What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2024-05-22 compared with 2024-02-21 · 129 added, 57 removed, 337 unchanged (36% of the section changed)

3 unchanged sentences

(in thousands, except per share amounts)

Three Months Ended

February 3, 2024 January 28, 2023

Three Months Ended Six Months Ended

May 4, 2024 April 29, 2023 May 4, 2024 April 29, 2023

Revenue $ 2,159,039 $ 3,262,930 $ 4,671,743 $ 6,512,560

25 unchanged sentences

(in thousands)

Three Months Ended

February 3, 2024 January 28, 2023

Three Months Ended Six Months Ended

May 4, 2024 April 29, 2023 May 4, 2024 April 29, 2023

Net income $ 302,242 $ 977,656 $ 764,969 $ 1,939,130

1 unchanged sentence

Change in fair value of derivative instruments designated as cash flow hedges, net 1,306 ( 2,109 ) 9,326 23,358

Changes in pension plans, net actuarial gain/loss and foreign currency translation adjustments, net ( 1,388 ) 452

Other comprehensive income 7,017 28,418

Changes in pension plans, net 2,514 344 1,126 796

Other comprehensive income (loss) 4,084 ( 2,629 ) 11,101 25,789

Comprehensive income $ 306,326 $ 975,027 $ 776,070 $ 1,964,919

3 unchanged sentences

(in thousands, except share and per share amounts)

February 3, 2024 October 28, 2023

May 4, 2024 October 28, 2023

Current Assets

Cash and cash equivalents $ 1,939,695 $ 958,061

Short-term investments 424,117 —

Accounts receivable 1,004,628 1,469,734

37 unchanged sentences

(in thousands)

Three Months Ended February 3, 2024

Three Months Ended May 4, 2024

Capital in Accumulated

1 unchanged sentence

Shares Amount Par Value Earnings Loss

BALANCE, OCTOBER 28, 2023

BALANCE, FEBRUARY 3, 2024

495,908 $ 82,653 $ 25,253,256 $ 10,393,449 $ ( 181,285 )

5 unchanged sentences

Common stock repurchased ( 1,178 ) ( 196 ) ( 222,185 )

BALANCE, FEBRUARY 3, 2024

BALANCE, MAY 4, 2024

496,217 $ 82,704 $ 25,103,737 $ 10,239,549 $ ( 177,201 )

Three Months Ended January 28, 2023

Six Months Ended May 4, 2024

Capital in Accumulated

2 unchanged sentences

BALANCE, OCTOBER 28, 2023

496,262 $ 82,712 $ 25,313,914 $ 10,356,798 $ ( 188,302 )

Net income 764,969

4 unchanged sentences

Common stock repurchased ( 2,208 ) ( 368 ) ( 402,364 )

BALANCE, MAY 4, 2024

496,217 $ 82,704 $ 25,103,737 $ 10,239,549 $ ( 177,201 )

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

(in thousands)

Three Months Ended April 29, 2023

Capital in Accumulated

Common Stock Excess of Retained Comprehensive

Shares Amount Par Value Earnings Loss

BALANCE, JANUARY 28, 2023 505,852 $ 84,306 $ 27,319,566 $ 9,297,347 $ ( 169,734 )

Net income 977,656

Dividends declared and paid - $ 0.86 per share

Issuance of stock under stock plans and other 1,764 294 25,480

Stock-based compensation expense 69,102

Other comprehensive loss ( 2,629 )

Common stock repurchased ( 6,198 ) ( 1,029 ) ( 1,151,922 )

BALANCE, APRIL 29, 2023

501,418 $ 83,571 $ 26,262,226 $ 9,839,790 $ ( 172,363 )

Six Months Ended April 29, 2023

Capital in Accumulated

Common Stock Excess of Retained Comprehensive

Shares Amount Par Value Earnings Loss

BALANCE, OCTOBER 29, 2022 509,296 $ 84,880 $ 27,857,270 $ 8,721,325 $ ( 198,152 )

Net income 1,939,130

Dividends declared and paid - $ 1.62 per share

Issuance of stock under stock plans and other 2,381 397 66,615

Stock-based compensation expense 144,143

Other comprehensive income 25,789

Common stock repurchased ( 10,259 ) ( 1,706 ) ( 1,805,802 )

BALANCE, APRIL 29, 2023

501,418 $ 83,571 $ 26,262,226 $ 9,839,790 $ ( 172,363 )

See accompanying notes.

