31,
(in thousands)                                                     2022        2021

Net income                                                      $ 69,884    $ 61,922
Non-GAAP adjustments:
Stock-based compensation                                           9,846      11,822

Tax effect                                                        (2,724)     (2,978)
Total non-GAAP adjustments, net                                    7,122       8,844
Adjusted net income                                             $ 77,006    $ 70,766
% Change period over period                                          8.8  %      5.8  %

Insperity | 2022 First Quarter Form 10-Q 28

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Following is a reconciliation of diluted EPS (GAAP) to adjusted EPS (non-GAAP):

                                                  Three Months Ended March 31,
      (amounts per share)                                                 2022      2021

      Diluted EPS                                                       $ 1.80    $ 1.59
      Non-GAAP adjustments:
      Stock-based compensation                                            0.25      0.30

      Tax effect                                                        

(0.06) (0.07)


      Total non-GAAP adjustments, net                                    

0.19 0.23


      Adjusted EPS                                                      $

1.99 $ 1.82


      % Change period over period                                         

9.3 % 7.1 %

Liquidity and Capital Resources



We periodically evaluate our liquidity requirements, capital needs and
availability of resources in view of, among other things, our expansion plans,
stock repurchases, potential acquisitions, debt service requirements and other
operating cash needs. To meet short-term liquidity requirements, which are
primarily the payment of direct costs and operating expenses, we rely primarily
on cash from operations. Longer-term projects, large stock repurchases or
significant acquisitions may be financed with public or private debt or equity.
We have a $500 million revolving credit facility ("Facility") with a syndicate
of financial institutions. The Facility is available for working capital and
general corporate purposes, including acquisitions and stock repurchases. We
have in the past sought, and may in the future seek, to raise additional capital
or take other steps to increase or manage our liquidity and capital resources.

We had $609.3 million in cash, cash equivalents and marketable securities at
March 31, 2022, of which approximately $338.3 million was payable in early April
2022 for withheld federal and state income taxes, employment taxes and other
payroll deductions, and approximately $117.8 million represented client
prepayments that were payable in April 2022. At March 31, 2022, we had working
capital of $145.3 million compared to $116.3 million at December 31, 2021. We
currently believe that our cash on hand, marketable securities, cash flows from
operations and availability under the Facility will be adequate to meet our
liquidity requirements for the remainder of 2022. We intend to rely on these
same sources, as well as public and private debt or equity financing, to meet
our longer-term liquidity and capital needs, which we continually monitor in
light of our strategic goals and the significant uncertainty related to the
ongoing impacts of the COVID-19 pandemic.

As of March 31, 2022, we had an outstanding letter of credit and borrowings totaling $370.4 million under the Facility. Please read Note 5 to the Consolidated Financial Statements, "Long-Term Debt," for additional information.

Cash Flows from Operating Activities



Net cash provided by operating activities in the first three months of 2022 was
$58.8 million. Our primary source of cash from operations is the comprehensive
service fee and payroll funding we collect from our clients. Our cash and cash
equivalents, and thus our reported cash flows from operating activities, are
significantly impacted by various external and internal factors, which are
reflected in part by the changes in our balance sheet accounts. These include
the following:

•Timing of client payments / payroll taxes - We typically collect our
comprehensive service fee, along with the client's payroll funding, from clients
no later than the same day as the payment of WSEE payrolls and associated
payroll taxes. Therefore, the last business day of a reporting period has a
substantial impact on our reporting of operating cash flows. For example, many
WSEEs are paid on Fridays; therefore, operating cash flows decrease in the
reporting periods that end on a Friday or a Monday. In the period ended
March 31, 2022, the last business day of the reporting period was a Thursday,
client prepayments were $117.8 million and employment taxes and other deductions
were $338.3 million. In the period ended March 31, 2021, the last business day
of the reporting period was a Wednesday, client prepayments were $58.9 million
and employment taxes and other deductions were $273.5 million.

Insperity | 2022 First Quarter Form 10-Q 29

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MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS


•Medical plan funding - Our health care contract with United establishes
participant cash funding rates 90 days in advance of the beginning of a
reporting quarter. Therefore, changes in the participation level of the United
plan have a direct impact on our operating cash flows. In addition, changes to
the funding rates, which are solely determined by United based primarily upon
recent claim history and anticipated cost trends, also have a significant impact
on our operating cash flows. As of March 31, 2022, premiums owed and cash funded
to United have exceeded the costs of the United plan, resulting in a $13.3
million surplus, $4.3 million of which is reflected as a current asset, and $9.0
million of which is reflected as a long-term asset on our Condensed Consolidated
Balance Sheets. The premiums, including an additional quarterly premium, owed to
United at March 31, 2022, were $55.0 million, which is included in accrued
health insurance costs, a current liability, on our Condensed Consolidated
Balance Sheets.

•Operating results - Our adjusted net income has a significant impact on our
operating cash flows. Our adjusted net income increased 8.8% to $77.0 million in
the first three months ended March 31, 2022, compared to $70.8 million in the
first three months ended March 31, 2021. Please read "Results of Operations -
First Three Months 2022 Compared to First Three Months 2021."

Cash Flows from Investing Activities

Net cash flows used in investing activities were $5.9 million for the three months ended March 31, 2022, primarily due to property and equipment purchases of $4.7 million.

Cash Flows from Financing Activities



Net cash flows used in financing activities were $43.9 million for the three
months ended March 31, 2022. We paid $17.2 million in dividends and repurchased
or withheld $27.4 million in stock.

Insperity | 2022 First Quarter Form 10-Q 30

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QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK AND CONTROLS AND PROCEDURES

Item 3. Quantitative and Qualitative Disclosures About Market Risk



We are primarily exposed to market risks from fluctuations in interest rates and
the effects of those fluctuations on the market values of our cash equivalent
short-term investments, our available-for-sale marketable securities and our
borrowings under our Facility, which bears interest at a variable market rate.
As of March 31, 2022, we had outstanding letters of credit and borrowings
totaling $370.4 million under the Facility. Please read Note 5 to the
Consolidated Financial Statements, "Long-Term Debt," for additional information.

The cash equivalent short-term investments consist primarily of overnight
investments, which are not significantly exposed to interest rate risk, except
to the extent that changes in interest rates will ultimately affect the amount
of interest income earned on these investments. Our available-for-sale
marketable securities are subject to interest rate risk because these securities
generally include a fixed interest rate. As a result, the market values of these
securities are affected by changes in prevailing interest rates.

We attempt to limit our exposure to interest rate risk primarily through
diversification and low investment turnover. Our investment policy is designed
to maximize after-tax interest income while preserving our principal investment.
As a result, our marketable securities consist of tax-exempt short term and
intermediate term debt securities, which are primarily U.S. Government
Securities.

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