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Item 2. Management’s Discussion and Analysis

2025-02-19 compared with 2024-08-21 · 73 added, 129 removed, 142 unchanged (59% of the section changed)

Management’s Discussion and Analysis of Financial Condition and Results of Operations

This information should be read in conjunction with the unaudited condensed consolidated financial statements and related notes included in Part I, Item 1 of this Quarterly Report on Form 10-Q and the audited consolidated financial statements and related notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the fiscal year ended October 28, 2023 (fiscal 2023).

This Quarterly Report on Form 10-Q, including the following discussion, contains forward-looking statements regarding future events and our future results that are subject to the safe harbor created under the Private Securities Litigation Reform Act of 1995 and other safe harbors under the Securities Act of 1933 and the Securities Exchange Act of 1934.

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Words such as “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continues,” “potential,” “may,” “could” and “will,” and variations of such words and similar expressions are intended to identify such forward-looking statements.

In addition, any statements that refer to projections regarding our future financial performance or results;

our anticipated growth and trends in our businesses;

the effects of business, economic, political, legal and regulatory impacts or conflicts upon our global operations ;

changes in demand for semiconductors and the related changes in demand and supply for our products;

manufacturing delays, product availability and supply chain disruptions;

our ability to recruit or retain our key personnel;

our future liquidity, capital needs and capital expenditures;

our development of technologies and processes and research and development investments;

our future market position and expected competitive changes in the marketplace for our products;

the anticipated result of litigation matters;

our plans to pay dividends or repurchase stock;

servicing our outstanding debt;

our plans to borrow under our third amended and restated revolving credit agreement, as amended, and issue notes under our commercial paper program and the planned use of proceeds from such borrowing and issuing;

our expected tax rate;

expected cost savings;

the effect of new accounting pronouncements;

our plans to integrate or realize the benefits or synergies expected of acquired businesses and technologies;

our Global Repositioning Actions and Q4 2023 Plan;

and other characterizations of future events or circumstances are forward-looking statements.

Our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors.

The following important factors and uncertainties, among others, could cause actual results to differ materially from those described in the forward-looking statements:

economic, political, legal and regulatory uncertainty or conflicts;

economic, political, legal and regulatory uncertainty or conflicts, including actions taken or which may be taken by the presidential administration, executive offices of the U.S.

government, or U.S.

Congress, monetary policy, political, geopolitical, trade, or other issues in the United States or internationally, including increased tariffs or trade wars, and the ongoing conflicts between Russia and Ukraine and in Israel and the Middle East;

changes in demand for semiconductor products;

manufacturing delays, product and raw materials availability and supply chain disruptions;

products that may be diverted from our authorized distribution channels;

diversion of products from our authorized distribution channels;

changes in export classifications, import and export regulations or duties and tariffs;

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risks related to our indebtedness;

unanticipated difficulties or expenditures relating to integrating Maxim;

the discretion of our Board of Directors to declare dividends and our ability to pay dividends in the future;

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Additional factors that could cause actual results to differ materially from those described in these forward-looking statements include the risk factors included in Part I, Item 1A, “Risk Factors” of our Annual Report on Form 10-K for fiscal 2024.

Forward-looking statements represent management’s current expectations and are inherently uncertain.

We undertake no obligation to revise or update any forward-looking statements, including to reflect events or circumstances occurring after the date of the filing of this report, except to the extent required by law.

Results of Operations

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

Amounts in the table below are reflected in thousands except per share amounts and percentages.

Three Months Ended

August 3, 2024 July 29, 2023 $ Change % Change

Revenue $ 2,312,209 $ 3,076,495 $ (764,286) (25) %

Gross margin % 56.7 % 63.8 %

Net income $ 392,232 $ 877,019 $ (484,787) (55) %

Net income as a % of revenue 17.0 % 28.5 %

Diluted EPS $ 0.79 $ 1.74 $ (0.95) (55) %

Nine Months Ended

August 3, 2024 July 29, 2023 $ Change % Change

February 1, 2025 February 3, 2024 $ Change % Change

Revenue $ 2,423,174 $ 2,512,704 $ (89,530) (4) %

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

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

Therefore, the first three months of fiscal 2025 included one less week of operations as compared to the first three months of fiscal 2024.

Revenue Trends by End Market

The following tables summarize revenue by end market.

The following table summarizes 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 our product will be incorporated.

As data systems for capturing and tracking this data and our methodology evolves and improves, the categorization of products by end market

can vary over time.