2 unchanged sentences

(in thousands)

Three Months Ended

February 3, 2024 January 28, 2023

Six Months Ended

May 4, 2024 April 29, 2023

Cash flows from operating activities:

10 unchanged sentences

Cash flows from investing activities:

Purchases of short-term available-for-sale investments ( 424,117 ) —

Additions to property, plant and equipment ( 411,167 ) ( 460,496 )

2 unchanged sentences

Cash flows from financing activities:

Proceeds from debt 1,087,856 —

Early termination of debt — ( 65,688 )

Proceeds from commercial paper notes 5,383,401 253,635

5 unchanged sentences

Net cash used for financing activities ( 143,873 ) ( 2,320,272 )

Net increase in cash and cash equivalents 345,499 199,890

Net increase (decrease) in cash and cash equivalents 981,634 ( 292,963 )

Cash and cash equivalents at beginning of period 958,061 1,470,572

3 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE MONTHS ENDED FEBRUARY 3, 2024 (UNAUDITED)

FOR THE THREE AND SIX MONTHS ENDED MAY 4, 2024 (UNAUDITED)

(all tabular amounts in thousands except per share amounts and percentages)

4 unchanged sentences

Fiscal 2024 is a 53-week fiscal year and fiscal 2023 was a 52-week fiscal year.

The additional week in fiscal 2024 is included in the first quarter ended February 3, 2024.

Therefore, the first quarter of fiscal 2024 included 14 weeks of operations and the first quarter of fiscal 2023 included 13 weeks of operations.

The additional week in fiscal 2024 was included in the first quarter ended February 3, 2024.

Therefore, the first six months of fiscal 2024 included an additional week of operations as compared to the first six months of fiscal 2023.

Note 2 – Shareholders' Equity

As of February 3, 2024, the Company had repurchased a total of approximately 206.2 million shares of its common stock for approximately $ 14.7 billion under the Company's share repurchase program.

As of February 3, 2024, an additional $ 2.0 billion remains available for repurchase of shares under the current authorized program.

As of May 4, 2024, the Company had repurchased a total of approximately 207.0 million shares of its common stock for approximately $ 14.8 billion under the Company's share repurchase program.

As of May 4, 2024, an additional $ 1.8 billion remains available for repurchase of shares under the current authorized program.

The Company also repurchases shares in settlement of employee tax withholding obligations due upon the vesting of restricted stock units/awards or the exercise of stock options as well as for the Company's employee stock purchase plan.

1 unchanged sentence

Note 3 – Accumulated Other Comprehensive (Loss) Income

The following table provides the changes in accumulated other comprehensive (loss) income (AOCI) by component and the related tax effects during the first three months of fiscal 2024.

The following table provides the changes in accumulated other comprehensive (loss) income (AOCI) by component and the related tax effects during the first six months of fiscal 2024.

Foreign currency translation adjustment Unrealized holding gains (losses) on derivatives Pension plans Total

4 unchanged sentences

Other comprehensive income 649 9,326 1,126 11,101

February 3, 2024 $ ( 72,159 ) $ ( 94,023 ) $ ( 15,103 ) $ ( 181,285 )

May 4, 2024 $ ( 71,895 ) $ ( 92,717 ) $ ( 12,589 ) $ ( 177,201 )

The amounts reclassified out of AOCI into the Condensed Consolidated Statements of Income and the Condensed Consolidated Statements of Shareholders' Equity with presentation location during each period were as follows:

