Item 1. Financial Statements
ITEM 1. Financial Statements
ANALOG DEVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(in thousands, except per share amounts)
Three Months Ended Nine Months Ended
August 1, 2026 August 2, 2025 August 1, 2026 August 2, 2025
Revenue $ 4,021,899 $ 2,880,348 $ 10,805,627 $ 7,943,590
Cost of sales 1,314,355 1,090,600 3,613,309 3,111,929
Gross margin 2,707,544 1,789,748 7,192,318 4,831,661
Operating expenses:
Research and development 533,480 454,251 1,510,203 1,298,980
Selling, marketing, general and administrative 397,326 325,706 1,105,389 913,171
Amortization of intangibles 187,985 187,415 563,285 562,245
Special charges, net ( 24,216 ) 4,348 23,766 69,980
Total operating expenses 1,094,575 971,720 3,202,643 2,844,376
Operating income: 1,612,969 818,028 3,989,675 1,987,285
Nonoperating expense (income):
Interest expense 88,728 79,592 262,692 229,559
Interest income ( 25,377 ) ( 27,083 ) ( 86,199 ) ( 72,295 )
Other, net 3,749 2,110 ( 3,386 ) 5,108
Total nonoperating expense (income) 67,100 54,619 173,107 162,372
Income before income taxes 1,545,869 763,409 3,816,568 1,824,913
Provision for income taxes 205,779 244,891 469,302 345,309
Net income $ 1,340,090 $ 518,518 $ 3,347,266 $ 1,479,604
Shares used to compute earnings per common share – basic 486,021 494,390 487,500 495,560
Shares used to compute earnings per common share – diluted 488,837 496,726 490,317 497,865
Basic earnings per common share $ 2.76 $ 1.05 $ 6.87 $ 2.99
Diluted earnings per common share $ 2.74 $ 1.04 $ 6.83 $ 2.97
See accompanying notes.
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ANALOG DEVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
(in thousands)
Three Months Ended Nine Months Ended
August 1, 2026 August 2, 2025 August 1, 2026 August 2, 2025
Net income $ 1,340,090 $ 518,518 $ 3,347,266 $ 1,479,604
Foreign currency translation adjustments 1,079 364 2,403 ( 548 )
Change in fair value of derivative instruments designated as cash flow hedges, net 1,886 ( 6,359 ) 2,506 11,137
Changes in pension plans, net 187 542 582 1,582
Other comprehensive income (loss) 3,152 ( 5,453 ) 5,491 12,171
Comprehensive income $ 1,343,242 $ 513,065 $ 3,352,757 $ 1,491,775
See accompanying notes.
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ANALOG DEVICES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(in thousands, except share and per share amounts)
August 1, 2026 November 1, 2025
ASSETS
Current Assets
Cash and cash equivalents $ 2,165,870 $ 2,499,406
Short-term investments 159,064 1,152,915
Accounts receivable 2,389,577 1,436,075
Inventories 1,931,496 1,656,323
Prepaid expenses and other current assets 426,523 363,342
Total current assets 7,072,530 7,108,061
Non-current Assets
Net property, plant and equipment 3,351,981 3,315,696
Goodwill 27,988,737 26,945,180
Intangible assets, net 7,468,220 8,013,815
Deferred tax assets 1,689,972 1,867,102
Other assets 852,977 742,858
Total non-current assets 41,351,887 40,884,651
TOTAL ASSETS $ 48,424,417 $ 47,992,712
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts payable $ 682,167 $ 543,760
Income taxes payable 461,804 610,370
Debt, current 1,344,855 —
Commercial paper notes 1,005,104 446,639
Accrued liabilities 2,162,324 1,645,032
Total current liabilities 5,656,254 3,245,801
Non-current Liabilities
Long-term debt 6,771,624 8,145,066
Deferred income taxes 1,837,959 2,163,281
Income taxes payable 90,723 100,963
Other non-current liabilities 516,960 521,846
Total non-current liabilities 9,217,266 10,931,156
Shareholders’ Equity
Preferred stock, $ 1.00 par value, 471,934 shares authorized, none outstanding
— —
Common stock, $ 0.16 2/3 par value, 1,200,000,000 shares authorized, 484,565,465 shares outstanding ( 489,654,097 on November 1, 2025)
80,762 81,611
Capital in excess of par value 21,288,447 23,349,185
Retained earnings 12,330,779 10,539,541
Accumulated other comprehensive loss ( 149,091 ) ( 154,582 )
Total shareholders’ equity 33,550,897 33,815,755
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY $ 48,424,417 $ 47,992,712
See accompanying notes.