As data systems

for capturing and tracking this data and our methodology evolves and improves, the categorization of products by end market can vary over time.

When this occurs, we reclassify revenue by end market for prior periods.

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Three Months Ended

August 3, 2024 July 29, 2023

February 1, 2025 February 3, 2024

Revenue* Y/Y% Revenue % of

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Automotive 732,513 30 % (2) % 748,781 30 %

Communications 266,599 12 % (26) % 358,520 12 %

Consumer 322,900 13 % 19 % 270,211 11 %

Total revenue $ 2,312,209 100 % (25) % $ 3,076,495 100 %

Nine Months Ended

August 3, 2024 July 29, 2023

Revenue* Y/Y% Revenue % of

Industrial $ 3,252,757 47 % (38) % $ 5,252,078 55 %

Automotive 2,082,869 30 % (3) % 2,146,320 22 %

Communications 289,861 12 % (4) % 301,999 12 %

Consumer 837,176 12 % (9) % 917,392 10 %

Total revenue $ 2,423,174 100 % (4) % $ 2,512,704 100 %

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

Revenue decreased 25% and 27% in the three- and nine-month periods ended August 3, 2024, respectively, as compared to the same periods of the prior fiscal year, primarily as a result of broad-based decline in demand for our products.

The decrease in the nine-month period was partially offset by an additional week of operations in the first quarter of fiscal 2024 as compared to the first quarter of fiscal 2023.

Revenue decreased 4% in the three-month period ended February 1, 2025 as compared to the same period of the prior fiscal year, primarily as a result of the impact of an additional week of operations in the first quarter of fiscal 2024 as compared to the first quarter of fiscal 2025.

The Industrial end market decline is also due to the continued reduction in customers’ inventory balances.

The decline in the Communications end market was also driven by weak demand in the wireless sub-market, partially offset by growth in the wireline sub-market driven by data center infrastructure build outs primarily to support growth in artificial intelligence applications.

The Consumer increase was driven by greater share gains.

Revenue by Sales Channel

The following tables summarize revenue by sales channel.

The following table summarizes revenue by sales channel.

We sell our products globally through a direct sales force, third-party distributors, independent sales representatives and via our website.

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Three Months Ended

August 3, 2024 July 29, 2023

Revenue % of Revenue* Revenue % of Revenue*

Distributors $ 1,332,244 58 % $ 1,904,496 62 %

Direct customers 940,317 41 % 1,126,796 37 %

Other 39,648 2 % 45,203 1 %

Total revenue $ 2,312,209 100 % $ 3,076,495 100 %

Nine Months Ended

August 3, 2024 July 29, 2023

February 1, 2025 February 3, 2024

Revenue % of Revenue* Revenue % of Revenue*

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As indicated in the table above, the percentage of total revenue sold via each channel has remained relatively consistent in the periods presented, but can fluctuate from time to time based on end market revenue trends.

Three Months Ended Nine Months Ended

August 3, 2024 July 29, 2023 $ Change % Change August 3, 2024 July 29, 2023 $ Change % Change

As a percentage of total revenue, the decrease in the distributor channel is primarily due to the decrease in revenue in our Industrial end market.

Three Months Ended

February 1, 2025 February 3, 2024 $ Change % Change

Gross margin $ 1,430,303 $ 1,473,941 $ (43,638) (3) %

Gross margin % 59.0 % 58.7 %

Gross margin percentage decreased by 710 and 820 basis points in the three- and nine-month periods ended August 3, 2024, respectively, as compared to the same periods of the prior fiscal year, primarily due to lower utilization of our factories due to decreased customer demand and unfavorable product mix.

Gross margin percentage increased by 30 basis points in the three-month period ended February 1, 2025 as compared to the same period of the prior fiscal year, primarily due to a decrease in amortization expense related to acquired intangible assets.

Research and Development (R&D)

Three Months Ended Nine Months Ended

August 3, 2024 July 29, 2023 $ Change % Change August 3, 2024 July 29, 2023 $ Change % Change

Three Months Ended

February 1, 2025 February 3, 2024 $ Change % Change

R&D expenses $ 402,892 $ 391,427 $ 11,465 3 %

R&D expenses as a % of revenue 17 % 16 %

R&D expenses decreased in the three- and nine-month periods ended August 3, 2024, as compared to the same periods of the prior fiscal year.

The decrease in the three-month period was primarily as a result of lower R&D employee-related variable compensation expenses and lower salary and benefit expenses.