Three Months Ended

Comprehensive (Loss) Income Component February 3, 2024 January 28, 2023 Location

Three Months Ended Six Months Ended

Comprehensive (Loss) Income Component May 4, 2024 April 29, 2023 May 4, 2024 April 29, 2023 Location

Unrealized holding (gains) losses on derivatives:

11 unchanged sentences

The following table sets forth the computation of basic and diluted earnings per share:

Three Months Ended

February 3, 2024 January 28, 2023

Three Months Ended Six Months Ended

May 4, 2024 April 29, 2023 May 4, 2024 April 29, 2023

Net income $ 302,242 $ 977,656 $ 764,969 $ 1,939,130

16 unchanged sentences

Balance at October 28, 2023 $ 36,981 $ 110,446

Employee severance and benefit costs — 11,977

Employee severance and benefit costs, net — 11,977

Severance and benefit payments ( 4,420 ) ( 87,013 )

Balance at February 3, 2024 $ 32,561 $ 35,410

Employee severance and benefit costs, net ( 5,106 ) 23,172

Severance and benefit payments ( 5,767 ) ( 40,559 )

Balance at May 4, 2024 $ 21,688 $ 18,023

Accrued liabilities $ 7,834 $ 18,023

5 unchanged sentences

2022—0255) against the Company and the former directors of Maxim.

The complaint alleges breaches of fiduciary duties by the individual defendants in connection with Maxim’s agreement, as part of the merger negotiations with the Company, to suspend Maxim dividends for up to four quarters prior to the closing of the Company's acquisition of Maxim.

The complaint further alleges that the Company aided and abetted those alleged breaches of fiduciary duties.

The plaintiffs seek damages in an amount to be determined at trial, plaintiffs’ costs and disbursements, including reasonable attorneys’ and experts’ fees, costs and other expenses.

The complaint alleged breaches of fiduciary duties by the individual defendants in connection with Maxim’s agreement, as part of the merger negotiations with the Company, to suspend Maxim dividends for up to four quarters prior to the closing of the Company's acquisition of Maxim.

The complaint further alleged that the Company aided and abetted those alleged breaches of fiduciary duties.

The plaintiffs sought damages in an amount to be determined at trial, plaintiffs’ costs and disbursements, including reasonable attorneys’ and experts’ fees, costs and other expenses.

On May 2, 2023, the Court of Chancery entered an order dismissing the action in its entirety and with prejudice.

On May 9, 2023, the plaintiffs filed a Motion for Reargument, which the Court denied on May 30, 2023.

On May 9, 2023, the plaintiffs filed a Motion for Reargument, which the Court of Chancery denied on May 30, 2023.

On June 21, 2023, the plaintiffs filed a Notice of Appeal to the Delaware Supreme Court.

The appeal is fully briefed, and the Delaware Supreme Court heard argument on February 14, 2024.

The Company believes that it and the other defendants have meritorious arguments in response to the appeal and defenses to the underlying allegations;

however, the Company is currently unable to determine the ultimate outcome of this matter or determine an estimate, or a range of estimates, of potential losses, if any.

On February 26, 2024, the Delaware Supreme Court issued an order affirming the dismissal of the action.

Note 7 – Revenue

Revenue Trends by End Market

The following table summarizes revenue by end market.

The following tables summarize revenue by end market.

The categorization of revenue by end market is determined using a variety of data points including the technical characteristics of the product, the “sold to” customer information, the “ship to” customer information and the end customer product or application into which the Company’s product will be incorporated.

