What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-11-07 compared with 2025-08-13 · 108 added, 75 removed, 194 unchanged (49% of the section changed)

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anticipated growth and trends in our businesses and in our industries;

the consummation of or anticipated impacts of acquisitions (including our ability to achieve synergies from acquisitions, including, but not limited to, Avast and MoneyLion), expectations about certain markets, divestitures, restructurings, stock repurchases, financings, debt repayments, investment activities and our liquidity;

the consummation of or anticipated impacts of acquisitions (including our ability to achieve synergies from acquisitions, including, but not limited to, our acquisition of MoneyLion), expectations about certain markets, divestitures, restructurings, stock repurchases, financings, debt repayments, investment activities and our liquidity;

the outcome or impact of pending litigation, claims or disputes;

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We have a 52/53-week fiscal year ending on the Friday closest to March 31.

The three months ended July 4, 2025 consisted of 14 weeks, whereas the three months ended June 28, 2024 consisted of 13 weeks.

The three months ended October 3, 2025 and September 27, 2024 each consisted of 13 weeks.

The six months ended October 3, 2025 consisted of 27 weeks, whereas the six months ended September 27, 2024 consisted of 26 weeks.

Our 2026 fiscal year consists of 53 weeks and ends on April 3, 2026.

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The following tables provide our key financial metrics for the periods presented:

Three Months Ended

(In millions, except for per share amounts) July 4, 2025 June 28, 2024

Three Months Ended Six Months Ended

(In millions, except for per share amounts) October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Net revenues $ 1,220 $ 974 $ 2,477 $ 1,939

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Net income (loss) per share - diluted $ 0.21 $ 0.26 $ 0.43 $ 0.55

(In millions) July 4, 2025 March 28, 2025

(In millions) October 3, 2025 March 28, 2025

Cash, cash equivalents and restricted cash

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Contract liabilities $ 1,862 $ 1,923

Below are our financial highlights for the first quarter of fiscal 2026, compared to the corresponding period in the prior year:

• Net revenues increased $292 million, primarily due to higher sales in both our Cyber Safety Platform products and Trust-Based Solutions, including an increase of $168 million in Trust-Based Solutions due to the acquisition of MoneyLion, and an increase of $87 million due to the favorable impact from the additional week in the first quarter of fiscal 2026.

• Operating income increased $29 million, primarily due to increased net revenues, offset by an increase in cost of revenues and operating expenses.

• Net income decreased $46 million and net income per share decreased $0.07, primarily due to an increase in income tax expense offset by an increase in operating income as discussed above.

Below are our financial highlights for the second quarter of fiscal 2026, compared to the corresponding period in the prior year:

• Net revenues increased $246 million, primarily due to higher sales in both our Cyber Safety Platform products and Trust-Based Solutions, including an increase of $202 million due to the acquisition of MoneyLion, reported in Trust-Based Solutions.

• Operating income increased $36 million, primarily due to increased net revenues described above, offset by an increase in marketing costs, payment processing fees, amortization of intangible assets and compensation related expenses.

• Net income decreased $27 million and net income per share decreased $0.05, primarily due to a decrease in other income (expense), net resulting from changes in fair value and impairment of our non-marketable equity investments partially offset by an increase in operating income as discussed above.

Below are our financial highlights for the first six months of fiscal 2026, compared to the corresponding period in the prior year:

• Net revenues increased $538 million, primarily due to higher sales in both our Cyber Safety Platform products and Trust-Based Solutions, including an increase of $370 million due to the acquisition of MoneyLion, and an increase of $87 million due to the favorable impact from the additional week in the first quarter of fiscal 2026.

• Operating income increased $65 million, primarily due to increased net revenues described above, offset by an increase in marketing costs, payment processing fees, amortization of intangible assets and compensation related expenses.

• Net income decreased $73 million and net income per share decreased $0.12, primarily due to a decrease in other income (expense), net resulting from changes in fair value and impairment of our non-marketable equity investments and an increase in income tax expense partially offset by an increase in operating income as discussed above.