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ANALOG DEVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(Unaudited)
(in thousands)
Three Months Ended August 1, 2026
Capital in Accumulated
Other
Common Stock Excess of Retained Comprehensive
Shares Amount Par Value Earnings Loss
BALANCE, MAY 2, 2026
487,087 $ 81,183 $ 22,287,095 $ 11,525,998 $ ( 152,243 )
Net income 1,340,090
Dividends declared and paid - $ 1.10 per share
( 535,309 )
Issuance of stock under stock plans and other 360 59 61,625
Stock-based compensation expense 96,255
Other comprehensive income 3,152
Common stock repurchased ( 2,882 ) ( 480 ) ( 1,156,528 )
BALANCE, AUGUST 1, 2026
484,565 $ 80,762 $ 21,288,447 $ 12,330,779 $ ( 149,091 )
Nine Months Ended August 1, 2026
Capital in Accumulated
Other
Common Stock Excess of Retained Comprehensive
Shares Amount Par Value Earnings Loss
BALANCE, NOVEMBER 1, 2025
489,654 $ 81,611 $ 23,349,185 $ 10,539,541 $ ( 154,582 )
Net income 3,347,266
Dividends declared and paid - $ 3.19 per share
( 1,556,028 )
Issuance of stock under stock plans and other 2,023 337 120,834
Stock-based compensation expense 263,651
Other comprehensive income 5,491
Common stock repurchased ( 7,112 ) ( 1,186 ) ( 2,445,223 )
BALANCE, AUGUST 1, 2026
484,565 $ 80,762 $ 21,288,447 $ 12,330,779 $ ( 149,091 )
See accompanying notes.
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Three Months Ended August 2, 2025
Capital in Accumulated
Other
Common Stock Excess of Retained Comprehensive
Shares Amount Par Value Earnings Loss
BALANCE, MAY 3, 2025 496,248 $ 82,710 $ 24,885,204 $ 10,210,338 $ ( 167,632 )
Net income 518,518
Dividends declared and paid - $ 0.99 per share
( 490,161 )
Issuance of stock under stock plans and other 388 65 42,702
Stock-based compensation expense 84,703
Other comprehensive loss ( 5,453 )
Common stock repurchased ( 4,681 ) ( 781 ) ( 1,074,371 )
BALANCE, AUGUST 2, 2025
491,955 $ 81,994 $ 23,938,238 $ 10,238,695 $ ( 173,085 )
Nine Months Ended August 2, 2025
Capital in Accumulated
Other
Common Stock Excess of Retained Comprehensive
Shares Amount Par Value Earnings Loss
BALANCE, NOVEMBER 2, 2024 496,297 $ 82,718 $ 25,082,243 $ 10,196,612 $ ( 185,256 )
Net income 1,479,604
Dividends declared and paid - $ 2.90 per share
( 1,437,521 )
Issuance of stock under stock plans and other 2,291 382 103,947
Stock-based compensation expense 235,108
Other comprehensive income 12,171
Common stock repurchased ( 6,633 ) ( 1,106 ) ( 1,483,060 )
BALANCE, AUGUST 2, 2025
491,955 $ 81,994 $ 23,938,238 $ 10,238,695 $ ( 173,085 )
See accompanying notes.
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ANALOG DEVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
Nine Months Ended
August 1, 2026 August 2, 2025
Cash flows from operating activities:
Net income $ 3,347,266 $ 1,479,604
Adjustments to reconcile net income to net cash provided by operations:
Depreciation 315,298 301,323
Amortization of intangibles 1,160,358 1,202,179
Stock-based compensation expense 263,651 235,108
Deferred income taxes ( 281,941 ) ( 97,318 )
Other ( 19,377 ) ( 1,496 )
Changes in operating assets and liabilities ( 940,740 ) ( 8,008 )
Total adjustments 497,249 1,631,788
Net cash provided by operating activities 3,844,515 3,111,392
Cash flows from investing activities:
Purchases of short-term available-for-sale investments — ( 1,150,240 )
Maturities of short-term available-for-sale investments 990,657 372,778
Additions to property, plant and equipment, net ( 392,677 ) ( 318,399 )
Proceeds from sale of property, plant and equipment, net
— 58,892
Proceeds from sale of a subsidiary, net 96,592 —
Payments for acquisitions, net of cash acquired ( 1,536,049 ) ( 45,652 )
Other ( 32,425 ) ( 13,595 )
Net cash used for investing activities ( 873,902 ) ( 1,096,216 )
Cash flows from financing activities:
Proceeds from debt — 1,490,785
Debt repayments — ( 399,998 )
Proceeds from commercial paper notes 13,061,198 6,867,508
Payments of commercial paper notes ( 12,502,732 ) ( 6,866,581 )
Repurchase of common stock ( 2,446,409 ) ( 1,484,166 )
Dividend payments to shareholders ( 1,556,028 ) ( 1,437,521 )
Proceeds from employee stock plans 121,171 104,329
Other 18,651 40,317
Net cash used for financing activities ( 3,304,149 ) ( 1,685,327 )
Net (decrease) increase in cash and cash equivalents ( 333,536 ) 329,849
Cash and cash equivalents at beginning of period 2,499,406 1,991,342
Cash and cash equivalents at end of period $ 2,165,870 $ 2,321,191
See accompanying notes.
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ANALOG DEVICES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR THE THREE AND NINE MONTHS ENDED AUGUST 1, 2026 (UNAUDITED)
(all tabular amounts in thousands except per share amounts and percentages)
Note 1 – Basis of Presentation
In the opinion of management, the information furnished in the accompanying condensed consolidated financial statements reflects all normal recurring adjustments that are necessary to fairly state the results for these interim periods and should be read in conjunction with Analog Devices, Inc.’s (the Company) Annual Report on Form 10-K for the fiscal year ended November 1, 2025 (fiscal 2025) and related notes. The results of operations for the interim periods shown in this report are not necessarily indicative of the results that may be expected for the fiscal year ending October 31, 2026 (fiscal 2026) or any future period.
The Company has a 52 - 53 week fiscal year that ends on the Saturday closest to the last day in October. Certain prior-year amounts have been reclassified to conform to the fiscal 2026 presentation.
Note 2 – Shareholders’ Equity
As of August 1, 2026, the Company’s Board of Directors had authorized the repurchase of an aggregate of $ 26.7 billion of its common stock under its common stock repurchase program and $ 7.4 billion remained available for repurchases under the program.
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 nine months of fiscal 2026.
Foreign currency translation adjustment Unrealized holding gains/losses on derivatives
Pension plans Total
November 1, 2025 $ ( 71,700 ) $ ( 69,777 ) $ ( 13,105 ) $ ( 154,582 )
Other comprehensive income before reclassifications 2,403 ( 4,015 ) — ( 1,612 )
Amounts reclassified out of other comprehensive income — 8,275 582 8,857
Tax effects — ( 1,754 ) — ( 1,754 )
Other comprehensive income 2,403 2,506 582 5,491
August 1, 2026 $ ( 69,297 ) $ ( 67,271 ) $ ( 12,523 ) $ ( 149,091 )
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 Nine Months Ended
Comprehensive (Loss) Income Component August 1, 2026 August 2, 2025 August 1, 2026 August 2, 2025 Location
Unrealized holding gains/losses on derivatives:
Currency forwards $ ( 1,586 ) $ 1,616 $ ( 1,514 ) $ 483 Cost of sales
( 810 ) 949 ( 134 ) 220 Research and development
( 1,577 ) 1,606 ( 1,270 ) ( 442 ) Selling, marketing, general and administrative
Interest rate derivatives 3,731 3,731 11,193 11,193 Interest expense
( 242 ) 7,902 8,275 11,454 Total before tax
253 ( 1,135 ) ( 1,437 ) ( 2,143 ) Tax
Total amounts reclassified out of AOCI, net of tax $ 11 $ 6,767 $ 6,838 $ 9,311
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Note 4 – Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share:
Three Months Ended Nine Months Ended
August 1, 2026 August 2, 2025 August 1, 2026 August 2, 2025
Net income $ 1,340,090 $ 518,518 $ 3,347,266 $ 1,479,604
Basic shares:
Weighted-average shares outstanding 486,021 494,390 487,500 495,560
Earnings per common share basic: $ 2.76 $ 1.05 $ 6.87 $ 2.99
Diluted shares:
Weighted-average shares outstanding 486,021 494,390 487,500 495,560
Assumed exercise of common stock equivalents 2,816 2,336 2,817 2,305
Weighted-average common and common equivalent shares 488,837 496,726 490,317 497,865
Earnings per common share diluted: $ 2.74 $ 1.04 $ 6.83 $ 2.97
Anti-dilutive shares related to:
Outstanding stock-based awards — 134 42 125
Note 5 – Special Charges, Net
Liabilities related to special charges, net are included in Accrued liabilities in the Condensed Consolidated Balance Sheets. The activity is detailed below:
Accrued Special Charges Global Repositioning Actions
Balance at November 1, 2025 $ 4,115
Employee severance costs, net
29,085
Severance payments
( 1,952 )
Balance at January 31, 2026 $ 31,248
Severance payments
( 17,858 )
Balance at May 2, 2026 $ 13,390
Severance payments ( 6,377 )
Balance at August 1, 2026 $ 7,013
The Company recorded net special charges of $ 32.4 million as part of its Global Repositioning Actions in the nine months ended August 1, 2026. The Global Repositioning Actions were part of a transformation initiative aimed at aligning the Company’s enterprise strategy and organizational design and streamlining its operations to achieve its long-term strategic plan. The special charges include severance costs, in accordance with the Company’s ongoing benefit plan or statutory requirements at foreign locations, related to the termination of certain employees in manufacturing, engineering and selling, marketing, general and administrative roles.
During the first quarter of fiscal 2026, the Company entered into a sublease agreement for its leased property in San Jose, California. As a result of the sublease transaction, the Company recorded an impairment charge of $ 15.6 million in net special charges, which represented the excess carrying value of the associated asset group over its estimated fair value. The Company estimated fair value using cash flows from the estimated net sublease rental income discounted at a market rate.
During the third quarter of fiscal 2026, the Company completed the sale of a subsidiary in Penang, Malaysia, which included its facility and certain equipment previously classified as held for sale. The Company recorded a gain on this sale of approximately $ 24.2 million in Special charges, net.
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Note 6 – Industry and Segment Information
The Company’s Chief Executive Officer and Chair has been identified as its Chief Operating Decision Maker (CODM). The following table presents a summary of consolidated net income inclusive of significant segment expenses and other expense information provided to the CODM:
Three Months Ended Nine Months Ended
August 1, 2026 August 2, 2025 August 1, 2026 August 2, 2025
Revenue
$ 4,021,899 $ 2,880,348 $ 10,805,627 $ 7,943,590
Less:
Cost of sales, including human capital expenses therein 1,314,355 1,090,600 3,613,309 3,111,929
Operating expenses:
Employee compensation costs 695,060 572,258 1,938,338 1,570,972
Amortization of acquired intangible assets 187,985 187,415 563,285 562,245
Research and development related costs (excluding employee compensation costs) 137,557 125,514 416,592 389,440
Special charges, net ( 24,216 ) 4,348 23,766 69,980
Other operating expense (excluding employee compensation costs) (1)
98,189 82,185 260,662 251,739
Nonoperating expense (income)
67,100 54,619 173,107 162,372
Provision for income taxes 205,779 244,891 469,302 345,309
Net income $ 1,340,090 $ 518,518 $ 3,347,266 $ 1,479,604
_______________________________________
(1) Includes depreciation and amortization expenses, facilities expenses, legal expenses, acquisition related transaction costs and other discretionary expenses.
Revenue Trends 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. The assignment of products to end markets may change over time. When this occurs, the Company reclassifies revenue by end market for prior periods. Such reclassifications typically do not materially change the sizing of, or the underlying trends of results within, each end market.
Three Months Ended
August 1, 2026 August 2, 2025
Revenue % of Revenue* Y/Y% Revenue % of Revenue*
Industrial $ 1,971,926 49 % 53 % $ 1,292,988 45 %
Automotive 998,227 25 % 16 % 857,146 30 %
Communications 654,515 16 % 84 % 354,768 12 %
Consumer 397,231 10 % 6 % 375,446 13 %
Total revenue $ 4,021,899 100 % 40 % $ 2,880,348 100 %
Nine Months Ended
August 1, 2026 August 2, 2025
Revenue % of Revenue* Y/Y% Revenue % of Revenue*
Industrial $ 5,269,825 49 % 50 % $ 3,512,896 44 %
Automotive 2,685,246 25 % 9 % 2,454,845 31 %
Communications 1,659,553 15 % 72 % 965,036 12 %
Consumer 1,191,003 11 % 18 % 1,010,813 13 %
Total revenue $ 10,805,627 100 % 36 % $ 7,943,590 100 %
* The sum of the individual percentages may not equal the total due to rounding.
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Revenue by Sales Channel
The following tables summarize revenue by sales channel. The Company sells its products globally through a direct sales force, third-party distributors, independent sales representatives and via its website. Distributors are customers that buy products with the intention of reselling them. Direct customers are non-distributor customers and consist primarily of original equipment manufacturers. Other customers include the U.S. government, government prime contractors and certain commercial customers for which revenue is recorded over time.
Three Months Ended
August 1, 2026 August 2, 2025
Channel Revenue % of Revenue* Revenue % of Revenue*
Distributors $ 2,327,081 58 % $ 1,592,407 55 %
Direct customers 1,588,639 39 % 1,240,924 43 %
Other 106,179 3 % 47,017 2 %
Total revenue $ 4,021,899 100 % $ 2,880,348 100 %
Nine Months Ended
August 1, 2026 August 2, 2025
Channel Revenue % of Revenue* Revenue % of Revenue*
Distributors $ 6,140,687 57 % $ 4,447,959 56 %
Direct customers 4,485,859 42 % 3,386,571 43 %
Other 179,081 2 % 109,060 1 %
Total revenue $ 10,805,627 100 % $ 7,943,590 100 %
* The sum of the individual percentages may not equal the total due to rounding.
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Note 7 – Fair Value
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 August 1, 2026 and November 1, 2025. 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 August 1, 2026 and November 1, 2025, the Company held $ 1.1 billion and $ 1.4 billion, respectively, of cash that is excluded from the tables below.
August 1, 2026
Fair Value Measurement at
Reporting Date Using:
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Total
Assets
Cash equivalents:
Available-for-sale:
Government and institutional money market funds $ 715,175 $ — $ 715,175
Corporate obligations (1) — 338,091 338,091
Short-term investments:
Available-for-sale:
Corporate obligations (1)
— 159,064 159,064
Other assets:
Forward foreign currency exchange contracts (2) — 7,256 7,256
Deferred compensation plan investments 128,158 — 128,158
Total assets measured at fair value $ 843,333 $ 504,411 $ 1,347,744
Liabilities
Forward foreign currency exchange contracts (2) $ — $ 10,535 $ 10,535
Interest rate derivatives (3) — 42,478 42,478
Total liabilities measured at fair value $ — $ 53,013 $ 53,013
(1) The amortized cost of the Company’s investments classified as available-for-sale as of August 1, 2026 was $ 498.3 million.
(2) The Company has master netting arrangements by counterparty with respect to derivative contracts. See Note 8, Derivatives, in these Notes to Condensed Consolidated Financial Statements for more information related to the Company’s master netting arrangements.
(3) The carrying value of the related debt was adjusted by an equal and offsetting amount. The fair value of interest rate derivatives is estimated using a discounted cash flow analysis based on the contractual terms of the derivatives. See Note 8, Derivatives, in these Notes to Condensed Consolidated Financial Statements.
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November 1, 2025
Fair Value Measurement at
Reporting Date Using:
Quoted Prices in Active Markets for Identical Assets
(Level 1)
Significant Other Observable Inputs
(Level 2)
Total
Assets
Cash equivalents:
Available-for-sale:
Government and institutional money market funds $ 740,730 $ — $ 740,730
Corporate obligations (1) — 397,707 397,707
Short-term investments (2):
Available-for-sale:
Corporate obligations (1) — 656,839 656,839
Bank obligations (1) — 496,076 496,076
Other assets:
Forward foreign currency exchange contracts (3) — 6,708 6,708
Deferred compensation plan investments 105,188 — 105,188
Total assets measured at fair value $ 845,918 $ 1,557,330 $ 2,403,248
Liabilities
Forward foreign currency exchange contracts (3) $ — $ 7,975 $ 7,975
Interest rate derivatives (4) — 12,550 12,550
Total liabilities measured at fair value $ — $ 20,525 $ 20,525
(1) The amortized cost of the Company’s investments classified as available-for-sale as of November 1, 2025 was $ 1.6 billion.
(2) Available-for-sale securities are classified as current assets on the Condensed Consolidated Balance Sheets if the securities are available to be converted into cash to fund current operations.
(3) The Company has master netting arrangements by counterparty with respect to derivative contracts. See Note 8, Derivatives, in these Notes to Condensed Consolidated Financial Statements for more information related to the Company’s master netting arrangements.
(4) The carrying value of the related debt was adjusted by an equal and offsetting amount. The fair value of interest rate derivatives is estimated using a discounted cash flow analysis based on the contractual terms of the derivatives. See Note 8, Derivatives, in these Notes to Condensed Consolidated Financial Statements.
Assets and Liabilities Not Recorded at Fair Value on a Recurring Basis
San Jose, California leased property asset group — As a result of a sublease transaction involving a leased property
in San Jose, California, the Company estimated the fair value of the sublease assets using discounted cash flows from the estimated net sublease rental income discounted at a market rate and recorded an impairment charge which represented the excess carrying value of the asset group associated with the leased property over its estimated fair value. These assets are considered a Level 2 fair value measurement. See Note 5, Special Charges, Net , in these Notes to Condensed Consolidated Financial Statements for additional information.
Debt — 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 ($ 1.0 billion and $ 0.4 billion as of August 1, 2026 and November 1, 2025, 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.
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August 1, 2026 November 1, 2025
Principal Amount Outstanding Fair Value Principal Amount Outstanding Fair Value
2026 Notes, due December 2026 900,000 897,938 900,000 895,623
2027 Notes, due June 2027 440,212 437,134 440,212 436,916
2028 Notes, due June 2028 850,000 846,187 850,000 856,345
2028 Notes, due October 2028 750,000 705,821 750,000 704,186
2030 Notes, due June 2030 650,000 643,874 650,000 659,834
2031 Notes, due October 2031 1,000,000 872,143 1,000,000 884,390
2032 Notes, due October 2032 300,000 294,449 300,000 301,546
2034 Notes, due April 2034 550,000 544,285 550,000 571,370
2036 Notes, due December 2036 144,278 134,210 144,278 138,756
2041 Notes, due October 2041 750,000 523,880 750,000 555,925
2045 Notes, due December 2045 332,587 304,327 332,587 327,992
2051 Notes, due October 2051 1,000,000 603,881 1,000,000 662,609
2054 Notes, due April 2054 550,000 496,578 550,000 541,087
Total senior unsecured notes
$ 8,217,077 $ 7,304,707 $ 8,217,077 $ 7,536,579
Note 8 – Derivatives
Foreign Exchange Exposure Management — The total notional amounts of forward foreign currency derivative instruments designated as hedging instruments of cash flow hedges as of August 1, 2026 and November 1, 2025 were $ 495.2 million and $ 297.0 million, respectively, and the fair values of these instruments in the Company’s Condensed Consolidated Balance Sheets were as follows:
Fair Value At
Balance Sheet Location August 1, 2026 November 1, 2025
Forward foreign currency exchange contracts Prepaid expenses and other current assets $ 1,195 $ 4,403
Forward foreign currency exchange contracts Accrued liabilities $ 7,623 $ 4,399
As of August 1, 2026 and November 1, 2025, the total notional amounts of undesignated hedges related to forward foreign currency exchange contracts were $ 455.1 million and $ 207.3 million, respectively, and the fair values of undesignated hedges in the Company’s Condensed Consolidated Balance Sheets were as follows:
Fair Value At
Balance Sheet Location August 1, 2026 November 1, 2025
Undesignated hedges related to forward foreign currency exchange contracts
Prepaid expenses and other current assets $ 6,061 $ 2,305
Undesignated hedges related to forward foreign currency exchange contracts
Accrued liabilities $ 2,912 $ 3,576
Interest Rate Exposure Management — The Company does not consider the risk of counterparty default to be significant. 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:
August 1, 2026 November 1, 2025
Balance Sheet Location Loss on Swaps Gain on Note Loss on Swaps Gain on Note
Accrued liabilities $ 42,478 $ — $ 12,550 $ —
Long-term debt
$ — $ 42,478 $ — $ 12,550
For further information on the unrealized holding gains (losses) on derivatives included in and reclassified out of AOCI into the Condensed Consolidated Statements of Income related to forward foreign currency exchange contracts, see Note 3, Accumulated Other Comprehensive (Loss) Income, in these Notes to Condensed Consolidated Financial Statements.
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Note 9 – Inventories
Inventories at August 1, 2026 and November 1, 2025 were as follows:
August 1, 2026 November 1, 2025
Raw materials $ 85,123 $ 70,183
Work in process 1,458,059 1,218,625
Finished goods 388,314 367,515
Total inventories $ 1,931,496 $ 1,656,323
Note 10 – Debt
Revolving Credit Agreements
On July 2, 2026, the Company entered into a Credit Agreement (the 364 -Day Revolving Credit Agreement) with Bank of America, N.A. as administrative agent and the other banks identified therein as lenders. The 364 -Day Revolving Credit Agreement provides for a 364 -day unsecured revolving credit facility in an aggregate principal amount not to exceed $ 3.0 billion, expiring on July 1, 2027. The 364 -Day Revolving Credit Agreement is in addition to the Fourth Amended and Restated Credit Agreement, dated as of April 11, 2025, with Bank of America, N.A. as administrative agent and the other banks identified therein as lenders.
Both agreements contain customary representations and warranties, and affirmative and negative covenants and events of default applicable to the Company and its subsidiaries. As of August 1, 2026, the Company was in compliance with these covenants.
Note 11 – Acquisitions
Empower Semiconductor
On July 7, 2026, the Company completed the acquisition of all of the voting interests of Empower Semiconductor, Inc. (Empower), a provider of integrated voltage regulators and power management solutions, for approximately $ 1.5 billion. The acquisition was accounted for as a business combination. The preliminary purchase price allocation resulted in the recognition of $ 1.0 billion of goodwill, $ 0.6 billion of intangible assets, primarily technology-based, and $ 0.1 billion of deferred tax liabilities. The goodwill is attributable to the expected future economic benefits arising from the acquisition, including the enhancement of the Company’s power technology portfolio. None of the goodwill is expected to be deductible for tax purposes. Revenue and earnings attributable to Empower since the acquisition date were immaterial to the Company's condensed consolidated financial statements. The Company recognized approximately $ 23.4 million of transaction-related costs, including legal, accounting and other related fees that were expensed during the third quarter of fiscal 2026. These costs are included in the Condensed Consolidated Statement of Income in Operating expenses within Selling, marketing, general and administrative expenses.
The purchase accounting for the acquisition is preliminary and remains subject to adjustment as the Company completes its valuation of assets acquired and liabilities assumed. The Company expects to complete the purchase accounting within one year of the acquisition date.
Note 12 – Goodwill and Intangible Assets
Goodwill
The following table presents the changes in goodwill during the first nine months of fiscal 2026:
Balance as of November 1, 2025
$ 26,945,180
Acquisition of Empower (Note 11) 1,028,880
Net other acquisitions and dispositions 14,677
Balance as of August 1, 2026
$ 27,988,737
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Intangible Assets
As of August 1, 2026 and November 1, 2025, the Company’s intangible assets consisted of the following:
August 1, 2026 November 1, 2025
Gross Carrying
Amount Accumulated
Amortization Gross Carrying
Amount Accumulated
Amortization
Customer relationships $ 10,366,740 $ 5,874,473 $ 10,335,903 $ 5,311,189
Technology-based 8,201,637 5,225,684 7,617,866 4,628,765
Trade-name 72,200 72,200 72,200 72,200
Assembled workforce 1,800 1,800 1,800 1,800
Total $ 18,642,377 $ 11,174,157 $ 18,027,769 $ 10,013,954
Note 13 – Income Taxes
The Company’s effective tax rates for the three- and nine-month periods ended August 1, 2026 were below the U.S. statutory tax rate of 21% due to lower statutory tax rates applicable to the Company's operations in the foreign jurisdictions in which it earns income.
During fiscal 2025, the Company received an assessment from the U.S. Internal Revenue Service (IRS) for fiscal 2018 and fiscal 2019, totaling approximately $ 267.0 million. The assessment excludes any penalties and interest. The assessment pertains to transfer pricing arrangements between the Company and one of its wholly-owned foreign subsidiaries. The Company firmly disagrees with this assessment and maintains that its transfer pricing is appropriate. Consequently, the Company has not recorded any additional tax liability related to fiscal 2018 and fiscal 2019 in relation to this issue, nor to any other periods. The Company intends to vigorously defend its original tax return position and is preparing for an appeal with the IRS. Should the IRS ultimately prevail regarding its assessments for fiscal 2018 and fiscal 2019, such a resolution, along with any potential impact on subsequent fiscal years, could have a material adverse effect on the Company’s income tax expense and net earnings in future periods.
Note 14 – New Accounting Pronouncements
Standards Implemented
Income Taxes
In December 2023, the Federal Accounting Standards Board (FASB) issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures . ASU 2023-09 requires the disaggregation of information in existing income tax disclosures related to the effective tax rate reconciliation and income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. The Company adopted this ASU in fiscal 2026 and will include required financial statement disclosures in its Annual Report on Form 10-K for fiscal 2026.
Standards to Be Implemented
Disaggregation of Income Statement Expenses
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses , requiring public companies to disaggregate key expense categories such as inventory purchases, employee compensation and depreciation in their financial statements. This aims to improve investor insights into company performance. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact adoption will have on its financial statement disclosures.
Note 15 – Subsequent Events
On August 18, 2026, the Board of Directors of the Company declared a cash dividend of $ 1.10 per outstanding share of common stock. The dividend will be paid on September 15, 2026 to all shareholders of record at the close of business on September 1, 2026 and is expected to total approximately $ 533.0 million.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.