3 unchanged sentences

Three Months Ended

February 3, 2024 January 28, 2023

May 4, 2024 April 29, 2023

Revenue % of Revenue* Y/Y% Revenue % of Revenue*

4 unchanged sentences

Total revenue $ 2,159,039 100 % ( 34 ) % $ 3,262,930 100 %

Six Months Ended

May 4, 2024 April 29, 2023

Revenue % of Revenue* Y/Y% Revenue % of Revenue*

Industrial $ 2,210,226 47 % ( 38 ) % $ 3,573,211 55 %

Automotive 1,395,923 30 % ( 1 ) % 1,411,430 22 %

Communications 543,791 12 % ( 41 ) % 914,794 14 %

Consumer 521,803 11 % ( 15 ) % 613,125 9 %

Total revenue $ 4,671,743 100 % ( 28 ) % $ 6,512,560 100 %

* The sum of the individual percentages may not equal the total due to rounding.

Revenue by Sales Channel

The following table summarizes revenue by channel.

The following tables summarize revenue by channel.

The Company sells its products globally through a direct sales force, third party distributors, independent sales representatives and via its website.

4 unchanged sentences

Three Months Ended

February 3, 2024 January 28, 2023

May 4, 2024 April 29, 2023

Channel Revenue % of Revenue* Revenue % of Revenue*

3 unchanged sentences

Total revenue $ 2,159,039 100 % $ 3,262,930 100 %

Six Months Ended

May 4, 2024 April 29, 2023

Channel Revenue % of Revenue* Revenue % of Revenue*

Distributors $ 2,783,592 60 % $ 4,007,733 62 %

Direct customers 1,813,568 39 % 2,420,320 37 %

Other 74,583 2 % 84,507 1 %

Total revenue $ 4,671,743 100 % $ 6,512,560 100 %

* The sum of the individual percentages may not equal the total due to rounding.

1 unchanged sentence

Assets and Liabilities Recorded at Fair Value on a Recurring Basis

The tables below, set forth by level, present the Company’s financial assets and liabilities, excluding accrued interest components that were accounted for at fair value on a recurring basis as of February 3, 2024 and October 28, 2023.

The tables exclude cash on hand and assets and liabilities that are measured at historical cost or any basis other than fair value.

As of February 3, 2024 and October 28, 2023, the Company held $ 721.4 million and $ 642.1 million, respectively, of cash that is excluded from the tables below.

February 3, 2024

As of May 4, 2024 and October 28, 2023, the Company held $ 877.4 million and $ 642.1 million, respectively, of cash that is excluded

from the tables below.

Fair Value Measurement at

2 unchanged sentences

Significant Other Observable Inputs

Cash equivalents:

Cash equivalents and short-term investments:

Available-for-sale:

11 unchanged sentences

Total liabilities measured at fair value $ — $ 69,152 $ 69,152

(1) The amortized cost of the Company's investments classified as available-for-sale as of February 3, 2024 was $ 69.8 million.

(1) The amortized cost of the Company's investments classified as available-for-sale as of May 4, 2024 was $ 950.4 million.

(2) The Company has master netting arrangements by counterparty with respect to derivative contracts.

25 unchanged sentences

The table below presents the estimated fair values of certain financial instruments not recorded at fair value on a recurring basis.

Given the short tenure of the Company's commercial paper notes, the carrying value of the outstanding commercial paper notes approximates the fair values, and therefore, are excluded from the table below ($ 544.4 million and $ 547.2 million as of February 3, 2024 and October 28, 2023, respectively).

Given the short tenure of the Company's commercial paper notes, the carrying value of the outstanding commercial paper notes approximates the fair values, and therefore, are excluded from the table below ($ 548.2 million and $ 547.2 million as of May 4, 2024 and October 28, 2023, respectively).

The fair values of the senior unsecured notes are obtained from broker prices and are classified as Level 1 measurements according to the fair value hierarchy.