• Cash and cash equivalents decreased by $305 million compared to March 28, 2025, primarily due to the cash consideration paid for our acquisition of MoneyLion, timing of principal payments of our Term A and B facilities and cash interest paid.

This is partially offset by proceeds from the issuance of our Incremental Term Loan B and cash generated from operating activities during the first six months of fiscal 2026.

• Contract liabilities decreased $61 million compared to March 28, 2025, primarily due to billing seasonality.

Acquisition of MoneyLion

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GLOBAL MACROECONOMIC CONDITIONS

As a global company, our results of operations and cash flows may be influenced by global macroeconomic conditions, including, but not limited to, increased tariffs and an uncertain global trade environment, foreign currency exchange rate fluctuations, the impact of interest rate fluctuations, elevated inflation, ongoing and new geopolitical conflicts, including the impacts of current and future trade regulations, instability in the global banking sector, economic slowdown and recession risks, any of which may be difficult to predict and may persist for an extended period.

As a global company, our results of operations and cash flows may be influenced by global macroeconomic conditions and their impact on customer behavior.

Global macroeconomic conditions include, but are not limited to, increased tariffs and an uncertain global trade environment, foreign currency exchange rate fluctuations, the impact of interest rate fluctuations, elevated inflation, ongoing and new geopolitical conflicts, the impacts of current and future trade regulations, instability in the global banking sector, slow growth and recession risks, and changes in legislation or regulations and actions by regulators, including changes in enforcement and administrative policies, any of which may be difficult to predict and may persist for an extended period.

Despite challenging global macroeconomic conditions and although we recognize that inflation and broader economic uncertainty can influence customer behavior, we are confident in the long-term overall health of our business, the strength of our product offerings and our ability to continue to execute on our strategy, including bringing award-winning products and services in cybersecurity and offering comprehensive financial wellness to our customers.

We continue to monitor the direct and indirect impacts of these global macroeconomic or other geopolitical factors.

If the economic uncertainty continues, we may experience additional negative impacts on customer renewals, customer collections, sales and marketing efforts, customer deployments, product development, or other financial metrics.

If the economic uncertainty continues, we may experience negative impacts on customer renewals, customer collections, sales and marketing efforts, customer deployments, product development, or other financial metrics.

Additional broader implications of these events on our business, results of operations, and overall financial position still remain uncertain and could result in further adverse impacts to our reported results.

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The preparation of our Condensed Consolidated Financial Statements and related notes in accordance with generally accepted accounting principles in the U.S.

requires us to make estimates, including judgments and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities.

We have based our estimates, judgements and assumptions on historical experience and on various other factors we believe to be reasonable under the circumstances.

We evaluate our estimates, judgements and assumptions on a regular basis and make changes accordingly.

requires us to make estimates, including judgments and assumptions that affect the

reported amounts of assets, liabilities, revenue and expenses, and related disclosure of contingent assets and liabilities.

We have based our estimates, judgments and assumptions on historical experience and on various other factors we believe to be reasonable under the circumstances.

We evaluate our estimates, judgments and assumptions on a regular basis and make changes accordingly.

Management believes that the accounting estimates employed and the resulting amounts are reasonable;

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Making estimates, judgments and assumptions about future events is inherently unpredictable and is subject to significant uncertainties, some of which are beyond our control.

Should any of these estimates, judgements or assumptions change or prove to have been incorrect, it could have a material impact on our results of operations, financial position and cash flows.

Should any of these estimates, judgments or assumptions change or prove to have been incorrect, it could have a material impact on our results of operations, financial position and cash flows.

Our critical accounting policies and estimates were disclosed in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the fiscal year ended March 28, 2025 and significant policies adopted as a result of our acquisition of MoneyLion are included in Note 1 on this Form 10-Q.

been no other material changes in the matters for which we make critical accounting estimates in the preparation of our Condensed Consolidated Financial Statements during the three months ended July 4, 2025.

There have been no other material changes in the matters for which we make critical accounting estimates in the preparation of our Condensed Consolidated Financial Statements during the three and six months ended October 3, 2025.

RESULTS OF OPERATIONS

The following table sets forth our Condensed Consolidated Statements of Operations data as a percentage of net revenues for the periods indicated:

Three Months Ended

July 4, 2025 June 28, 2024

Three Months Ended Six Months Ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Net revenues 100 % 100 % 100 % 100 %

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Percentages may not add due to rounding.

Three Months Ended

(In millions, except for percentages) July 4, 2025 June 28, 2024 Change in %

Three Months Ended Six Months Ended

(In millions, except for percentages) October 3, 2025 September 27, 2024 Change in % October 3, 2025 September 27, 2024 Change in %

Net revenues $ 1,220 $ 974 25 % $ 2,477 $ 1,939 28 %

Three Months Ended July 4, 2025 Compared with Three Months Ended June 28, 2024

Net revenues increased $292 million, due to an $89 million increase in sales of our Cyber Safety Platform products and a $203 million increase in sales of our Trust-Based Solutions, including a $168 million increase in Trust-Based Solutions due to the acquisition of MoneyLion.

Three Months Ended October 3, 2025 Compared with Three Months Ended September 27, 2024

Net revenues increased $246 million, due to a $25 million increase in sales of our Cyber Safety Platform products and a $221 million increase in sales of our Trust-Based Solutions, including a $202 million increase in Trust-Based Solutions due to the acquisition of MoneyLion.

Six Months Ended October 3, 2025 Compared with Six Months Ended September 27, 2024

Net revenues increased $538 million, due to a $114 million increase in sales of our Cyber Safety Platform products and a $424 million increase in sales of our Trust-Based Solutions, including a $370 million increase in Trust-Based Solutions due to the acquisition of MoneyLion.

Net revenues also increased $87 million due to the favorable impact from the additional week in the first quarter of fiscal 2026, impacting both segment financials.

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The following table summarizes supplemental key performance metrics:

Three Months Ended

Three Months Ended Six Months Ended (1)

(In millions)

July 4, 2025 June 28, 2024

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Cyber Safety Platform $ 814 $ 789 $ 1,683 $ 1,569

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Partner revenues

210 112 413 225

Total net revenues

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$ 1,222 $ 964 $ 2,424 $ 1,877

(In millions)

October 3, 2025 September 27, 2024

Total paid customers 77 67

Revenue from Cyber Safety Platform increased $89 million due to growth across our cyber safety membership offerings and the additional week in the first quarter of fiscal 2026.

Revenue from Trust Based Solutions increased $203 million, primarily due to the acquisition of MoneyLion, continued growth in our identity point solutions and the additional week in the first quarter of fiscal 2026.

(1) From time to time, changes in allocation methodologies cause changes to the revenue categories above.

When changes occur, we recast historical amounts to match the current methodology, such as for the six months ended October 3, 2025, where we aligned allocation methodologies across our channels.

Revenue from Cyber Safety Platform increased $25 million and $114 million, respectively, during the three and six months ended October 3, 2025 due to growth across our cyber safety membership offerings and, for the six month period, the additional week in the first quarter of fiscal 2026.

Revenue from Trust Based Solutions increased $221 million and $424 million, respectively, during the three and six months ended October 3, 2025 primarily due to the acquisition of MoneyLion, continued growth in our identity point solutions and, for the six month period, the additional week in the first quarter of fiscal 2026.

Direct revenue reflects subscriptions sold directly through e-commerce or mobile channels, and revenue generated from financial transactions directly made through Gen properties or marketplaces.

Partner revenue reflects partner-sourced and channel revenue via retailers, employee benefits, telcos, publishers, and strategic partnerships, including revenue generated from products sold through our financial marketplace.

Total bookings are defined as customer orders received that are expected to generate net revenues in the future.

We present the operational metric of bookings because it reflects customers’ demand for our products and services and to assist readers in analyzing our performance in future periods.

We define total paid customers as active paid users of our products and solutions at the end of the reported period.

It also includes individuals with a unique account and at least one paid transaction in the trailing twelve months, whether through our first-party personal finance products, or transacting through our financial marketplace.