The decrease in the nine-month period was primarily as a result of lower R&D employee-related variable compensation expenses, partially offset by higher salary and benefit expenses and the impact of an additional week of operations in the first quarter of fiscal 2024 as compared to the first quarter of fiscal 2023.

R&D expenses increased in the three-month period ended February 1, 2025, as compared to the same period of the prior fiscal year, primarily as a result of increased discretionary spending and higher benefit expenses, partially offset by the impact of an additional week of operations in the first quarter of fiscal 2024 as compared to the first quarter of fiscal 2025.

R&D expenses as a percentage of revenue will fluctuate from year-to-year depending on the amount of revenue and the success of new product development efforts, which we view as critical to our future growth.

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Selling, Marketing, General and Administrative (SMG&A)

Three Months Ended Nine Months Ended

August 3, 2024 July 29, 2023 $ Change % Change August 3, 2024 July 29, 2023 $ Change % Change

Three Months Ended

February 1, 2025 February 3, 2024 $ Change % Change

SMG&A expenses $ 284,796 $ 290,078 $ (5,282) (2) %

SMG&A expenses as a % of revenue 12 % 12 %

SMG&A expenses decreased in the three- and nine-month periods ended August 3, 2024, as compared to the same periods of the prior fiscal year, primarily as a result of lower SMG&A employee-related variable compensation expenses, salary and benefit expenses and discretionary spending.

The decrease in the nine-month period was partially offset by an additional week of operations in the first quarter of fiscal 2024 as compared to the first quarter of fiscal 2023.

SMG&A expenses decreased in the three-month period ended February 1, 2025, as compared to the same period of the prior fiscal year, primarily as a result of the impact of an additional week of operations in the first quarter of fiscal 2024 as compared to the first quarter of fiscal 2025 and lower SMG&A employee-related variable compensation expenses, partially offset by higher benefit payments.

Amortization of Intangibles

Three Months Ended Nine Months Ended

August 3, 2024 July 29, 2023 $ Change % Change August 3, 2024 July 29, 2023 $ Change % Change

Three Months Ended

February 1, 2025 February 3, 2024 $ Change % Change

Amortization expenses $ 187,415 $ 190,332 $ (2,917) (2) %

Amortization expenses as a % of revenue 8 % 8 %

Amortization expenses decreased in the three- and nine-month periods ended August 3, 2024, as compared to the same periods of the prior fiscal year, primarily as a result of a portion of our acquired intangible assets becoming fully amortized during fiscal 2023.

Amortization expenses decreased in the three-month period ended February 1, 2025, as compared to the same period of the prior fiscal year, primarily as a result of a portion of our acquired intangible assets becoming fully amortized during fiscal 2024.

Special Charges, Net

Three Months Ended Nine Months Ended

August 3, 2024 July 29, 2023 $ Change % Change August 3, 2024 July 29, 2023 $ Change % Change

Three Months Ended

February 1, 2025 February 3, 2024 $ Change % Change

Special charges, net $ 63,887 $ 16,140 $ 47,747 296 %

Special charges, net decreased in the three- and nine-month periods ended August 3, 2024, as compared to the same periods of the prior fiscal year, primarily due to the timing of charges recorded in each period.

Fiscal 2023 charges were primarily related to Global Repositioning Actions, while fiscal 2024 charges were primarily related to the Q4 2023 Plan.

Operating Income

Three Months Ended Nine Months Ended

August 3, 2024 July 29, 2023 $ Change % Change August 3, 2024 July 29, 2023 $ Change % Change

Operating income $ 491,319 $ 929,493 $ (438,174) (47) % $ 1,463,406 $ 3,188,697 $ (1,725,291) (54) %

Operating income as a % of revenue 21.2 % 30.2 % 21.0 % 33.3 %

The year-over-year decrease in operating income in the three-month period ended August 3, 2024 was primarily the result of a decrease in revenue, which contributed to a decrease in gross margin of $650.4 million, partially offset by a decrease of $212.2 million in net operating expenses.

The year-over-year decrease in operating income in the nine-month period ended August 3, 2024 was primarily the result of a decrease in revenue, which contributed to a decrease in gross margin of $2,265.3 million, partially offset by a decrease of $540.0 million in net operating expenses.

Special charges, net increased in the three-month period ended February 1, 2025, as compared to the same period of the prior fiscal year, primarily due to increased charges related to our Global Repositioning Actions.

See Note 5, Special Charges, Net , in the Notes to Condensed Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for further discussion.

Nonoperating Expense (Income)

Three Months Ended Nine Months Ended

August 3, 2024 July 29, 2023 $ Change August 3, 2024 July 29, 2023 $ Change

Three Months Ended

February 1, 2025 February 3, 2024 $ Change

Total nonoperating expense (income) $ 55,737 $ 72,546 $ (16,809)

The year-over-year increases in nonoperating expense (income) in the three- and nine-month periods ended August 3, 2024, as compared to the same periods of the prior fiscal year, were primarily the result of higher foreign currency expenses.

Provision for (Benefit from) Income Taxes

Three Months Ended Nine Months Ended

August 3, 2024 July 29, 2023 $ Change August 3, 2024 July 29, 2023 $ Change

Provision for (benefit from) income taxes $ 30,759 $ (2,198) $ 32,957 $ 103,811 $ 220,068 $ (116,257)

The year-over-year decrease in nonoperating expense (income) in the three-month period ended February 1, 2025, as compared to the same period of the prior fiscal year, was primarily the result of higher interest income on our cash, cash equivalents and short-term investments.

Provision for Income Taxes

Three Months Ended

February 1, 2025 February 3, 2024 $ Change

Provision for income taxes $ 44,260 $ 50,691 $ (6,431)

Effective income tax rate 10.2 % 9.9 %

The effective tax rates for the three- and nine-month periods ended August 3, 2024 and July 29, 2023 were below the U.S.

statutory tax rate of 21% due to lower statutory tax rates applicable to our operations in the foreign jurisdictions in which we earn income.

Our pretax income for the three- and nine-month periods ended August 3, 2024 and July 29, 2023 was primarily generated in Ireland at a tax rate of 12.5%.

See Note 12, Income Taxes , in the Notes to Condensed Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for further discussion.

Three Months Ended Nine Months Ended

August 3, 2024 July 29, 2023 $ Change % Change August 3, 2024 July 29, 2023 $ Change % Change

The effective tax rates for the three-month periods ended February 1, 2025 and February 3, 2024 were below the U.S.

statutory tax rate of 21% due to lower statutory tax rates applicable to our operations in the foreign jurisdictions in which we earn income, primarily in Ireland.

Three Months Ended

February 1, 2025 February 3, 2024 $ Change % Change

Net income $ 391,316 $ 462,727 $ (71,411) (15) %

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Diluted EPS $ 0.78 $ 0.93

Net income decreased in the three-month period ended August 3, 2024, as compared to the same period of the prior fiscal year, as the result of a $438.2 million decrease in operating income, a $33.0 million increase in provision for (benefit from) income taxes and a $13.7 million increase in nonoperating expense (income).

Net income decreased in the nine-month period ended August 3, 2024, as compared to the same period of the prior fiscal year, as the result of a $1,725.3 million decrease in operating income and a $49.9 million increase in nonoperating expense (income), partially offset by a $116.3 million decrease in provision for (benefit from) income taxes.

Net income decreased in the three-month period ended February 1, 2025, as compared to the same period of the prior fiscal year, as the result of a $94.7 million decrease in operating income partially offset by a $16.8 million decrease in nonoperating expense (income) and a $6.4 million decrease in provision for income taxes.

Liquidity and Capital Resources

At August 3, 2024, our principal source of liquidity was $2.5 billion of cash, cash equivalents and short-term investments, of which approximately $1.4 billion was held in the United States, and the balance of our cash, cash equivalents and short-term investments was held outside the United States in various foreign subsidiaries.

At February 1, 2025, our principal source of liquidity was $2.7 billion of cash, cash equivalents and short-term investments, of which approximately $1.4 billion was held in the United States, and the balance of which was held outside the United States in various foreign subsidiaries.

We manage our worldwide cash requirements by, among other things, reviewing available funds held by our foreign subsidiaries and the cost effectiveness by which those funds can be accessed in the United States.

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We believe that our existing sources of liquidity and cash expected to be generated from future operations, together with existing and anticipated available short- and long-term financing, will be sufficient to fund operations, capital expenditures, research and development efforts and dividend payments (if any) in the immediate future and for at least the next twelve months.

Nine Months Ended

August 3, 2024 July 29, 2023

Three Months Ended

February 1, 2025 February 3, 2024

Net cash provided by operating activities $ 1,126,809 $ 1,138,832

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Net cash used for financing activities $ (573,856) $ (574,232)

The following changes contributed to the net change in cash and cash equivalents in the nine-month period ended August 3, 2024 as compared to the same period in fiscal 2023.

The following changes contributed to the net change in cash and cash equivalents in the three-month period ended February 1, 2025 as compared to the same period in fiscal 2024.

Operating Activities

Cash provided by operating activities is net income adjusted for certain non-cash items and changes in operating assets and liabilities.

The decrease in cash provided by operating activities during the nine-month period ended August 3, 2024, as compared to the same period of the prior fiscal year, was mainly the result of lower net income adjusted for noncash items offset by changes in working capital.

The decrease in cash provided by operating activities during the three-month period ended February 1, 2025, as compared to the same period of the prior fiscal year, was mainly the result of lower net income adjusted for noncash items that was primarily offset by a decrease in working capital.

Investing Activities

Investing cash flows generally consist of capital expenditures and cash used for acquisitions.

The increase in cash used for investing activities during the nine-month period ended August 3, 2024, as compared to the same period of the prior fiscal year, was primarily the result of the purchase of short-term investments, partially offset by a decrease in cash used for capital expenditures.

The change in cash used for investing activities during the three-month period ended February 1, 2025, as compared to the same period of the prior fiscal year, was primarily the result of a decrease in cash used for capital expenditures as the rate of spending on our global resiliency and hybrid manufacturing footprint moderated, partially offset by cash paid for an acquisition in the first quarter of fiscal 2025.

Financing Activities

Financing cash flows generally consist of payments of dividends to stockholders, repurchases of common stock, issuance and repayment of debt and proceeds from the sale of shares of common stock pursuant to employee equity incentive plans.

The change in cash used for financing activities during the nine-month period ended August 3, 2024, as compared to the same period of the prior fiscal year, was primarily the result of lower common stock repurchases and net proceeds from the issuance of debt during fiscal 2024.

For additional information, see Note 11, Debt , in the Notes to Condensed Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report on Form 10-Q.

The change in cash used for financing activities during the three-month period ended February 1, 2025, as compared to the same period of the prior fiscal year, was primarily the result of higher dividend payments to shareholders partially offset by lower common stock repurchases.

Working Capital

August 3, 2024 October 28, 2023 $ Change % Change

February 1, 2025 November 2, 2024 $ Change % Change

Accounts receivable $ 1,192,442 $ 1,336,331 $ (143,889) (11) %

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* We use the average of the current quarter and prior quarter ending net accounts receivable and ending inventory balance in our calculation of days sales outstanding and days cost of sales in inventory, respectively.

The decrease in accounts receivable in dollars was primarily the result of variations in the timing of collections and billings and decreased revenue levels in the third quarter of fiscal 2024 as compared to the fourth quarter of fiscal 2023.

Inventory decreased primarily as a result of our efforts to balance manufacturing production, demand and inventory levels.

The decrease in accounts receivable in dollars was primarily the result of variations in the timing of collections and billings and decreased revenue levels in the first quarter of fiscal 2025 as compared to the fourth quarter of fiscal 2024.

Inventory increased primarily as a result of our efforts to balance manufacturing production, demand and inventory levels.

Our inventory levels are impacted by our need to support forecasted sales demand and variations between those forecasts and actual demand.

Current liabilities increased to $3,226.6 million at August 3, 2024 as compared to $3,201.0 million at the end of fiscal 2023 due to higher current debt and income taxes payable, partially offset by lower accrued liabilities and accounts payable.

As of August 3, 2024, our debt obligations consisted of the following:

Current liabilities decreased to $2,971.0 million at February 1, 2025 as compared to $2,988.3 million at the end of fiscal 2024 due to lower accounts payable partially offset by increased accrued liabilities and income taxes payable.

As of February 1, 2025, our debt obligations consisted of the following:

Principal Amount Outstanding

Commercial paper notes $ 548,403

2024 Notes, due October 2024 500,000

2025 Notes, due April 2025 400,000

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

As of August 3, 2024, we were in compliance with these covenants.

As of February 1, 2025, we were in compliance with these covenants.

Commercial Paper Program

Under our commercial paper program, we may issue short-term, unsecured commercial paper notes in amounts up to a maximum aggregate face amount of $2.5 billion outstanding at any time, with maturities of up to 397 days from the date of issuance.

As of August 3, 2024, we had $547.4 million of outstanding borrowings under the commercial paper program recorded in the Condensed Consolidated Balance Sheet.

As of February 1, 2025, we had $548.4 million of outstanding borrowings under the commercial paper program recorded in the Condensed Consolidated Balance Sheet.

We use the net proceeds of the commercial paper program for general corporate purposes, including without limitation, repayment of indebtedness, stock repurchases, acquisitions, capital expenditures and working capital.

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In addition, the Revolving Credit Agreement contains a consolidated leverage ratio covenant of total consolidated funded debt to consolidated earnings before interest, taxes, depreciation, and amortization (EBITDA) of not greater than 3.5 to 1.0.

As of August 3, 2024, we were in compliance with these covenants.

As of February 1, 2025, we were in compliance with these covenants.

Stock Repurchase Program

In the aggregate, our Board of Directors has authorized us to repurchase $16.7 billion of our common stock under our common stock repurchase program.

Unless terminated earlier by resolution of our Board of Directors, the repurchase program will expire when we have repurchased all shares authorized under the program.

As of August 3, 2024, an additional $1.7 billion remains available for repurchase under the current authorized program.

As of February 1, 2025, our Board of Directors authorized us to repurchase $16.7 billion of our common stock under our common stock repurchase program and $1.5 billion remained available for repurchases under the program.

The repurchased shares are held as authorized but unissued shares of common stock.

We also repurchase 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 our employee stock purchase plan.

Future repurchases of common stock will be dependent upon our financial position, results of operations, outlook, liquidity and other factors we deem relevant.

On February 18, 2025, our Board of Directors authorized us to repurchase an additional $10.0 billion of our common stock, bringing the total remaining share repurchase authorization to approximately $11.5 billion.

Under the share repurchase program, we may repurchase outstanding shares of our common stock from time to time on the open market or through privately negotiated transactions.

Unless terminated earlier by resolution of our Board of Directors, the repurchase program will terminate when we have utilized the entire amount under the program.

Capital Expenditures

Net additions to property, plant and equipment were $565.1 million in the first nine months of fiscal 2024.

We expect capital expenditures for fiscal 2024 to be between approximately $650 million and $750 million.

Net additions to property, plant and equipment were $149.0 million in the first three months of fiscal 2025.

We expect capital expenditures for fiscal 2025 to be between approximately 4% and 6% of fiscal 2025 revenue as spending returns to our long-term operating model.

These capital expenditures will be funded with a combination of cash on hand and cash expected to be generated from future operations, together with existing and anticipated available short- and long-term financing.

On August 20, 2024, our Board of Directors declared a cash dividend of $0.92 per outstanding share of common stock.

The dividend will be paid on September 17, 2024 to all shareholders of record at the close of business on September 3, 2024 and is expected to total approximately $456.8 million.

On February 18, 2025, our Board of Directors declared a cash dividend of $0.99 per outstanding share of common stock.

The dividend will be paid on March 17, 2025 to all shareholders of record at the close of business on March 4, 2025 and is expected to total approximately $491.0 million.

We currently expect quarterly dividends to continue in future periods.

The payment of any future quarterly dividends, or a future increase in the quarterly dividend amount, will be at the discretion of the Board of Directors and will be dependent upon our financial position, results of operations, outlook, liquidity and other factors deemed relevant by the Board of Directors.

Contractual Obligations

In the second quarter of fiscal 2024, we issued $550.0 million aggregate principal amount of 5.050% senior unsecured notes due April 1, 2034 (2034 Notes) and $550.0 million aggregate principal amount of 5.300% senior unsecured notes due April 1, 2054 (2054 Notes).

The 2034 Notes and the 2054 Notes have semi-annual fixed interest payments due on April 1 and October 1 of each year, commencing October 1, 2024.

For additional information, see Note 11, Debt , in the Notes to Condensed Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report on Form 10-Q.

New Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board that are adopted by us as of the specified effective date.

Unless otherwise discussed, management believes that the impact of recently issued standards will not have a material impact on our future financial condition and results of operations.

See Note 13, New Accounting Pronouncements, in the Notes to Condensed Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for a description of recently issued and adopted accounting pronouncements, including the dates of adoption and impact on our historical financial condition and results of operations.

Unless otherwise discussed, management believes that the impact of recently issued standards will not have a material impact on our future financial condition, results of operations, and disclosures.

See Note 11, New Accounting Pronouncements, in the Notes to Condensed Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for a description of recently issued and adopted accounting pronouncements, including the dates of adoption and impact on our historical financial condition, results of operations, and disclosures.

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 2. Management’s Discussion and Analysis