February 3, 2024 October 28, 2023

May 4, 2024 October 28, 2023

Principal Amount Outstanding Fair Value Principal Amount Outstanding Fair Value

6 unchanged sentences

2032 Notes, due October 2032 300,000 285,033 300,000 269,828

2034 Notes, due April 2034 550,000 550,399 — —

2036 Notes, due December 2036 144,278 128,119 144,278 118,554

2 unchanged sentences

2051 Notes, due October 2051 1,000,000 658,194 1,000,000 590,666

2054 Notes, due April 2054 550,000 537,865 — —

Total senior unsecured notes

1 unchanged sentence

Note 9 – Derivatives

Foreign Exchange Exposure Management — The total notional amounts of forward foreign currency derivative instruments designated as hedging instruments of cash flow hedges denominated in Euros, British Pounds, Philippine Pesos, Thai Baht, South Korean Won and Japanese Yen as of February 3, 2024 and October 28, 2023 were $ 292.7 million and $ 322.6 million, respectively.

The fair values of forward foreign currency derivative instruments designated as hedging instruments in the Company’s Condensed Consolidated Balance Sheets as of February 3, 2024 and October 28, 2023 were as follows:

Foreign Exchange Exposure Management — The total notional amounts of forward foreign currency derivative instruments designated as hedging instruments of cash flow hedges denominated in Euros, British Pounds, Philippine Pesos, Thai Baht, South Korean Won and Japanese Yen as of May 4, 2024 and October 28, 2023 were $ 249.0 million and $ 322.6 million, respectively.

The fair values of forward foreign currency derivative instruments designated as hedging instruments in the Company’s Condensed Consolidated Balance Sheets as of May 4, 2024 and October 28, 2023 were as follows:

Fair Value At

Balance Sheet Location February 3, 2024 October 28, 2023

Balance Sheet Location May 4, 2024 October 28, 2023

Forward foreign currency exchange contracts Prepaid expenses and other current assets $ 553 $ 471

Forward foreign currency exchange contracts Accrued liabilities $ 5,498 $ 9,897

As of February 3, 2024 and October 28, 2023, the total notional amounts of undesignated hedges related to forward foreign currency exchange contracts were $ 293.1 million and $ 334.7 million, respectively.

The fair values of undesignated hedges in the Company’s Condensed Consolidated Balance Sheets as of February 3, 2024 and October 28, 2023 were as follows:

As of May 4, 2024 and October 28, 2023, the total notional amounts of undesignated hedges related to forward foreign currency exchange contracts were $ 242.2 million and $ 334.7 million, respectively.

The fair values of undesignated hedges in the Company’s Condensed Consolidated Balance Sheets as of May 4, 2024 and October 28, 2023 were as follows:

Fair Value At

Balance Sheet Location February 3, 2024 October 28, 2023

Balance Sheet Location May 4, 2024 October 28, 2023

Undesignated hedges related to forward foreign currency exchange contracts

4 unchanged sentences

The gain or loss on the Company's interest rate swap transactions attributable to the hedged benchmark interest rate risk and the offsetting gain or loss on the related interest rate swaps were recorded as follows:

February 3, 2024

Balance Sheet Location Loss on Swaps Gain on Note

3 unchanged sentences

Note 10 – Inventories

Inventories at February 3, 2024 and October 28, 2023 were as follows:

February 3, 2024 October 28, 2023

Inventories at May 4, 2024 and October 28, 2023 were as follows:

May 4, 2024 October 28, 2023

Raw materials $ 115,509 $ 128,142

2 unchanged sentences

Total inventories $ 1,479,081 $ 1,642,214

Note 11 – Debt

Senior Notes Offering.

On April 3, 2024, in an underwritten public offering, the Company issued $ 550.0 million aggregate principal amount of 5.050 % senior notes due April 1, 2034 (the 2034 Notes) with semi-annual fixed interest payments due on April 1 and October 1 of each year, commencing October 1, 2024.

The net proceeds of the offering were $ 545.5 million, after discounts and issuance costs.

Prior to January 1, 2034 (three months prior to the maturity date of the 2034 Notes), the Company may, at its option, redeem the 2034 Notes, in whole or in part, at any time and from time to time, at a redemption price equal to the greater of:

(1) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the 2034 Notes matured on January 1, 2034) on a semi-annual basis at the applicable treasury rate plus 15 basis points less (b) interest accrued to the date of redemption, and (2) 100 % of the principal amount of the 2034 Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to the redemption date.