We exclude users on free trials and those who have not actively transacted in the trailing twelve months.

The methodologies used to measure these metrics require judgment and are subject to change due to improvements or revisions to our methodology.

From time to time, we review our metrics and may discover inaccuracies or make adjustments to improve their accuracy, which can result in adjustments to our historical metrics.

Our ability to recalculate our historical metrics may be impacted by data limitations or other factors that require us to apply different methodologies for such adjustments.

We define paid customers as active users of our products and solutions, including subscribers with an active paid subscription to our products at the end of the reported period.

Paid customers also includes product users with a unique account and at least one revenue-generating transaction in the relevant active period of each respective product category, whether through our first-party personal finance products, transacting through our financial marketplaces, or generating revenue through product usage.

We exclude users on free trials and those who have not actively transacted in the relevant period of each respective product category.

In order to properly reflect our customer cohorts that contribute to revenue given the dynamic nature of consumers and our product portfolio, our methodology is subject to change from time to time.

The methodologies used to measure these metrics require judgment and we regularly review our metrics to improve their accuracy.

However, our ability to recalculate our historical metrics may be impacted by data limitations or other factors that require us to apply different methodologies for such adjustments.

We generally do not intend to update previously disclosed metrics for any such inaccuracies or adjustments that are deemed not material.

Net revenues by geographical region

Three Months Ended

July 4, 2025 June 28, 2024

Three Months Ended Six Months Ended

October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Americas 71 % 66 % 71 % 66 %

EMEA 21 % 24 % 21 % 24 %

APJ 8 % 10 % 8 % 10 %

The Americas include the U.S., Canada and Latin America;

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APJ includes Asia Pacific and Japan.

Percentage of revenue in Americas increased primarily due to our acquisition of MoneyLion during the three months ended July 4, 2025 as compared to the three months ended June 28, 2024.

Percentage of revenue in Americas increased primarily due to our acquisition of MoneyLion during the three and six months ended October 3, 2025 as compared to the three and six months ended September 27, 2024.

Cost of revenues

Three Months Ended

(In millions, except for percentages) July 4, 2025 June 28, 2024 Change in %

Three Months Ended Six Months Ended

(In millions, except for percentages) October 3, 2025 September 27, 2024 Change in % October 3, 2025 September 27, 2024 Change in %

Cost of revenues $ 266 $ 194 37 % $ 533 $ 384 39 %

Three Months Ended July 4, 2025 Compared with Three Months Ended June 28, 2024

Cost of revenues, including the impact of one additional week, increased $77 million, primarily due to a $50 million increase in marketing affiliate expenses, a $13 million increase in payment processing fees and an $8 million increase in amortization of intangible assets.

Three Months Ended October 3, 2025 Compared with Three Months Ended September 27, 2024

Cost of revenues, increased $72 million, primarily due to a $46 million increase in partner revenue share in Trust-Based Solutions, a $12 million increase in payment processing fees and an $8 million increase in amortization of intangible assets.

Six Months Ended October 3, 2025 Compared with Six Months Ended September 27, 2024

Cost of revenues, including the impact of one additional week, increased $149 million, primarily due to a $95 million increase in partner revenue share in Trust-Based Solutions, a $25 million increase in payment processing fees and a $16 million increase in amortization of intangible assets.

Operating expenses

Three Months Ended

(In millions, except for percentages) July 4, 2025 June 28, 2024 Change in %

Three Months Ended Six Months Ended

(In millions, except for percentages) October 3, 2025 September 27, 2024 Change in % October 3, 2025 September 27, 2024 Change in %

Sales and marketing $ 297 $ 184 61 % $ 594 $ 367 62 %

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Total operating expenses $ 516 $ 378 37 % $ 1,060 $ 736 44 %

Three Months Ended July 4, 2025 Compared with Three Months Ended June 28, 2024

Three Months Ended October 3, 2025 Compared with Three Months Ended September 27, 2024

Sales and marketing expense increased $113 million, primarily due to a $55 million increase in loss on sale of Instacash Advances, a $27 million increase in marketing expenses, a $19 million increase in headcount costs and a $10 million increase in stock-based compensation expense.

Research and development expense increased $17 million, primarily due to an $8 million increase in headcount costs, a $4 million increase in stock-based compensation expense and a $3 million increase in equipment expenses.

General and administrative expense remained relatively flat.

Amortization of intangible assets increased $11 million, primarily due to our acquisition of MoneyLion.

Restructuring and other costs remained relatively flat.

See Note 12 of the Notes to the Condensed Consolidated Financial Statements for details of the fiscal 2026 restructuring activities.

Six Months Ended October 3, 2025 Compared with Six Months Ended September 27, 2024

Sales and marketing expense, including the impact of one additional week, increased $227 million, primarily due to a $91 million increase in loss on sale of Instacash Advances, a $61 million increase in marketing expenses, a $40 million increase in headcount costs and a $25 million increase in stock-based compensation expense.

Research and development expense, including the impact of one additional week, increased $28 million, primarily due to a $16 million increase in headcount costs and a $5 million increase in stock-based compensation expense.

General and administrative expense, including the impact of one additional week, increased $22 million, primarily due to a $14 million increase in stock-based compensation expense and a $12 million increase in headcount costs, partially offset by a $10 million decrease in litigation settlement expense.

Research and development expense, including the impact of one additional week, increased $45 million, primarily due to a $24 million increase in headcount costs, a $9 million increase in stock-based compensation expense and $6 million increase in occupancy and IT costs.

General and administrative expense, including the impact of one additional week, increased $18 million, primarily due to a $22 million increase in stock-based compensation expense, a $16 million increase in headcount costs and an $8 million increase in provision for credit losses.

This is partially offset by a $33 million decrease in litigation settlement expense.

Amortization of intangible assets increased $22 million, primarily due to our acquisition of MoneyLion.

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Non-operating income (expense), net

Three Months Ended

(In millions) July 4, 2025 June 28, 2024

Three Months Ended Six Months Ended

(In millions) October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Interest expense $ (146) $ (149) $ (302) $ (302)

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Foreign exchange gain (loss) 2 (2) 2 2

Change in fair value and impairment of non-marketable equity investments

(69) — (69) —

Gain (loss) on sale of property

Other 2 1 4 1

Total non-operating income (expense), net $ (205) $ (144) $ (351) $ (285)

Three Months Ended July 4, 2025 Compared with Three Months Ended June 28, 2024

Non-operating income (expense), net, remained relatively flat.

Three Months Ended October 3, 2025 Compared with Three Months Ended September 27, 2024

Non-operating income (expense), net, increased by $61 million, primarily due to a $69 million change in fair value and impairment of our non-marketable equity investments.

Six Months Ended October 3, 2025 Compared with Six Months Ended September 27, 2024

Non-operating income (expense), net, increased by $66 million, primarily due to a $69 million change in fair value and impairment of our non-marketable equity investments.

Provision for income taxes

Three Months Ended

(In millions, except for percentages) July 4, 2025 June 28, 2024

Three Months Ended Six Months Ended

(In millions, except for percentages) October 3, 2025 September 27, 2024 October 3, 2025 September 27, 2024

Income (loss) before income taxes $ 233 $ 258 $ 533 $ 534

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Effective tax rate 42 % 38 % 50 % 36 %

Our effective tax rate for the three months ended July 4, 2025 and three months ended June 28, 2024 differs from the federal statutory income tax rate primarily due to state taxes, changes in unrecognized tax benefits and related interest and penalties, foreign exchange impacts, and the U.S.

Our effective tax rate for the three and six months ended October 3, 2025 and three and six months ended September 27, 2024 differs from the federal statutory income tax rate primarily due to state taxes, changes in unrecognized tax benefits and related interest and penalties, foreign exchange impacts, increases in valuation allowances, and the U.S.

taxation on foreign earnings.

On July 4, 2025, the One Big Beautiful Bill Act (the Act) was enacted into law in the United States.

The Act includes various provisions that are applicable to Gen beginning in fiscal year 2026.

The Act includes various provisions that are applicable to us beginning in fiscal year 2026.

These provisions include an allowance to accelerate tax deductions of certain capital expenditures, research & experimentation expenditures, and an increase to the annual limitation of tax-deductible interest expenses.

As the Act was signed into law on the last day of our first quarter, the impacts are included in our operating results for the three months ended July 4, 2025.

Based on our preliminary assessment, the Act is not expected to have a material impact on the Company’s effective tax rate.

sales arise (Pillar One), as well as enact a global minimum tax rate of at least 15% for MNE with an annual global turnover exceeding €750 million (Pillar Two).

The impacts of the Act are included in our operating results for the three and six months ended October 3, 2025.

The Act is not expected to have a material impact on our effective tax rate.

The Organization for Economic Cooperation and Development (OECD) and many countries have proposed to reallocate a portion of profits of large multinational enterprises (MNE) with an annual global turnover exceeding €20 billion to markets where sales arise (Pillar One), as well as enact a global minimum tax rate of at least 15% for MNE with an annual global turnover exceeding €750 million (Pillar Two).

On December 12, 2022, the European Union reached an agreement to implement the Pillar Two directive of the OECD’s reform of international taxation at the European Union level.

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Historically, this has included a quarterly cash dividend, the repayment of debt and the repurchase of shares of our common stock.

Based on past performance and current expectations, we believe that our existing cash and cash equivalents, together with cash generated from operations, amounts available under our Revolving Facility and our future refinancing plans related to our upcoming maturities, will be sufficient to meet our working capital needs, support on-going business activities and finance the expected synergy costs related to the acquisition of Avast and MoneyLion through at least the next 12 months and to meet our known long-term contractual obligations.

Based on past performance and current expectations, we believe that our existing cash and cash equivalents, together with cash generated from operations, amounts available under our Revolving Facility and our future refinancing plans related to our upcoming maturities, will be sufficient to meet our working capital needs, support on-going business activities and finance the expected synergy costs related to the acquisition of MoneyLion through at least the next 12 months and to meet our known long-term contractual obligations.

We are currently not aware of any trends or demands, commitments, events or uncertainties that will result in or that are reasonably likely to result in our liquidity increasing or decreasing in any material way that will impact our capital needs during or beyond the next 12 months.

However, our future liquidity and capital requirements may vary materially from those as of July 4, 2025, depending on several factors, including, but not limited to, economic conditions;

However, our future liquidity and capital requirements may vary materially from those as of October 3, 2025, depending on several factors, including, but not limited to, economic conditions;

political climate;

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The following summarizes our cash flow activities:

Three Months Ended

(In millions) July 4, 2025 June 28, 2024

Six Months Ended

(In millions) October 3, 2025 September 27, 2024

Net cash provided by (used in):

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Cash from operating activities

Our cash flows provided by operating activities increased $145 million, primarily due to higher profit before taxes adjusted by non-cash items and the extra week of collections in the first quarter of fiscal year 2026.

Changes in working capital sources of cash include increases in income taxes payable and other assets offset by decreases in contract liabilities, accounts payable, Instacash Advances held for sale and accrued compensation and benefits.

Net cash provided by operating activities of $525 million for the six months ended October 3, 2025 was primarily comprised of net income adjusted for the net effect of non-cash items.

Changes in working capital sources and uses of cash include decreases in income taxes payable, Instacash Advances held for sale, contract liabilities, accounts payable and other liabilities.

Cash from investing activities

Our cash flows provided by and used in investing activities decreased $871 million, primarily related to the cash consideration paid for our acquisition of MoneyLion.

Net cash used in investing activities of $880 million for the six months ended October 3, 2025 was primarily related to the cash consideration paid for our acquisition of MoneyLion.

Cash from financing activities

Our cash flows provided by and used in financing activities increased $756 million, primarily due to proceeds from the issuance of our Incremental Term Loan B of $741 million, net of debt issuance cost, and lower repurchases of common stock under our repurchase program.

This was partially offset by an increase in mandatory and voluntary prepayments of our Term A and B Facilities.

Net cash provided by financing activities of $48 million for the six months ended October 3, 2025 was primarily due to proceeds from the issuance of our Incremental Term Loan B of $741 million, net of debt issuance cost.

This was partially offset by mandatory and voluntary prepayments of our Term A and B Facilities, quarterly dividend payments, and repurchases of common stock under our repurchase program.

Cash and cash equivalents

As of July 4, 2025, we had cash and cash equivalents of $820 million, excluding restricted cash, of which $407 million was held by our foreign subsidiaries.

As of October 3, 2025, we had cash and cash equivalents of $691 million, excluding restricted cash, of which $380 million was held by our foreign subsidiaries.

Our cash, cash equivalents and short-term investments are managed with the objective to preserve principal, maintain liquidity and generate investment returns.

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Stock repurchases

During the three months ended July 4, 2025 and June 28, 2024, we executed repurchases of 5 million and 11 million of our common stock under our existing stock repurchase program for an aggregate amount of $134 million and $272 million, respectively.

During the six months ended October 3, 2025 and September 27, 2024, we executed repurchases of 5 million and 11 million of our common stock under our existing stock repurchase program for an aggregate amount of $134 million and $272 million, respectively.

We did not have any stock repurchases during the three months ended October 3, 2025 and September 27, 2024.

Material Cash Requirements

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Debt instruments

As of July 4, 2025, our total outstanding principal amount of indebtedness is summarized as follows.

As of October 3, 2025, our total outstanding principal amount of indebtedness is summarized as follows.

See Note 10 of the Notes to the Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q for further information on our debt.

(In millions) July 4, 2025

(In millions) October 3, 2025

Term Loans $ 6,304

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The Amended Credit Agreement contains customary representations and warranties and affirmative and negative covenants, including compliance with specified financial ratios.

As of July 4, 2025, we were in compliance with all debt covenants.

As of October 3, 2025, we were in compliance with all debt covenants.

See Note 10 of the Notes to the Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q for further information regarding financial ratios and debt covenant compliance.

On August 7, 2025, we announced a cash dividend of $0.125 per share of common stock to be paid in September 2025.

On November 6, 2025, we announced a cash dividend of $0.125 per share of common stock to be paid in December 2025.

Any future dividends and dividend equivalents will be subject to the approval of our Board of Directors.

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Under our stock repurchase program, we may purchase shares of our outstanding common stock on the open market (including through trading plans intended to qualify under Rule 10b5-1 under the Exchange Act) and through accelerated stock repurchase transactions.

As of July 4, 2025, the remaining balance of our stock repurchase authorization was $2,594 million and does not have an expiration date.

As of October 3, 2025, the remaining balance of our stock repurchase authorization was $2,594 million and does not have an expiration date.

The timing and actual number of shares repurchased will depend on a variety of factors, including price, general business and market conditions and other investment opportunities.

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Significant contractual obligations

Our principal commitments consist of principal and interest payments related to our debt instruments, obligations under our purchase agreements, repatriation tax payments under the Tax Cuts and Jobs Acts, obligations under various non-cancellable leases and potential other legal contingencies.

Due to the uncertainty with respect to the timing of future cash flows associated with our unrecognized tax benefits and other long-term taxes as of July 4, 2025, we are unable to make reasonably reliable estimates of the period of cash settlement with the respective taxing authorities.

Our principal commitments consist of principal and interest payments related to our debt instruments, obligations under our purchase agreements, obligations under various non-cancellable leases and potential other legal contingencies.

Due to the uncertainty with respect to the timing of future cash flows associated with our unrecognized tax benefits and other long-term taxes as of October 3, 2025, we are unable to make reasonably reliable estimates of the period of cash settlement with the respective taxing authorities.

Therefore, $1,544 million in long-term income taxes payable has been excluded from our quarterly review of timing of contractual obligations.

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

What changed 10-Q

Item 2. Management’s Discussion and Analysis