4 unchanged sentences
Our disclosure controls and procedures are designed to provide reasonable assurance that such information is accumulated and communicated to our management.
−Removed: Our management (with the participation of our Chief Executive Officer and Chief Financial Officer) has conducted an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act).
+Added: Our management (with the participation of our Chief Executive Officer and Chief Financial Officer) has conducted an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of the period covered by this report.
Based on such evaluation, our Chief Executive Officer and our Chief Financial Officer have concluded that our disclosure controls and procedures were effective at the reasonable assurance level as of the end of the period covered by this Annual Report on Form 10-K.
1 unchanged sentence
Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) for Gen Digital.
+Added: Our internal control over financial reporting is a process designed under the supervision of our CEO and CFO to provide reasonable assurance regarding the preparation and reliability of financial reporting and preparation of our financial statements for external purposes in accordance with generally accepted accounting principles.
Our management, with the participation of our Chief Executive Officer and our Chief Financial Officer, has conducted an evaluation of the effectiveness of our internal control over financial reporting as of March 28, 2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
7 unchanged sentences
Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs.
+Added: The design of a control system also is based in part upon assumptions and judgments made by management about the likelihood of future events, and there can be no assurance that a given control will be effective under all potential future conditions.
Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been detected.
1 unchanged sentence
Insider adoption or termination of trading arrangements
−Removed: During the fiscal quarter ended March 29, 2024, none of our directors or officers informed us of the adoption or termination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K, Item 408.
+Added: During the fiscal quarter ended March 28, 2025, none of our directors or officers (as defined in Section 16 of the Securities Exchange Act of 1934, as amended) informed us of the adoption or termination of a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as defined in Regulation S-K, Item 408.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
8 unchanged sentences
Executive Compensation
−Removed: The information required by this item will be included under the caption “Executive Compensation” in our 2024 Proxy Statement and is incorporated herein by reference (excluding the information under the subheading “Pay Versus Performance”).
+Added: The information required by this item will be included under the captions “Director Compensation” and “Executive Compensation and Related Information” in our 2025 Proxy Statement and is incorporated herein by reference (excluding the information under the subheading “Pay Versus Performance”).
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
−Removed: The information required by this item will be included under the caption “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” in our 2024 Proxy Statement and is incorporated herein by reference.
+Added: The information required by this item will be included under the captions “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” and “Equity Compensation Plans” in our 2025 Proxy Statement and is incorporated herein by reference.
Certain Relationships and Related Transactions, and Director Independence
31 unchanged sentences
Stock-Based Compensation and Other Benefit Plans
−Removed: Net Income Per Share
+Added: Net Income (Loss) Per Share
Segment and Geographic Information
Commitments and Contingencies
+Added: Subsequent Events
Financial statement schedules have been omitted since they are either not required, not applicable, or the information is otherwise included.
33 unchanged sentences
(1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments.
−Removed: The communication of critical audit matters does not alter in any way our opinion on the consolidated
−Removed: financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
+Added: The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate.
Sufficiency of audit evidence over net revenues
8 unchanged sentences
We applied auditor judgment to determine the nature and extent of procedures to be performed over net revenues.
−Removed: We evaluated the design and tested the operating effectiveness of certain internal controls related to the revenue process, including controls related to IT.
+Added: We evaluated the design and tested the operating effectiveness of certain internal controls related to the revenue processes, including controls related to IT.
We involved IT professionals with specialized skills and knowledge, who assisted in identifying and testing key IT configuration and IT interface controls for the various systems processing and recording revenue transactions.
2 unchanged sentences
Assessment of uncertain tax positions
−Removed: As discussed in Notes 1 and 13 to the consolidated financial statements, as of March 29, 2024, the Company recognized unrecognized tax benefits.
+Added: As discussed in Notes 1 and 13 to the consolidated financial statements, as of March 28, 2025, the Company recorded accruals for unrecognized tax benefits.
The Company evaluates uncertain tax positions to determine whether it is more likely than not that the tax position will be sustained upon examination by the taxing authorities based on the technical merits of the position.
28 unchanged sentences
Total assets $ 15,495 $ 15,793
−Removed: LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
+Added: LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
19 unchanged sentences
Total stockholders’ equity (deficit) 2,269 2,140
−Removed: Total liabilities and stockholders’ equity (deficit) $ 15,772 $ 15,947
+Added: Total liabilities and stockholders’ equity $ 15,495 $ 15,793
The accompanying Notes to the Consolidated Financial Statements are an integral part of these statements.
2 unchanged sentences
(In millions, except per share amounts)
−Removed: March 29, 2024 March 31, 2023 April 1, 2022
+Added: March 28, 2025 March 29, 2024 March 31, 2023
Net revenues $ 3,935 $ 3,800 $ 3,317
7 unchanged sentences
Restructuring and other costs 7 57 69
+Added: Impairment of intangible assets
Total operating expenses 1,549 1,959 1,522
14 unchanged sentences
(In millions)
−Removed: March 29, 2024 March 31, 2023 April 1, 2022
+Added: March 28, 2025 March 29, 2024 March 31, 2023
Net income (loss) $ 643 $ 607 $ 1,334
15 unchanged sentences
Shares withheld for taxes related to vesting of stock units ( 1 ) ( 19 ) — — ( 19 )
+Added: Repurchases of common stock ( 40 ) ( 904 ) — — ( 904 )
Cash dividends declared ($ 0.50 per share of common stock) and dividend equivalents accrued
2 unchanged sentences
Extinguishment of convertible debt — ( 100 ) — — ( 100 )
−Removed: Balance as of April 1, 2022 582 1,851 ( 4 ) ( 1,940 ) ( 93 )
+Added: Cumulative effect adjustment from adoption of ASU 2020-06 (1)
+Added: — ( 7 ) — 6 ( 1 )
+Added: Acquisition consideration 94 2,141 — — 2,141
+Added: Balance as of March 31, 2023 640 2,800 ( 15 ) ( 633 ) 2,152
Net income (loss) — — — 607 607
3 unchanged sentences
Repurchases of common stock (2)
+Added: ( 21 ) ( 444 ) — — ( 444 )
Cash dividends declared ($ 0.50 per share of common stock) and dividend equivalents accrued
1 unchanged sentence
Stock-based compensation — 138 — — 138
−Removed: Extinguishment of convertible debt — ( 100 ) — — ( 100 )
−Removed: Cumulative effect adjustment from adoption of ASU 2020-06 (1)
−Removed: — ( 7 ) — 6 ( 1 )
−Removed: Acquisition consideration 94 2,141 — — 2,141
Balance as of March 29, 2024 623 2,227 11 ( 98 ) 2,140
15 unchanged sentences
(In millions)
−Removed: March 29, 2024 March 31, 2023 April 1, 2022
+Added: March 28, 2025 March 29, 2024 March 31, 2023
OPERATING ACTIVITIES:
−Removed: Net income $ 616 $ 1,349 $ 836
+Added: Net income (loss)
+Added: $ 643 $ 607 $ 1,334
Amortization and depreciation 419 485 329
6 unchanged sentences
Impairment on non-marketable equity investments 30 40 —
+Added: Legal contract dispute cost (Note 1)
+Added: Other 11 22 2
Changes in operating assets and liabilities, net of acquisitions:
9 unchanged sentences
Purchases of property and equipment ( 15 ) ( 20 ) ( 6 )
+Added: Purchase of non-marketable equity investments ( 4 ) — —
Payments for acquisitions, net of cash acquired ( 84 ) — ( 6,547 )
20 unchanged sentences
Gen Digital Inc.
−Removed: is a global company powering Digital Freedom with a family of trusted consumer brands including Norton, Avast, LifeLock, Avira, AVG, ReputationDefender and CCleaner.
+Added: is a global company powering Digital Freedom with a family of trusted brands including Norton, Avast, LifeLock and more.
Our cyber safety portfolio provides protection across multiple channels and geographies, including security and performance, identity protection, and online privacy.
1 unchanged sentence
We have also evolved beyond traditional cyber safety to offer adjacent trust-based solutions, including digital identity and access management, digital reputation, and restoration support services.
−Removed: On September 12, 2022, we completed our acquisition of Avast, plc (Avast).
−Removed: Avast has been included in our Consolidated Statements of Operations since the acquisition date.
−Removed: See Note 4 for further information about this business combination.
Basis of presentation
4 unchanged sentences
We have a 52/53-week fiscal year ending on the Friday closest to March 31.
−Removed: Fiscal 2024, 2023 and 2022 in this report refers to fiscal years ended March 29, 2024, March 31, 2023 and April 1, 2022, respectively, each of which was a 52-week year.
+Added: Fiscal 2025, 2024 and 2023 in this report refers to fiscal years ended March 28, 2025, March 29, 2024 and March 31, 2023, respectively, each of which was a 52-week year.
Use of estimates
The preparation of Consolidated Financial Statements in conformity with U.S.
−Removed: GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported in the Consolidated Financial Statements and accompanying Notes.
−Removed: Such estimates include, but are not limited to, valuation of business combinations including acquired intangible assets and goodwill, loss contingencies, the recognition and measurement of current and deferred income taxes, including assessing of unrecognized tax benefits, and valuation of assets and liabilities.
+Added: GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported and disclosed in the Consolidated Financial Statements and accompanying Notes.
+Added: Such estimates include, but are not limited to, valuation of business combinations including acquired intangible assets and goodwill, loss contingencies, the recognition and measurement of current and deferred income taxes, including assessment of unrecognized tax benefits, and valuation of assets and liabilities.
On an ongoing basis, management determines these estimates and assumptions based on historical experience and on various other assumptions that are believed to be reasonable.
1 unchanged sentence
Actual results could differ from such estimates and assumptions due to risks and uncertainties, including uncertainty in the current economic environment as a result of macroeconomic factors such as inflation, fluctuations in foreign currency exchange rates relative to the U.S.
−Removed: dollars, our reporting currency, changes in interest rates, Russia’s invasion of Ukraine, and the Israel-Hamas conflict, and such differences may be material to the Consolidated Financial Statements.
+Added: dollar, our reporting currency, changes in interest rates, ongoing and new geopolitical conflicts, and such differences may be material to the Consolidated Financial Statements.
Significant Accounting Policies
14 unchanged sentences
We record estimated reserves for rebates as an offset to revenue or contract liabilities.
−Removed: Reserves for rebates, recorded in Other current liabilities, were $ 4 million as of March 29, 2024 and March 31, 2023.
+Added: As of March 28, 2025 and March 29, 2024, reserves for rebates, recorded in Other current liabilities, were $ 2 million and $ 4 million, respectively.
For products that include content updates and services, rebates are recognized as a ratable offset to revenue or contract liabilities over the term of the subscription.
80 unchanged sentences
Long-lived assets
−Removed: In connection with our acquisitions, we generally recognize assets for customer relationships, developed technology, finite-lived trade names and indefinite-lived trade names.
+Added: In connection with our acquisitions, we generally recognize assets for customer relationships, developed technology, finite-lived trade names, other intangibles and indefinite-lived trade names.
Finite-lived intangible assets are carried at cost less accumulated amortization.
3 unchanged sentences
Indefinite-lived intangible assets are not subject to amortization but instead tested for impairment annually or more frequently if events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable.
−Removed: Long-lived assets, including finite-lived intangible assets and property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or group may not be recoverable.
+Added: Long-lived assets, including finite-lived intangible assets, property and equipment and ROU lease assets, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or group may not be recoverable.
The evaluation is performed at the lowest level of identifiable cash flows independent of other assets.
1 unchanged sentence
Measurement of an impairment loss is based on the excess of the carrying amount of the asset group over its fair value.
−Removed: In fiscal 2024, based on our qualitative and quantitative assessments, we concluded that it is more likely than not that the fair values are more than their carrying values.
−Removed: Accordingly, there was no indication of impairment of long-lived assets, and further quantitative testing was not required.
+Added: In fiscal year 2025, based on our qualitative assessment, we recognized an impairment of $ 3 million related to our long-lived assets.
+Added: There were no impairments of long-lived assets recognized during fiscal 2024 and 2023.
Contract liabilities
2 unchanged sentences
Certain arrangements include terms that allow the customer to terminate the contract and receive a refund for a period of time.
−Removed: In these arrangements, we have concluded there are no enforceable rights and obligations during the period in which the option to cancel is exercisable by the customer, and therefore the consideration received or due from the customer is recorded as a customer deposit liability.
+Added: In these arrangements, we have concluded there are no future enforceable rights and obligations during the period in which the option to cancel is exercisable by the customer, and therefore the consideration received or due from the customer is recorded as a customer deposit liability.
Our debt includes senior unsecured notes, senior term loans and a senior secured revolving credit facility.
14 unchanged sentences
These charges are reflected in the period when a contract is terminated.
−Removed: Asset write-offs and impairments, including those related to ROU lease assets, are recognized in the period that an asset is decommissioned or a facility ceases to be used.
+Added: Asset write-offs and impairments, including those associated with ROU lease assets, are recorded in the period when an asset is retired or a facility is no longer operational.
We compute the provision for income taxes using the asset and liability method, under which deferred tax assets and liabilities are recognized for the expected future tax consequences of temporary differences between the financial reporting and tax basis of assets and liabilities and for operating losses and tax credit carryforwards in each jurisdiction in which we operate.
8 unchanged sentences
Stock-based compensation
−Removed: We measure and recognize stock-based compensation for all stock-based awards, including restricted stock units (RSU), performance-based restricted stock units (PRU), stock options and rights to purchase shares under our employee stock purchase plan (ESPP), based on their estimated fair value on the grant date.
+Added: We measure and recognize stock-based compensation for all stock-based awards, including restricted stock units (RSU), performance-based restricted stock units (PRU), stock options and rights to purchase shares under our employee stock
+Added: purchase plan (ESPP), based on their estimated fair value on the grant date.
We recognize the costs in our Consolidated Financial Statements on a straight-line basis over the award’s requisite service period except for PRUs with graded vesting, for which we recognize the costs on a graded basis.
8 unchanged sentences
Foreign currency
−Removed: For foreign subsidiaries whose functional currency is the local currency, assets and liabilities are translated to U.S.
−Removed: dollars at exchange rates in effect at the balance sheet date.
+Added: For foreign subsidiaries whose functional currency is the local currency, assets and liabilities are translated into U.S.
+Added: dollars using the exchange rates in effect at the balance sheet date.
+Added: Meanwhile, revenue and expenses are translated using the average exchange rates during the period.
Gains and losses resulting from translation of these foreign currency financial statements into U.S.
13 unchanged sentences
E-commerce partner B
+Added: At the end of our third fiscal quarter of 2025, E-commerce Partner B, who acts as the payment processor and merchant of record for a subset of Avast customers, missed its contractually required payment.
+Added: Additional contractually required payments were missed in the first few weeks of our fourth fiscal quarter ending March 28, 2025.
+Added: In January 2025, E-commerce partner B cited financial difficulties, which raised our concerns about its solvency and ability to comply with the contractual terms of the agreement.
+Added: On January 16, 2025, we notified them of our termination of the agreement.
+Added: After further settlement discussions, the parties agreed to resolve all disputes between them, including but not limited to claims of breach of the agreement, and the parties entered into a legal settlement agreement.
+Added: Under the terms of the legal settlement agreement, E-commerce partner B transferred all of our customer information to us, and we released our claims to valid outstanding accounts receivable (net of any fees payable) from E-commerce partner B, totaling $ 66 million as of January 17, 2025, along with customary releases for the parties.
+Added: As a result, a total of $ 66 million of accounts receivable from E-commerce partner B were charged off as general and administrative expense during fiscal 2025.
Advertising and other promotional costs
7 unchanged sentences
As additional information becomes available, we reassess the potential liability related to our pending claims and litigation and may revise our estimates.
+Added: Revision of Prior Period Financial Statements
+Added: Historically, we had a practice of recognizing revenue for certain groups of customer renewals on the successful billing date, rather than the renewal start date.
+Added: This practice was instituted to align with our system which was configured and implemented
+Added: based on payment confirmation from e-commerce partners.
+Added: In the first quarter of fiscal 2025, we changed the practice to recognize revenue for these groups on the renewal start date.
+Added: We concluded that the impact of this change is not material to any previously issued annual or interim financial statements;
+Added: however, we have revised previously reported financial information.
+Added: We have corrected this error in the accompanying Consolidated Balance Sheet as of March 29, 2024 by increasing contract liabilities for $ 78 million, increasing other long-term assets for $ 21 million and decreasing retained earnings (accumulated deficit) for $ 57 million.
+Added: The Consolidated Statements of Operations for the years ended March 29, 2024 and March 31, 2023 included a decrease to net revenues of $ 12 million and $ 21 million, respectively, and a decrease to income tax expense (benefit) of $ 3 million and $ 6 million, respectively.
Recent Accounting Standards
−Removed: Recently issued authoritative guidance not yet adopted
+Added: Recently adopted authoritative guidance
ASU 2023-07, Segment Reporting (Topic 280):
1 unchanged sentence
In November 2023, the Financial Accounting Standards Board (FASB) issued new guidance to update reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance.
+Added: The ASU also clarifies circumstances in which an entity can disclose multiple segment measures of profit or loss and provide new segment disclosure requirement for entities with a single reportable segment.
This is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024.
−Removed: We do not expect the adoption of this guidance will have a material impact on our Consolidated Financial Statements and disclosures.
−Removed: ASU 2023-09, Income Taxes (Topic 740):
−Removed: Improvements to Income Tax Disclosures.
−Removed: In December 2023, the FASB issued new guidance to update income tax disclosure requirements, requiring disaggregated information about an entity’s effective tax rate reconciliation as well as income taxes paid.
−Removed: This is effective for fiscal years beginning after December 15, 2024.
−Removed: We are currently evaluating the impact of the adoption of this guidance on our Consolidated Financial Statements and disclosures.
+Added: On March 30, 2024, the first day of fiscal 2025, we adopted this guidance and have provided the required disclosures in Note 17.
Although there are several other new accounting pronouncements issued or proposed by the FASB that we have adopted or will adopt, as applicable, we do not believe any of these accounting pronouncements has had, or will have, a material impact on our Consolidated Financial Statements or disclosures.
2 unchanged sentences
However, the commercial real estate market was adversely affected by the COVID-19 pandemic, which delayed the expected timing of such sales.
−Removed: During the first quarter of fiscal 2022, we completed the sale of certain land and buildings in Mountain View, California for cash consideration of $ 355 million, net of selling costs, and recognized a gain of $ 175 million on the sale.
−Removed: During fiscal 2023, we determined land and buildings in Dublin, Ireland, which were previously reported as property and equipment, now qualifies as held for sale.
−Removed: During the first quarter of fiscal 2024, we completed the sale of certain land and buildings in Dublin, Ireland, which were previously classified as held for sale as of March 31, 2023, for cash consideration of $ 13 million, net of selling costs, and recognized a gain on sale of $ 4 million.
−Removed: The remaining land and building in Dublin, Ireland, remains as held for sale.
−Removed: During the third quarter of fiscal 2024, we completed the sale of certain land and buildings in Tucson, Arizona, which were previously classified as held for sale as of March 31, 2023, for cash consideration of $ 12 million, net of selling costs.
+Added: During the third quarter of fiscal 2024, we completed the sale of certain land and buildings in Tucson, Arizona, which were previously classified as held for sale, for cash consideration of $ 12 million, net of selling costs.
We recognized a gain on sale of $ 5 million.
+Added: During fiscal 2023, we determined land and buildings in Dublin, Ireland, which were previously reported as property and equipment, qualified as held for sale.
+Added: During the first quarter of fiscal 2024, we completed the sale of certain land and buildings in Dublin, Ireland, for cash consideration of $ 13 million, net of selling costs, and recognized a gain on sale of $ 4 million.
+Added: The remaining land and building in Dublin, Ireland, remains as held for sale.
We have taken into consideration the current real estate values and demand and continue to execute pla ns to sell the remaining property.
+Added: During the fiscal year 2025, we recognized immaterial impairments representing the difference between the fair value less cost to sell and the carrying value of the remaining land and building in Dublin, Ireland.
As of March 28, 2025, this property remains classified as assets held for sale.
−Removed: During fiscal 2024, there were no impairments because the fair value of the property less costs to sell either equals or exceeds its carrying value.
+Added: During the second quarter of fiscal 2025, we determined certain land and buildings in Tettnang, Germany, which were previously reported as property and equipment, qualified as held for sale classification.
+Added: As a result, we reclassified the aggregate $ 12 million carrying value from property and equipment, net to assets held for sale in our Consolidated Balance Sheet.
+Added: Upon reclassification, we recognized an immaterial impairment representing the difference between the fair value less cost to sell and the carrying value of the property.
+Added: On December 18, 2024, we entered into an agreement to sell certain land and buildings in Tettnang, Germany, for cash consideration of approximately $ 9 million and a 5-year leaseback agreement for a portion of the property.
+Added: As of March 28, 2025, this property remains classified as assets held for sale.
+Added: Subsequent to March 28, 2025, the transaction closed and proceeds were received on April 2, 2025.
+Added: During fiscal 2025, we recognized immaterial impairments on our held for sale properties, which was included in Other Income (expense), net in our Consolidated Statement of Operations, because the fair value less costs to sell is less than the carrying value of our properties.
Business Combinations
1 unchanged sentence
During the second quarter of fiscal 2023, we acquired all of the outstanding common stock of Avast.
+Added: Avast has been included in our Consolidated Statements of Operations since the acquisition date.
Prior to the acquisition, Avast was a global leader in consumer cybersecurity, offering a comprehensive range of digital security and privacy products and services that protected and enhanced users’ online experiences.
20 unchanged sentences
Adjustments to the purchase price during the measurement period required adjustments to be made to goodwill.
−Removed: During fiscal 2024, we recorded measurement period adjustments resulting in a net decrease to goodwill of $ 14 million, resulting from updated information regarding deferred tax liabilities, which resulted in a decrease of $ 14 million of long-term deferred tax liabilities.
Unaudited pro forma information
−Removed: The following unaudited pro forma financial information represents the combined historical results for the year ended March 31, 2023 and April 1, 2022, as if the acquisition had been completed on April 3, 2021, the first day of fiscal 2022.
+Added: The following unaudited pro forma financial information represents the combined historical results for the year ended March 31, 2023, as if the acquisition had been completed on April 3, 2021, the first day of fiscal 2022.
The results presented below include adjustments to conform Avast financial information, prepared in accordance with International Financial Reporting Standards (IFRS), to U.S.
2 unchanged sentences
The following table summarizes the unaudited pro forma financial information:
−Removed: (In millions) March 31, 2023 April 1, 2022
+Added: (In millions) March 31, 2023
Net revenues $ 3,783
1 unchanged sentence
The unaudited pro forma financial information is provided for informational purposes only and is not indicative of future operations or results that would have been achieved had the acquisition been completed as of the beginning of fiscal 2022.
+Added: Fiscal 2025 Acquisition
+Added: On January 28, 2025, we acquired all of the outstanding shares of a technology-enabled personal finance education and recommendation platform for an aggregate purchase price of $ 84 million, net of $ 1 million cash acquired.
+Added: The net purchase price was primarily allocated to goodwill and intangible assets of $ 52 million and $ 32 million, respectively.
Contract liabilities
7 unchanged sentences
(In millions)
−Removed: Balance as of April 1, 2022 $ 2,873
−Removed: Acquisition of Avast 7,265
+Added: Balance as of March 31, 2023 $ 10,217
Purchase accounting adjustments ( 14 )
1 unchanged sentence
Balance as of March 29, 2024 10,210
−Removed: Purchase accounting adjustments ( 14 )
Translation adjustments ( 25 )
12 unchanged sentences
Year Ended Consolidated Statements of Operations Classification
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Customer relationships and other $ 174 $ 233 $ 172 Operating expenses
−Removed: Developed technology 229 136 39 Cost of revenues
+Added: Developed technology and other
+Added: 227 229 136 Cost of revenues
Total $ 401 $ 462 $ 308
68 unchanged sentences
Other income (expense), net:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Interest income $ 28 $ 25 $ 15
Foreign exchange gain (loss) (1)
−Removed: 3 ( 8 ) ( 2 )
Gain (loss) on early extinguishment of debt
−Removed: — ( 9 ) ( 3 )
Gain (loss) on equity investments
6 unchanged sentences
Supplemental cash flow information:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Income taxes paid (received), net
8 unchanged sentences
Purchases of property and equipment in current liabilities $ 2 $ — $ 1
−Removed: Extinguishment of debt with borrowings from same creditors $ — $ — $ 494
Non-cash consideration for the acquisition of Avast $ — $ — $ 2,141
5 unchanged sentences
Interest rate swaps 3 — 3 16 — 16
−Removed: 16 — 16 — — —
Total $ 547 $ 544 $ 3 $ 454 $ 438 $ 16
−Removed: (1) The fair value of our interest rate swaps is less than $ 1 million as of March 31, 2023.
Financial instruments not recorded at fair value on a recurring basis include our non-marketable equity investments and long-term debt.
1 unchanged sentence
As of March 28, 2025 and March 29, 2024, the carrying value of our non-marketable equity investments was $ 109 million and $ 136 million, respectively.
−Removed: During fiscal 2024, we recognized $ 40 million in impairment on our non-marketable equity investments.
+Added: We recognized impairments of $ 30 million and $ 40 million on our non-marketable equity investments during fiscal years 2025 and 2024, respectively.
Current and long-term debt
2 unchanged sentences
The fair values of all our debt obligations were based on Level 2 inputs.
−Removed: We lease certain of our facilities, equipment, and data center co-locations under operating leases that expire on various dates through fiscal 2030.
+Added: We lease certain facilities, equipment, and data center co-locations under operating leases that expire on various dates through fiscal 2033.
Our leases generally have terms that range from 1 year to 9 years for our facilities, 1 year to 4 years for equipment and 1 year to 7 years for data center co-locations.
1 unchanged sentence
The following summarizes our lease costs for fiscal 2025, 2024 and 2023:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Operating lease costs $ 14 $ 12 $ 16
3 unchanged sentences
Other information related to our operating leases for fiscal 2025, 2024 and 2023 was as follows:
−Removed: March 29, 2024 March 31, 2023 April 1, 2022
+Added: March 28, 2025 March 29, 2024 March 31, 2023
Weighted-average remaining lease term 4.7 years 4.6 years 2.8 years
19 unchanged sentences
0.95 % Avira Mortgage due December 30, 2030 (1)
+Added: 6.25 % Senior Notes due April 1, 2033
Total principal amount 8,355 8,716
5 unchanged sentences
(1) The Avira Mortgages are denominated in a foreign currency so the balances of these mortgages may fluctuate based on changes in foreign currency exchange rates.
+Added: Additionally, in connection with the agreement to sell certain land and buildings in Tettnang, Germany, as discussed in Note 3, the Avira Mortgages were repaid during the fourth quarter of fiscal 2025.
(2) Term A Facility due 2027 bears interest at a rate equal to Term SOFR plus a credit spread adjustment (CSA) plus a margin based either on the current debt rating of our non-credit-enhanced, senior unsecured long-term debt or consolidated adjusted leverage as defined in the underlying loan agreement.
−Removed: (3) Term B Facility due 2029 bears interest at a rate equal to Term SOFR plus CSA plus 2.00 %.
+Added: (3) Term B Facility due 2029 bears interest at a rate equal to Term SOFR plus 1.75 %.
The interest rates for the outstanding term loans are as follows:
11 unchanged sentences
The lenders under these facilities will not be under any obligation to provide any such incremental loans or commitments.
−Removed: We drew down the aggregate principal amounts of the Term A Facility and Term B Facility to finance the cash consideration payable for the transaction and to fully repay the outstanding principal and accrued interest of the existing credit facilities.
+Added: We drew down the aggregate principal amounts of the Term A Facility and Term B Facility to finance the cash consideration payable for our acquisition of Avast and to fully repay the outstanding principal and accrued interest of the existing credit facilities at the time.
The Credit Agreement replaced the existing credit facilities upon the close of the transaction.
1 unchanged sentence
the senior credit facilities remain senior secured.
−Removed: The principal amounts of Term A Facility must be repaid in quarterly installments on the last business day of each calendar quarter equal to 1.25 % of the aggregate principal amount as of the date of the Credit Agreement.
−Removed: The principal amounts of Term Facility B must be repaid in quarterly installments on the last business day of each calendar quarter equal to 0.25 % of the aggregate principal amount as of the date of the Credit Agreement.
−Removed: Quarterly installment payments commenced on March 31, 2023.
−Removed: We may voluntarily repay outstanding principal balances under the Revolving Facility and both Term Loan facilities without penalty.
+Added: On June 5, 2024, we entered into the First Amendment with certain financial institutions under the Credit Agreement, as amended (Amended Credit Agreement).
+Added: The First Amendment repriced our Term B Facility interest rate from the applicable benchmark rate plus CSA plus 2.0 % to the applicable benchmark rate plus 1.75 %.
+Added: Other than as described above, the Revolving Facility and the term loan facilities under the First Amendment continue to have the same terms as provided under the Credit Agreement.
+Added: Subsequent to March 28, 2025, on April 16, 2025, we entered into the Second Amendment with certain financial institutions under the Amended Credit Agreement to fund a portion of the cash consideration paid in connection with our acquisition of MoneyLion, in which they agreed to provide us with a $ 750 million Incremental Term B loan (Incremental Term B Facility or collectively with the Term B Facility, the Term Loan B Facilities), which matures on April 16, 2032.
+Added: The Incremental Term B Facility bears interest at the applicable benchmark rate plus 1.75 %.
+Added: The principal amounts of Term Facility A must be repaid in quarterly installments on the last business day of each calendar quarter equal to 1.25 % of the aggregate principal amount as of the date of the Amended Credit Agreement.
+Added: The principal amounts of Term Loan B facilities must be repaid in quarterly installments on the last business day of each calendar quarter equal to 0.25 % of the aggregate principal amount as of the date of the Amended Credit Agreement.
+Added: Quarterly installment payments commenced on March 31, 2023 for the Term A Facility and Term B Facility and will commence on December 31, 2025 for the Incremental Term B Facility.
+Added: We may voluntarily repay outstanding principal balances under the Revolving Facility and Term loan facilities without penalty or premium.
As of March 28, 2025, there were no borrowings outstanding under our Revolving Facility;
1 unchanged sentence
Letters of credit reduce our Revolving Facility commitment amounts.
−Removed: Interest on borrowings under the Credit Agreement can be based on a base rate or the SOFR at our election.
−Removed: Based on our debt ratings and our consolidated leverage ratios as determined in accordance with the Credit Agreement, loans borrowed bear interest, in the case of base rate loans, at a per annum rate equal to the applicable base rate plus CSA plus a margin ranging from 0.125 % to 0.75 %, and in the case of the SOFR loans, SOFR, as adjusted for statutory reserves, plus a margin ranging from 1.125 % to 1.75 %.
+Added: As of March 28, 2025, we had $ 6 million in letters of credit.
+Added: Interest on our Term A facility borrowings under the Amended Credit Agreement, can be based on a base rate or the SOFR at our election.
+Added: Based on our debt ratings and our consolidated leverage ratios as determined in accordance with the Amended Credit Agreement, loans borrowed bear interest, in the case of base rate loans, at a per annum rate equal to the applicable base rate plus CSA plus a margin ranging from 0.125 % to 0.75 %, and in the case of the SOFR loans, SOFR, as adjusted for statutory reserves, plus a margin ranging from 1.125 % to 1.75 %.
Debt covenant compliance
−Removed: The Credit Agreement contains customary representations and warranties, affirmative and negative covenants.
+Added: The Amended Credit Agreement contains customary representations and warranties, affirmative and negative covenants.
Each of the Revolving Facility and Term A Facility are subject to a covenant that we maintain a consolidated leverage ratio less than or equal to (i) 6.0 to 1.0 from the second quarter of fiscal 2023 through the last day of the second quarter of fiscal 2024, (ii) 5.75 to 1.0 following the last day of the second quarter of fiscal 2024 through the last day of the second quarter of fiscal 2025 and (iii) 5.25 to 1.0 for each fiscal quarter thereafter;
provided that such maximum consolidated leverage ratio will increase to 5.75 to 1.0 for the four fiscal quarters ending immediately should we acquire property, business or assets in an aggregate amount greater than $ 250 million.
−Removed: In addition, the Credit Agreement contains customary events of default under which our payment obligations may be accelerated, including, among others, non-payment of principal, interest or other amounts when due, inaccuracy of representations and warranties, violation of certain covenants, payment and acceleration cross defaults with certain other indebtedness, certain undischarged judgments, bankruptcy, insolvency or inability to pay debts, change of control, the occurrence of certain events related to the Employee Retirement Income Security Act of 1974 (ERISA), and the Company experiencing a change of control.
−Removed: As of March 29, 2024 we were in compliance with all debt covenants.
+Added: In addition, the Amended Credit Agreement contains customary events of default under which our payment obligations may be accelerated, including, among others, non-payment of principal, interest or other amounts when due, inaccuracy of representations and warranties, violation of certain covenants, payment and acceleration cross defaults with certain other indebtedness, certain undischarged judgments, bankruptcy, insolvency or inability to pay debts, change of control, the occurrence of certain events related to the Employee Retirement Income Security Act of 1974 (ERISA), and the Company experiencing a change of control.
+Added: As of March 28, 2025 we were in compliance with all financial debt covenants.
On February 9, 2017, we issued $ 1,100 million aggregate principal amount of our 5.0 % Senior Notes due April 15, 2025 (the 5.0 % Senior Notes).
4 unchanged sentences
Interest on these series of notes is payable semi-annually in arrears on March 31 and September 30 for both the 6.75 % Senior Notes and 7.125 % Senior Notes, commencing on March 31, 2023.
−Removed: We may redeem some or all of the 6.75 % Senior Notes due 2027 and 7.125 % Senior Notes due 2030 at any time, subject to a prepayment penalty that expires one year prior to the maturity of each respective note.
The First Call Dates of the 6.75 % Senior Notes due 2027 and 7.125 % Senior Notes due 2030 are September 30, 2024 and September 30, 2025, respectively.
+Added: On and after the applicable First Call Dates, we may redeem the notes of a series at our option, in whole or in part, at any time and from time to time, at a set redemption price.
+Added: On February 28, 2025, we issued $ 950 million aggregate principal amount of our 6.250 % Senior Notes due April 1, 2033 (the 6.25 % Senior Notes).
+Added: The 6.250 % Senior Notes bear interest at a rate of 6.250 % per year, payable semiannually in arrears on April 1 and October 1 of each year, beginning on October 1, 2025.
+Added: On or after April 1, 2028, we may redeem some or all of the 6.250 % Senior Notes at the applicable redemption prices set forth in the supplemental indenture, plus accrued and unpaid interest.
+Added: On February 28, 2025, using the net proceeds from the 6.25 % Senior Notes, together with cash on hand, we fully repaid the principal and accrued interest under the 5.0 % Senior Notes, which had an aggregate principal amount outstanding of $ 1,100 million.
+Added: In addition, we paid $ 20 million of accrued and unpaid interest through the redemption date.
+Added: The repayment was accounted for as an extinguishment of debt, resulting in an immaterial loss on extinguishment.
Convertible Senior Notes
5 unchanged sentences
The following table sets forth total interest expense recognized related to our convertible notes:
−Removed: (In millions) March 31, 2023 April 1, 2022
+Added: (In millions) March 31, 2023
Contractual interest expense $ 4
−Removed: Amortization of debt discount and issuance costs $ — $ 4
Payments in lieu of conversion price adjustments (1)
(1) Payments in lieu of conversion price adjustments consist of amounts paid to holders of the Convertible Senior Notes when our quarterly dividend to our common stockholders exceeds the amounts defined in the Convertible Senior Notes agreements.
−Removed: During fiscal 2024, we did not recognize any interest expense related to our Convertible Senior Notes as they were settled during the second quarter of fiscal year 2023.
+Added: During fiscal 2025 and 2024, we did not recognize any interest expense related to our Convertible Senior Notes as they were settled during the second quarter of fiscal year 2023.
Our primary objective in holding derivatives is to reduce the volatility of earnings and cash flow associated with changes in foreign currency exchange rates and interest rates.
12 unchanged sentences
These pay-fixed, receive-floating rate interest rate swaps have the economic effect of hedging the variability of forecasted interest payments until their maturity on March 31, 2026.
−Removed: Pursuant to the agreements, we have effectively converted $ 1 billion of our variable rate borrowings under Term A Facility to fixed rates, with $ 500 million at a fixed rate of 3.762 % and $ 500 million at a fixed rate of 3.55 %.
+Added: Pursuant to the agreements, we have effectively converted $ 1 billion of our variable rate borrowings under our Term A Facility to fixed rates, with $ 500 million at a fixed rate of 3.762 % and $ 500 million at a fixed rate of 3.55 %.
These arrangements are designated as cash flow hedges for accounting purposes and as such, we will recognize the changes in the fair value of these interest rate swaps in Accumulated other comprehensive income (loss) (AOCI), and the periodic settlements or accrued settlements of the swap will be recognized within or against interest expense in our Consolidated Statements of Operations.
−Removed: Cash flows related to these hedges are classified under operating activities in our Consolidated Statement of Cash Flows.
+Added: Cash flows related to these hedges are classified under operating activities in our Consolidated Statements of Cash Flows.
Summary of derivative instruments
4 unchanged sentences
$ 230 $ 345 $ — $ — $ — $ —
−Removed: Interest rate swap contract designed as cash flow hedge 1,000 1,000 16 1 — 2
+Added: Interest rate swap contracts designed as cash flow hedge
+Added: 1,000 1,000 3 16 — —
Total $ 1,230 $ 1,345 $ 3 $ 16 $ — $ —
1 unchanged sentence
The following table summarizes the effect of our cash flow hedges on AOCI during the periods indicated:
−Removed: (In millions) March 29, 2024 March 31, 2023
−Removed: Interest rate swap contracts designated as cash flow hedge
−Removed: The effect of our interest rate on AOCI was immaterial during fiscal 2023.
−Removed: We did not have any interest rate swaps during fiscal 2022.
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
+Added: Interest rate swap contracts designated as cash flow hedges
+Added: $ — $ ( 32 ) $ —
+Added: The effect of our interest rate on AOCI was immaterial during fiscal 2025 and 2023.
The related gain (loss) recognized in our Consolidated Statements of Operations was as follows:
Year Ended Consolidated Statements of Operations Classification
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Foreign exchange contracts not designated as hedging instrument $ ( 2 ) $ ( 7 ) $ ( 7 ) Other income (expense), net
−Removed: Interest rate swap contracts designated as cash flow hedge
+Added: Interest rate swap contracts designated as cash flow hedges
13 16 — Interest expense
11 unchanged sentences
We expect that we will incur total costs up to $ 150 million following the completion of the acquisition.
−Removed: These actions are expected to be completed by fiscal 2025.
+Added: These actions are expected to be completed by the end of calendar year 2025.
As of March 28, 2025, we have incurred costs of $ 132 million related to the September 2022 Plan.
−Removed: December 2020 Plan
−Removed: In December 2020, our Board of Directors approved a restructuring plan (the December 2020 Plan) to consolidate facilities and reduce operating costs in connection with our acquisition of Avira.
−Removed: These actions were completed in fiscal 2022.
−Removed: Any remaining costs or adjustments are immaterial.
−Removed: We incurred total costs of $ 24 million under the December 2020 Plan.
Restructuring summary
−Removed: Our activities and liability balances related to our September 2022 Plan are presented in the tables below:
−Removed: (In millions) Liability Balance as of March 31, 2023 Net Charges Cash Payments Non-Cash Items Liability Balance as of March 29, 2024
+Added: Rollforwards of our activities and liability balances related to our September 2022 Plan are presented in the tables below:
+Added: (in millions) Liability Balance as of March 31, 2023
+Added: Cash Payments Non-Cash Items Liability Balance as of March 29, 2024
Severance and termination benefit costs $ 7 $ 42 $ ( 29 ) $ — $ 20
4 unchanged sentences
Total $ 7 $ 56 $ ( 41 ) $ ( 2 ) $ 20
+Added: (In millions) Liability Balance as of March 29, 2024 Net Charges Cash Payments Non-Cash Items Liability Balance as of March 28, 2025
+Added: Severance and termination benefit costs $ 20 $ 2 $ ( 20 ) $ — $ 2
+Added: Other exit and disposal costs — 5 ( 5 ) — —
+Added: Total $ 20 $ 7 $ ( 25 ) $ — $ 2
The restructuring liabilities are included in Other current liabilities in our Consolidated Balance Sheets.
1 unchanged sentence
Our restructuring and other costs are presented in the table below:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Severance and termination benefit costs $ 2 $ 42 $ 40
7 unchanged sentences
The components of our income (loss) before income taxes are as follows:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Domestic $ 514 $ 70 $ 337
2 unchanged sentences
The components of income tax expense (benefit) are as follows:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Federal $ 246 $ 201 $ ( 479 )
8 unchanged sentences
federal statutory income tax rates we have applied for fiscal 2025, 2024 and 2023 are as follows:
−Removed: March 29, 2024 March 31, 2023 April 1, 2022
+Added: March 28, 2025 March 29, 2024 March 31, 2023
federal statutory income tax rate 21.0 % 21.0 % 21.0 %
The difference between our effective income tax and the federal statutory income tax is as follows:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Federal statutory tax expense (benefit) $ 216 $ 93 $ 165
49 unchanged sentences
and future reversals of taxable temporary differences.
−Removed: We have concluded that this positive evidence outweighs the negative evidence and, thus, that the gross deferred tax assets as of March 29, 2024, are realizable on a “more likely than not” basis.
−Removed: In fiscal 2023 as part of Avast integration plan we undertook a legal entity and operational restructuring that resulted in tax capital losses.
−Removed: The capital losses were carried back to the fiscal 2020 tax return to offset a capital gain, which resulted in a tax refund on our federal and state tax returns for the 2020 tax year.
−Removed: We have filed claims for all federal and state refunds for a total amount of $ 954 million.
−Removed: As of March 29, 2024, we have received $ 899 million in federal refunds and $ 2 million in state refunds related to the carryback claim.
−Removed: As part of this process, we had recorded a net tax receivable in an amount less than the $ 954 million, due to the complexity of applying evolving tax laws and uncertainties with respect to sustaining our refunds claims, the success of which we believe is more likely than not.
−Removed: This net amount takes into account our best estimate of the likely outcome of the refund claim given the information available to us at this time.
−Removed: Our ability to recognize the financial statement benefit of the refund claim is subject to change based on a number of factors, including but not limited to, changes in facts and circumstances, changes in tax laws, correspondence with both IRS and State tax authorities, and the results of tax audits and related proceedings, which may take several years or more to resolve.
−Removed: We intend to vigorously defend our position if challenged by the tax authorities and will contest any proposed adjustments.
−Removed: If we are not able to resolve any proposed adjustments at the examination level, we plan to pursue all available administrative and, if necessary, judicial remedies.
−Removed: If we do not ultimately prevail on some or all of the components of our position, we would be required to pay the IRS and the states some or all of any cash tax refund, along with interest on such amount, and penalties, if assessed.
−Removed: As with all actual and potential tax audits and related proceedings, there can be no assurances on the final outcome.
−Removed: To the extent the final outcome is different than the amounts recorded, such differences will affect the provision for income taxes in the period in which such determination is made and could have a material impact on our Consolidated Balance Sheets and Statements of Operations.
+Added: The valuation allowance for deferred tax assets as of March 28, 2025 was $ 107 million.
+Added: The valuation allowance was primarily related to tax attribute carryforwards that, in the judgement of management, are not more likely than not to be realized.
In the second quarter of fiscal 2024, as part of the Avast integration plan, which geographically realigned and simplified our business, we undertook a legal entity and operational restructuring.
As part of that process, we distributed certain assets within the legal entity operating structure and as a result, we recorded a net tax benefit of $ 285 million in fiscal 2024.
−Removed: Differences between the final outcome and recorded amounts will impact the provision for income taxes in the period in which such a
−Removed: determination is made and could have a material impact on our Consolidated Balance Sheets and Statements of Operations in future years.
+Added: Differences between the final outcome and recorded amounts will impact the provision for income taxes in the period in which such a determination is made and could have a material impact on our Consolidated Balance Sheets and Statements of Operations in future years.
The aggregate changes in the balance of gross unrecognized tax benefits were as follows:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Balance at beginning of year $ 1,163 $ 710 $ 527
7 unchanged sentences
Balance at end of year $ 1,153 $ 1,163 $ 710
−Removed: There was a change of $ 453 million in gross unrecognized tax benefits during the year ended March 29, 2024, as disclosed above, mainly on account of a legal entity and operational restructuring.
+Added: There was a change of $ 10 million in gross unrecognized tax benefits during the year ended March 28, 2025, as disclosed above.
This gross liability does not include offsetting tax benefits associated with the correlative effects of potential transfer pricing adjustments, interest deductions and state income taxes.
12 unchanged sentences
federal tax purposes.
−Removed: Our fiscal years 2018 through 2020 are currently under examination by the IRS.
Our 2021 through 2024 fiscal years remain subject to examination by the appropriate governmental agencies for Irish tax purposes.
−Removed: Our 2016 through 2022 fiscal years remain subject to examination by the appropriate governmental agencies for Czech tax purposes.
+Added: Our 2017 through 2024 fiscal years remain subject to examination by the Czech tax authorities.
The timing of the resolution of income tax examinations is highly uncertain, and the amounts ultimately paid, if any, upon resolution of the issues raised by the taxing authorities may differ materially from the amounts accrued for each year.
14 unchanged sentences
Stock repurchase program
−Removed: Under our stock repurchase program, we may purchase shares of our outstanding common stock on the open market and through accelerated stock repurchase transactions.
−Removed: As of March 29, 2024, we had $ 429 million remaining under the authorization to be completed in future periods with no expiration date.
In May 2024, our Board of Directors authorized a new stock repurchase program through which we may repurchase shares of our common stock in an aggregate amount of up to $ 3 billion with no fixed expiration.
This new stock repurchase program will supersede any amounts under the prior stock repurchase programs.
+Added: Under our stock repurchase program, we may purchase shares of our outstanding common stock on the open market and through accelerated stock repurchase transactions.
+Added: As of March 28, 2025, we had $ 2,728 million remaining under the authorization to be completed in future periods.
The following table summarizes activity related to our stock repurchase program during the years ended March 28, 2025 and March 29, 2024:
9 unchanged sentences
Net Unrealized Gain (Loss) On Interest Rate Derivative Total
−Removed: Balance as of April 1, 2022 $ ( 4 ) $ — $ ( 4 )
+Added: Balance as of March 31, 2023 $ ( 15 ) $ — $ ( 15 )
Other comprehensive income (loss), net of taxes 10 16 26
2 unchanged sentences
Balance as of March 28, 2025 $ ( 36 ) $ 3 $ ( 33 )
−Removed: Stock-Based Compensation and Benefit Plans
+Added: Stock-Based Compensation and Other Benefit Plans
Stock incentive plans
26 unchanged sentences
( 1 ) $ 29.94
−Removed: Forfeited (1)
+Added: ( 1 ) $ 22.70
Outstanding and unvested as of March 28, 2025 5 $ 28.42
−Removed: (1) The number of shares is less than 1 million.
The total fair value of PRUs released in fiscal 2025, 2024 and 2023 was $ 24 million, $ 20 million, and $ 5 million, respectively, which represents the market value of our common stock on the date the PRUs were released.
2 unchanged sentences
PRUs granted in fiscal 2025, 2024 and 2023 contain a combination of our company’s performance and market conditions.
−Removed: The performance conditions are based on the achievement of specified two-year non-GAAP financial metrics.
−Removed: The market conditions are based on the achievement of our relative total shareholder return over a three - and five-year period.
+Added: The performance conditions are based on the achievement of specified one - or three-year non-GAAP financial metrics.
+Added: The market conditions are based on the achievement of our relative total shareholder return over a three - or five-year period.
Typically, 0 % to 200 % of target shares are eligible to be earned based on the achievement of the performance and market conditions.
3 unchanged sentences
The valuation and the underlying weighted-average assumptions for PRUs are summarized below:
−Removed: March 29, 2024 March 31, 2023 April 1, 2022
+Added: March 28, 2025 March 29, 2024 March 31, 2023
Expected term 2.9 years 2.9 years 3.3 years
7 unchanged sentences
The following table summarizes activity related to the purchase rights issued under the ESPP:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Shares issued under the ESPP 1 1 1
7 unchanged sentences
Stock-based award modifications
−Removed: No award was modified in fiscal 2024, 2023 and 2022.
+Added: There were no material stock-based award modifications in fiscal 2025.
+Added: There were no stock-based award modifications in fiscal 2024 and 2023.
Stock-based compensation expense
Total stock-based compensation expense and the related income tax benefit recognized for all of our equity incentive plans in our Consolidated Statements of Operations were as follows:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Cost of revenues $ 4 $ 4 $ 3
11 unchanged sentences
Our employer matching contributions to the 401(k) plan were as follows:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
401(k) matching contributions $ 4 $ 4 $ 4
5 unchanged sentences
The components of basic and diluted net income (loss) per share are as follows:
−Removed: (In millions, except per share amounts) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions, except per share amounts) March 28, 2025 March 29, 2024 March 31, 2023
Net income (loss) $ 643 $ 607 $ 1,334
10 unchanged sentences
We operate as one reportable segment.
−Removed: Our Chief Operating Decision Maker is our Chief Executive Officer, who reviews financial information presented on a consolidated basis to evaluate company performance and to allocate and prioritize resources.
−Removed: The following table summarizes net revenues for our major solutions:
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: Our Chief Operating Decision Maker is our Chief Executive Officer, who manages and reviews the business on a consolidated basis and uses consolidated net income (loss), as reported on our Consolidated Statements of Operations, as the primary measure of segment profit or loss to evaluate company performance and to allocate and prioritize resources during the planning and forecasting process.
+Added: The measure of segment assets is reported on the Consolidated Balance Sheets as Total Assets.
+Added: The following table is a reconciliation of our measure of segment profit or loss, significant segment expenses and other segment items:
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
+Added: $ 3,935 $ 3,800 $ 3,317
+Added: Less significant expenses and other segment items:
+Added: Revenue share
+Added: E-Commerce fees
+Added: Product and cloud expense
+Added: Personnel expense
+Added: Marketing and affiliates expense
+Added: Support and outside service expense
+Added: Infrastructure and facilities expense (1)
+Added: Stock-based compensation
+Added: Amortization of intangible assets
+Added: Other segment items (2)
+Added: Interest expense
+Added: Other expense (income), net (3)
+Added: Income tax expense (benefit)
+Added: 386 ( 160 ) ( 551 )
+Added: Net income (loss)
+Added: $ 643 $ 607 $ 1,334
+Added: (1) Infrastructure and facilities expense includes depreciation expense, which are disclosed in Note 7.
+Added: (2) Other segment items included in segment net income (loss) includes restructuring and other costs, acquisition and integration costs, litigation settlement charges, and legal contract dispute costs.
+Added: (3) Other expense (income), net, includes interest income, which is disclosed in Note 7.
+Added: Major solutions
+Added: The following table summarizes net revenues from our major solutions:
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Consumer security revenues $ 2,462 $ 2,409 $ 2,013
5 unchanged sentences
$ 3,935 $ 3,800 $ 3,317
−Removed: (1) During the year ended March 29, 2024, total net revenues include an unfavorable foreign exchange impact of $ 25 million, consisting of $ 24 million from our consumer security solutions and $ 1 million from our identity and information protection solutions.
From time to time, changes in our product hierarchy cause changes to the product categories above.
2 unchanged sentences
Consumer security includes revenues from our Norton 360 Security offerings, Norton, Avast, AVG, and Avira Security and VPN offerings, and other consumer security and device performance solutions through our direct, partner and small business channels.
−Removed: Identity and information protection includes revenues from our Norton 360 with LifeLock offerings, LifeLock identity theft protection and other identity, information protection and privacy solutions.
+Added: Identity and information protection includes revenues from our Norton 360 with LifeLock offerings, LifeLock identity theft protection and other identity information protection, financial wellness and privacy solutions.
Legacy includes revenues from products or solutions from markets that we have exited and in which we no longer operate, have been discontinued or identified to be discontinued, or remain in maintenance mode as a result of integration and product portfolio decisions.
2 unchanged sentences
The following table represents net revenues by geographic area for the periods presented:
−Removed: Year Ended (2)
−Removed: (In millions) March 29, 2024 March 31, 2023 April 1, 2022
+Added: (In millions) March 28, 2025 March 29, 2024 March 31, 2023
Americas $ 2,587 $ 2,484 $ 2,234
6 unchanged sentences
APJ includes Asia Pacific and Japan.
−Removed: (1) During the year ended March 29, 2024, total net revenues include an unfavorable foreign exchange impact of $ 25 million, consisting of $ 14 million from EMEA and $ 11 million from APJ.
(1) From time to time, changes in allocation methodologies cause changes to the revenue by geographic area above.
8 unchanged sentences
Total cash and cash equivalents
+Added: $ 1,006 $ 846
The table below represents our property and equipment, net of accumulated depreciation and amortization, by geographic area, based on the physical location of the asset, at the end of each period presented:
(In millions) March 28, 2025 March 29, 2024
−Removed: Germany 12 13
−Removed: Czech Republic 6 16
Other countries (1)
26 unchanged sentences
Litigation contingencies
+Added: From time to time, we are involved in legal proceedings, including, but not limited to, regulatory proceedings, claims, mediations, arbitrations and litigation, arising out of the ordinary court of business.
+Added: We evaluate contingent liabilities including threatened or pending litigation in accordance with the authoritative guidance on contingencies.
+Added: We assess the likelihood of any adverse judgements or outcomes from potential claims or proceedings for accrual or disclosure in our Consolidated Financial Statements.
+Added: A determination of the amount of an accrual required, if any, for these contingencies is made after the analysis of each separate matter.
+Added: Because of uncertainties related to these matters, we base our estimates on the information available at the time of our assessment.
+Added: As additional information becomes available, we reassess the potential liability related to our pending claims and litigation and may revise our estimates and disclosures.
+Added: We classify our accruals for litigation contingencies in our Consolidated Balance Sheets as part of Other current liabilities or Other long-term liabilities based on when we expect to pay the claim, if at all.
+Added: If the period of expected payment is within one year, we classify the amount as short-term;
+Added: otherwise, it is classified as long-term.
+Added: The exact timing of payment is subject to uncertainty and could change significantly from our estimated payment period.
Trustees of the University of Columbia in the City of New York v.
5 unchanged sentences
8,601,322 and 8,074,115.
−Removed: We also sought inter partes review by the Patent Trial and Appeal Board of the claims of the ‘322 and ‘115 Patents and all but two claims of the ‘322 Patent and three claims of the ‘115 Patent were invalidated.
+Added: We also sought inter partes review by the Patent Trial and Appeal Board of the claims of the ‘322 and ‘115 Patents
+Added: and all but two claims of the ‘322 Patent and three claims of the ‘115 Patent were invalidated.
The remaining claims of the ‘322 and ‘115 Patents were the only claims that remained in suit at trial.
13 unchanged sentences
There is a reasonable possibility that a loss may be incurred in excess of our accrual for this matter;
−Removed: however, such loss cannot be reasonably estimated.
+Added: however, such incremental loss cannot be reasonably estimated.
Securities Class Action and Derivative Litigation
3 unchanged sentences
On May 24, 2021, the parties reached a proposed settlement and release of all claims in the class action, for $ 70 million, and on June 8, 2021, the parties executed a Stipulation and Agreement of Settlement, exclusive of any claims that may be brought by shareholders who opted out of the class action.
−Removed: Of the $ 70 million, $ 67 million was covered under the applicable insurance policy with the remainder to be paid by us.
−Removed: The Court approved the settlement on February 12, 2022.
+Added: Of the $ 70 million, $ 67 million was covered under the applicable insurance policy with the remainder paid by us into escrow in September 2021.
+Added: The Court approved the settlement on February 12, 2022, releasing the settlement payment from escrow.
On November 22, 2021, investment funds managed by Orbis Investment Management Ltd.
13 unchanged sentences
Symantec , brought claims derivatively on behalf of our 2008 Employee Stock Purchase Plan.
−Removed: The parties have reached a settlement in principle, subject to Court approval.
−Removed: The impact of settlement was not material.
+Added: The parties reached a settlement, which received final approval from the Court on December 4, 2024, at which time judgment was entered.
+Added: The judgment was not appealed and is now final and the impact of the settlement was not material.
+Added: All related matters are now resolved.
During the first quarter of fiscal 2013, we were advised by the Commercial Litigation Branch of the Department of Justice’s (DOJ) Civil Division and the Civil Division of the U.S.
Attorney’s Office for the District of Columbia that the government is investigating our compliance with certain provisions of our U.S.
−Removed: General Services Administration (GSA) Multiple Award Schedule
+Added: General Services Administration (GSA) Multiple Award Schedule Contract No.
GS-35F-0240T effective January 24, 2007, including provisions relating to pricing, country of origin, accessibility, and the disclosure of commercial sales practices.
10 unchanged sentences
On March 23, 2021, plaintiffs withdrew their demand for a jury trial and we consented to proceed with a bench trial, which concluded on March 24, 2022.
−Removed: On January 19, 2023, the Court issued its Findings of Facts and Conclusions of Law in which it found in favor of the United States in part and awarded damages and penalties in the amount of $ 1.3 million.
−Removed: The Court also found in favor of the State of California in part and awarded penalties in the amount of $ 0.4 million.
+Added: We settled with the State of Florida before trial and the State of New York during trial, both for immaterial amounts which have been paid.
+Added: On January 19, 2023, the Court issued its Findings of Facts and Conclusions of Law in which it found in favor of the United States in part and awarded damages and penalties in the amount of $ 1.3 million, which the Company then paid.
+Added: The Court also found in favor of the State of California in part and awarded penalties in the amount of $ 0.4 million, which the Company also paid.
The resulting Judgment was filed by the Court on January 20, 2023.
2 unchanged sentences
The State of California’s Motion to Amend was denied.
−Removed: The January 2023 judgment amount has been paid, and at this time, our current estimate of the low end of the range of probable estimated losses from this matter is $ 53 million, which we have accrued and recorded as part of Other current liabilities in the Consolidated Balance Sheets.
−Removed: On February 13, 2024, we filed a motion to amend and correct the judgement in that the revised damages in the January 2024 decision include damages for products not included on the GSA schedule at issue in the case.
−Removed: The judgement in the case is not yet final, nonetheless we have posted a surety bond and continue to assess our appeal options.
−Removed: It is possible an appeal of the Court’s amended judgment by the plaintiffs, if brought, could lead to further claims or findings of violations of the False Claims Act and could be material to our results of operations and cash flows for any period.
−Removed: Resolution of False Claims Act investigations can ultimately result in the payment of somewhere between one and three times the actual damages proven by the government, plus civil penalties.
−Removed: There is a reasonable possibility that a loss may have been incurred in excess of our accrual for this matter;
−Removed: however, such loss cannot be reasonably estimated.
−Removed: Additionally, on May 13, 2021, we reached a settlement in principle with the State of Florida to resolve all claims it asserted in the litigation for $ 0.5 million, plus the relator’s statutory attorney’s fees with respect to the State of Florida’s claims.
−Removed: On February 28, 2022, we reached a settlement in principle with the State of New York and the relator to resolve all of the New York claims asserted in the litigation for $ 5 million.
+Added: A subsequent motion to amend and correct the January 2024 judgment brought by the Company was denied.
+Added: The January 2024 judgment was paid by the Company in November 2024.
+Added: Additionally, the Company reached an agreement in principle to pay Relator’s counsel $ 12 million for its attorneys’ fees, which the Company paid in the fourth quarter of fiscal 2025.
+Added: The Company was dismissed from the case on February 26, 2025, and this matter is now fully resolved.
Jumpshot Matters
6 unchanged sentences
On October 29, 2021, staff at the FTC sent Avast a draft complaint and proposed settlement order.
−Removed: We have been engaged in ongoing negotiations with the FTC staff and have reached an agreement on the terms of a settlement resolving this investigation, subject to the Commission’s approval, the terms of which are not expected to have a material impact on current or ongoing operations.
−Removed: This includes a provision for a non-material amount of monetary relief, which has been accrued.
−Removed: Absent a final settlement, any litigation or other legal proceeding between us and the FTC could result in material monetary remedies and/or compliance requirements that impose significant and material cost and resource burdens on us, and may impact our ability to use data in the future.
−Removed: There can be no assurance that we will be successful in reaching a favorable settlement or in litigation.
−Removed: Any remedies or compliance requirements resulting from a litigation or other legal proceedings could adversely affect our ability to operate our business or have a materially adverse impact on our financial results.
−Removed: On February 27, 2020, the Czech Office for Personal Data Protection (the Czech DPA) initiated offense proceedings concerning Avast`s practices with respect to Jumpshot, the Czech DPA issued a decision in March 2022 finding that Avast had violated the GDPR and issued a fine of CZK 351 million, which we accrued.
+Added: We engaged in ongoing negotiations with the FTC staff and have reached a negotiated agreement on the terms of a Consent Decree resolving this investigation, the terms of which are now final.
+Added: This includes a provision for a non-material amount of monetary relief, which has been paid.
+Added: On February 27, 2020, the Czech Office for Personal Data Protection (the Czech DPA) initiated offense proceedings concerning Avast`s practices with respect to Jumpshot, the Czech DPA issued a decision in March 2022 finding that Avast had violated the GDPR and issued a fine of CZK 351 million, which is approximately $ 15 million.
Avast appealed the decision, which was affirmed by the Czech DPA on April 10, 2024.
−Removed: Avast is considering its options including a further judicial action.
+Added: Avast has now paid the fine levied by the DPA.
+Added: On June 15, 2024, Avast brought a judicial action in the administrative law court challenging the decision of the Czech DPA.
+Added: That matter is still pending.
On March 27, 2024, Stichting CUIC – Privacy Foundation for Collective Redress, a Dutch foundation (the Foundation), filed its writ of summons to initiate a collective action.
1 unchanged sentence
No specific amount of damages has been alleged to date.
−Removed: At this stage, we are unable to assess whether any material loss or adverse effect is reasonably possible or estimate the range of any potential loss.
+Added: At this stage, the matter remains pending, and we are unable to assess whether any material loss or adverse effect is probable or estimate the range of any potential loss.
On April 18, 2024, we received a letter before action from counsel in the United Kingdom asserting it may bring a representative action on behalf of a class of Avast users in the United Kingdom and Wales for breach of contract and misuse of private information and seeking unspecified damages and a permanent injunction.
No lawsuit has been commenced.
−Removed: At this stage, we are unable to assess whether any material loss or adverse effect is reasonably possible or estimate the range of any potential loss.
+Added: At this stage, we are unable to assess whether any material loss or adverse effect is probable or estimate the range of any potential loss.
On December 12, 2022, a putative class action, Lau v.
1 unchanged sentence
and Jumpshot Inc.
−Removed: , was filed in the Northern District of California alleging violations of the Electronic Communications Privacy Act, California Invasion of Privacy Act, statutory larceny, unfair competition and various common law claims related to the provision of customer data to Jumpshot.
−Removed: Such claims, to the extent related to Jumpshot, have now been dismissed from the case.
−Removed: At this stage, we are unable to assess whether any material loss or adverse effect is reasonably possible as a result of this action or estimate the range of any potential loss.
−Removed: We dispute these claims and intend to defend them vigorously.
+Added: (later restyled as Karwowski v.
+Added: Gen Digital Inc.
+Added: ), was filed in the Northern District of California alleging violations of the Electronic Communications Privacy Act, California Invasion of Privacy Act, statutory larceny, unfair competition and various common law claims related to the provision of
+Added: customer data to Jumpshot.
+Added: The claims related to Jumpshot, and Jumpshot, Inc.
+Added: as a defendant, were dismissed on July 9, 2024, as a result of a Motion to Dismiss brought by the Company.
+Added: The remaining claims were then voluntarily dismissed, with prejudice, by the Plaintiffs.
+Added: Judgment was entered by the Court on October 23, 2024, as to those claims and on November 22, 2024, Plaintiffs filed a Notice of Appeal regarding the earlier dismissed Jumpshot-related claims and the appeal remains pending.
+Added: At this stage, we are unable to assess whether any material loss or adverse effect is probable as a result of this action or estimate the range of any potential loss.
+Added: We dispute these claims and intend to defend ourselves against them vigorously.
The outcome of the regulatory proceedings, government enforcement actions and litigation is difficult to predict, and the cost to defend, settle or otherwise resolve these matters may be significant.
4 unchanged sentences
Any future investigations or additional lawsuits may also adversely affect our business, financial condition, results of operations and cash flows.
−Removed: We are involved in a number of other judicial and administrative proceedings that are incidental to our business.
+Added: MALKA Seller Members Litigation
+Added: On July 21, 2023, Jeffrey Frommer, Lyusen Krubich, Daniel Fried and Pat Capra, the former equity owners of MALKA (collectively, the “Seller Members”), brought a civil action in the SDNY against MoneyLion Technologies Inc.
+Added: alleging, among other things, breaches of the Membership Interest Purchase Agreement (the “MIPA”) governing the acquisition of MALKA (the “MALKA Acquisition”).
+Added: Among other claims, the Seller Members allege that they are entitled to payment of $ 25 million of Class A Common Stock pursuant to the earnout provisions set forth in the MIPA, based on the Seller Members’ assertion that MALKA achieved certain financial targets for the year ended December 31, 2022 (such payment, the “2022 Earnout Payment”).
+Added: The Company believes that the Seller Members are not entitled to any portion of the 2022 Earnout Payment under the terms of the MIPA and filed counterclaims against the Seller Members, alleging, among other things, fraud, negligent misrepresentation, conversion, breach of fiduciary duties and breach of contract and seeking compensatory damages and other remedies as a result of wrongdoing by the Seller Members.
+Added: The Company continues to vigorously pursue its remaining counterclaims and defend against the Seller Members’ claims, which the Company believes are meritless.
+Added: The bench trial of all remaining claims concluded on May 5, 2025, and a decision is currently pending.
+Added: At this stage, we are assessing the impact of this case on our allocation of the purchase price to the underlying assets acquired and liabilities assumed in the MoneyLion acquisition, and also for future periods if any material loss or adverse effect is probable or estimable.
+Added: CFPB Litigation
+Added: On September 29, 2022, the Consumer Financial Protection Bureau (the “CFPB”) initiated a civil action in the United States District Court for the Southern District of New York (“SDNY”) against MoneyLion Technologies Inc., ML Plus LLC and the Company's 38 state lending subsidiaries, alleging violations of the Military Lending Act and the Consumer Financial Protection Act.
+Added: The CFPB is seeking injunctive relief, redress for allegedly affected consumers and civil monetary penalties.
+Added: On January 10, 2023, the Company moved to dismiss the lawsuit, asserting various constitutional and merits-based arguments.
+Added: On March 24, 2025, the Court granted in part and denied in part the Company's motion to dismiss, substantially narrowing the case.
+Added: On April 22, 2025, the CFPB filed a second amended complaint.
+Added: The Company continues to maintain that the CFPB’s claims are meritless and is vigorously defending against the lawsuit.
+Added: At this stage, we are assessing the impact of this case on our allocation of the purchase price to the underlying assets acquired and liabilities assumed in the MoneyLion acquisition, and also for future periods if any material loss or adverse effect is probable or estimable.
+Added: NYAG Litigation
+Added: On April 14, 2025, the Office of the Attorney General of the State of New York filed a civil action in the Supreme Court of the State of New York, County of New York, against MoneyLion Inc.
+Added: The complaint alleges, among other things, that MoneyLion’s earned wage access product violates New York’s civil and criminal usury laws and asserts claims of fraud, deceptive, and false advertising practices under state law, as well as abusive and deceptive practices under the federal Consumer Financial Protection Act.
+Added: On April 28, 2025, the Attorney General filed an amended complaint, adding MoneyLion Technologies Inc.
+Added: and ML Plus LLC as defendants.
+Added: We believe the Attorney General’s claims are without merit and intend to vigorously defend against the lawsuit.
+Added: At this stage, we are assessing the impact of this case on our allocation of the purchase price to the underlying assets acquired and liabilities assumed in the MoneyLion acquisition, and also for future periods if any material loss or adverse effect is probable or estimable.
+Added: We are involved in a number of other judicial, arbitrable and administrative proceedings that are incidental to our business.
Although adverse decisions (or settlements) may occur in one or more of the cases, it is not possible to estimate the possible loss or losses from each of these cases.
The final resolution of these lawsuits, individually or in the aggregate, is not expected to have a material adverse effect on our business, results of operations, financial condition or cash flows.
+Added: During fiscal 2025, 2024 and 2023, we incurred $ 132 million, $ 418 million and $ 29 million, respectively, related to the estimated accrual and final resolutions of our litigation contingencies in our Consolidated Statements of Operations.
+Added: Subsequent Events
+Added: Acquisition of MoneyLion
+Added: On December 10, 2024, we entered into a definitive agreement to acquire MoneyLion Inc.
+Added: MoneyLion extends our identity solutions into offering comprehensive financial wellness through MoneyLion’s full-featured personal finance platform that includes credit building and financial management services.
+Added: We completed the acquisition of MoneyLion on April 17, 2025.
+Added: Under the terms of the definitive agreement, each share of Class A common stock, par value $ 0.0001 per share, of MoneyLion, that is issued and outstanding as of immediately prior to the effective time of the acquisition will be automatically cancelled, extinguished, and converted into the right to receive cash in an amount equal to $ 82.00 , without interest thereon, representing a cash value of approximately $ 1 billion.
+Added: In addition, for each share owned, MoneyLion shareholders will receive at closing one contingent value right (CVR) that entitles the holder to a contingent payment of $ 23.00 in the form of shares of our common stock (issuable based on an assumed share price of $ 30.48 per Gen share) if our average volume-weighted average share price reaches at least $ 37.50 per share over 30 consecutive trading days from December 10, 2024 until 24 months after close, representing an aggregate fair value of approximately $ 73 million.
+Added: Upon the closing of the acquisition, we cancelled all in-the money outstanding stock options, whether vested or unvested, and converted into the right to receive (i) an amount in cash, without interest thereon, equal to the product obtained by multiplying (a) the number of in-the-money outstanding stock option immediately prior to the close by (b) the excess, if any, MoneyLion’s closing stock price over the exercise price per share of such in-the-money stock option and (ii) one CVR in respect of each in-the-money stock option immediately prior to the close.
+Added: Any outstanding stock option with an exercise price greater than or equal to per share price of MoneyLion’s closing stock price was forfeited and canceled for no consideration.
+Added: Additionally, all outstanding and unvested restricted stock units (RSUs) and performance share units (PSUs) were assumed and converted into 3,727,957 service-based RSUs of Gen’s common stock.
+Added: The conversion was calculated by multiplying the total number of unvested RSUs and PSUs by an equity conversion ratio of 3.48 .
+Added: All converted RSUs will vest in accordance with the vesting period set forth in the original award agreement assuming continued service by the recipients through such date.
+Added: The fair value of these converted restricted stock awards has not yet been finalized.
+Added: In connection with our acquisition of MoneyLion, we entered into the Second Amendment to Amended and Restated Credit Agreement (the Second Amendment) with certain financial institutions to fund a portion of the cash consideration paid, in which they agreed to provide to us a $ 750 million Incremental Term B Facility, which matures on April 16, 2032.
+Added: See Note 10 for further information about this debt instrument and the related debt covenants.
+Added: The close date of the acquisition occurred subsequent to our fiscal quarter end, therefore the allocation of the purchase price to the underlying assets acquired and liabilities assumed is subject to a formal valuation process, which has not yet been completed.
+Added: We will reflect the initial purchase price allocation within our Form 10-Q for the first quarter of fiscal year 2026.
+Added: The purchase price allocation will be finalized as soon as practicable within the measurement period, but not later than one year following the acquisition close date.
+Added: Although the purchase price allocation for this acquisition is not yet available, we expect a substantial majority of the purchase price will be allocated to goodwill and intangible assets.
(2) Financial Statement Schedules
8 unchanged sentences
8-K 000-17781 2.01 8/8/2019
+Added: Agreement and Plan of Merger, dated as of December 10, 2024, among Gen Digital Inc., Maverick Group Holdings, Inc.
+Added: and MoneyLion Inc.
3.01 Amended and Restated Certificate of Incorporation of Registrant, and all amendments thereto.
2 unchanged sentences
8-K 000-17781 3.01
+Added: Incorporated by Reference Filed
+Added: Exhibit Description Form File No.
+Added: Exhibit Filing Date
3.03 Certificate of Elimination of Series A Junior Preferred Stock.
5 unchanged sentences
8-K 000-17781 10.01 3/7/2016
−Removed: Incorporated by Reference Filed
−Removed: Exhibit Description Form File No.
−Removed: Exhibit Filing Date
4.05 Investment Agreement, dated as of June 12, 2016, by and among Registrant, Bain Capital Fund XI, L.P., Bain Capital Europe Fund IV, L.P.
20 unchanged sentences
8-K 000-17781 4.02 9/19/2022
+Added: Fourth Supplemental Indenture, dated as of February 28, 2025, by and among Gen Digital Inc., as issuer, the guarantors party thereto and Computershare Trust Company, National Association, as successor to Wells Fargo Bank, National Association, as trustee (including the form of 6.250% Senior Notes due 2033).
+Added: Incorporated by Reference Filed
+Added: Exhibit Description Form File No.
+Added: Exhibit Filing Date
10.01(*) Form of Indemnification Agreement for Officers, Directors and Key Employees (form for agreements entered into between January 17, 2006 and March 6, 2016).
8 unchanged sentences
10-Q 000-17781 10.06 2/7/2020
−Removed: 10.06(*) Registrant’s 2013 Equity Incentive Plan, as amended.
−Removed: 8-K 000-17781 10.01 12/3/2018
−Removed: Incorporated by Reference Filed
−Removed: Exhibit Description Form File No.
−Removed: Exhibit Filing Date
+Added: 10.06(*) Registrant’s 2013 Equity Incentive Plan, as amended and restated.
+Added: 000-17781 Exhibit B
10.07(*) Form of Director Restricted Stock Unit Award Agreement under Gen Digital Inc.
11 unchanged sentences
10-Q 000-17781 4.05 8/5/2016
−Removed: 10.14 Amendment Agreement, dated as of July 18, 2016, by and among Registrant, Symantec Operating Corporation, the Lenders and the New Term Lenders, Wells Fargo Bank, National Association, and JPMorgan Chase Bank, N.A.
−Removed: 10-Q 000-17781 4.02 8/5/2016
Incorporated by Reference Filed
1 unchanged sentence
Exhibit Filing Date
+Added: 10.14 Amendment Agreement, dated as of July 18, 2016, by and among Registrant, Symantec Operating Corporation, the Lenders and the New Term Lenders, Wells Fargo Bank, National Association, and JPMorgan Chase Bank, N.A.
+Added: 10-Q 000-17781 4.02 8/5/2016
10.15 Assignment and Assumption, dated October 3, 2016, to the Term Loan Agreement dated as of August 1, 2016, among Registrant, JPMorgan Chase Bank, N.A., as Administrative Agent, Bank of America, N.A., as Syndication Agent, and Barclays Bank PLC, Citibank, N.A., Wells Fargo Bank, National Association, Royal Bank of Canada, Mizuho Bank, Ltd., and TD Securities (USA) LLC, as Co-Documentation Agents, JPMorgan Chase Bank, N.A., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Barclays Bank, PLC, Citigroup Global Markets Inc., Wells Fargo Securities, LLC, Royal Bank of Canada and Mizuho Bank, Ltd., as Joint Lead Arrangers and Joint Bookrunners.
11 unchanged sentences
10-K 000-17781 10.19 5/21/2021
+Added: Incorporated by Reference Filed
+Added: Exhibit Description Form File No.
+Added: Exhibit Filing Date
10.22(†) Environmental Indemnity Agreement, dated April 23, 1999, between Veritas and Fairchild Semiconductor Corporation, included as Exhibit C to that certain Agreement of Purchase and Sale, dated March 29, 1999, between Veritas and Fairchild Semiconductor of California.
2 unchanged sentences
10-Q 000-17781 10.01 11/16/2018
−Removed: Incorporated by Reference Filed
−Removed: Exhibit Description Form File No.
−Removed: Exhibit Filing Date
10.25 Second Amendment and Limited Waiver to Term Loan dated as of June 22, 2018.
17 unchanged sentences
S-8 000-17781 99.01 9/12/2022
−Removed: 10.38(*) Employment Agreement dated September 12, 2022, between AVAST Software s.r.o.
+Added: Incorporated by Reference Filed
+Added: Exhibit Description Form File No.
+Added: Exhibit Filing Date
+Added: 10.38(*) Agreement, effective as of June 13, 2024 by and between Gen Digital Inc.
and Ondrej Vlcek.
2 unchanged sentences
10-Q 000-17781 10.01 8/5/2022
−Removed: I nsider Trading Policy .
+Added: Second Amendment to Amended and Restated Credit Agreement, dated as of April 16, 2025, by and among Gen Digital Inc., the guarantors party thereto, Bank of America, N.A., as administrative agent, each Second Amendment Incremental Term B Loan Lender.
+Added: 8-K 000-17781 10.02 4/17/2025
+Added: Contingent Value Rights Agreement, dated as of April 17, 2025, by and among Gen Digital Inc.
+Added: and Computershare Inc.
+Added: and Computershare Trust Company, N.A.
+Added: 8-K 000-17781 10.01 4/17/2025
+Added: MoneyLion Inc.
+Added: Amended and Restated Omnibus Incentive Plan .
+Added: 8-K 000-17781 99.01 4/17/2025
+Added: Form of PSU Grant Agreement (Annual) of MoneyLion Inc.
+Added: 8-K 000-17781 99.02 4/17/2025
+Added: Insider Trading Policy.
21.01 Subsidiaries of Registrant.
23.01 Consent of Independent Registered Public Accounting Firm.
−Removed: Incorporated by Reference Filed
−Removed: Exhibit Description Form File No.
−Removed: Exhibit Filing Date
31.01 Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
2 unchanged sentences
32.02(††) Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
−Removed: 97.01 C lawback Policy
+Added: 97.01 Clawback Policy.
101.00 The following financial information from Gen Digital Inc.'s Annual Report on Form 10-K for the fiscal year ended March 28, 2025 are formatted in iXBRL (Inline eXtensible Business Reporting Language):
13 unchanged sentences
Vincent Pilette
−Removed: Chief Executive Officer and Director
+Added: Chief Executive Officer, President and Director
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated below.
Signature Title Date
−Removed: /s/ Vincent Pilette Chief Executive Officer and Director
+Added: /s/ Vincent Pilette Chief Executive Officer, President and Director
(Principal Executive Officer)
Vincent Pilette
−Removed: /s/ Natalie Derse Executive Vice President and Chief Financial Officer
−Removed: (Principal Financial Officer and Principal Accounting Officer) May 15, 2024
+Added: /s/ Natalie Derse Chief Financial Officer
+Added: (Principal Financial Officer and Principal Accounting Officer)
Natalie Derse
−Removed: /s/ Ondrej Vlcek President and Director May 15, 2024
Dangeard Chairman of the Board May 15, 2025
8 unchanged sentences
Smith Director May 15, 2025
+Added: /s/ Ondrej Vlcek Director May 15, 2025
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.