On or after January 1, 2034, the Company may, at its option, redeem the 2034 Notes, in whole or in part, at any time and from time to time, at a redemption price equal to 100 % of the principal amount of the 2034 Notes being redeemed plus accrued and unpaid interest thereon to the redemption date.

The 2034 Notes are unsecured and rank equally in right of payment with all of the Company’s other existing and future unsecured senior indebtedness.

On April 3, 2024, in an underwritten public offering, the Company issued $ 550.0 million aggregate principal amount of 5.300 % senior notes due April 1, 2054 (the 2054 Notes) with semi-annual fixed interest payments due on April 1 and October 1 of each year, commencing October 1, 2024.

The net proceeds of the offering were $ 542.3 million, after discounts and issuance costs.

Prior to October 1, 2053 (six months prior to the maturity date of the 2054 Notes), the Company may, at its option, redeem the 2054 Notes, in whole or in part, at any time and from time to time, at a redemption price equal to the greater of:

(1) (a) the sum of the present values of the remaining scheduled payments of principal and interest thereon discounted to the redemption date (assuming the 2054 Notes matured on October 1, 2053) on a semi-annual basis at the applicable treasury rate plus 15 basis points less (b) interest accrued to the date of redemption, and (2) 100 % of the principal amount of the 2054 Notes to be redeemed, plus, in either case, accrued and unpaid interest thereon to the redemption date.

On or after October 1, 2053, the Company may, at its option, redeem the 2054 Notes, in whole or in part, at any time and from time to time, at a redemption price equal to 100 % of the principal amount of the 2054 Notes being redeemed plus accrued and unpaid interest thereon to the redemption date.

The 2054 Notes are unsecured and rank equally in right of payment with all of the Company’s other existing and future unsecured senior indebtedness.

The 2034 Notes and the 2054 Notes were issued pursuant to a base indenture between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented by a supplemental indenture, which contains certain covenants, events of default and other customary provisions.

The covenants applicable to the 2034 Notes and the 2054 Notes limit the Company’s ability to incur, create, assume or guarantee any debt secured by a lien upon a principal property;

enter into sale and lease-back transactions with respect to a principal property;

and consolidate with or merge into, or transfer or lease all or substantially all of its assets to, any other party.

As of May 4, 2024, the Company was in compliance with these covenants.

Note 12 – Income Taxes

The Company’s effective tax rates for the three-month periods ended February 3, 2024 and January 28, 2023 were below the U.S.

The Company’s effective tax rates for the three- and six-month periods ended May 4, 2024 and April 29, 2023 were below the U.S.

statutory tax rate of 21.0 %, due to lower statutory tax rates applicable to the Company's operations in the foreign jurisdictions in which it earns income.

3 unchanged sentences

The Company has numerous audits ongoing throughout the world including:

an IRS income tax audit for the fiscal years ended November 2, 2019 and November 3, 2018;

an IRS income tax audit for the fiscal years ended October 30, 2021, November 2, 2019 and November 3, 2018;

a pre-acquisition IRS income tax audit for Maxim's fiscal years ended June 27, 2015 through August 26, 2021;

and various U.S.

state and local audits and international audits, including an Irish corporate tax audit for the fiscal year ended November 2, 2019.

25 unchanged sentences

Note 14 – Subsequent Events

On February 20, 2024, the Board of Directors of the Company declared a cash dividend of $ 0.92 per outstanding share of common stock.

The dividend will be paid on March 15, 2024 to all shareholders of record at the close of business on March 5, 2024 and is expected to total approximately $ 456.2 million.

On May 21, 2024, the Board of Directors of the Company declared a cash dividend of $ 0.92 per outstanding share of common stock.

The dividend will be paid on June 17, 2024 to all shareholders of record at the close of business on June 4, 2024 and is expected to total approximately $ 456.5 million.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements