28 unchanged sentences
Election of Directors — 2023 Nominees for Director.”
−Removed: The information concerning our audit committee and audit committee financial experts required by this Item is incorporated by reference to our Proxy Statement under the heading “Governance Matters — Corporate Governance — Board Committees” and “Governance Matters — Corporate Governance — Board Committees — Audit Committee.”
+Added: The information concerning our audit committee and audit committee financial experts required by this Item is incorporated by reference to our Proxy Statement under the headings “Governance Matters — Corporate Governance — Board Committees” and “Governance Matters — Corporate Governance — Board Committees — Audit Committee.”
The Company has adopted a Corporate Code of Ethics that applies to all employees, officers, and directors of the Company.
3 unchanged sentences
Executive Compensation
−Removed: The information required by this Item is incorporated by reference to our Proxy Statement under the heading “Compensation Matters — Executive Compensation and Other Information,” “Compensation Matters — CEO Pay Ratio,” and “Governance Matters — Director Compensation.”
+Added: The information required by this Item is incorporated by reference to our Proxy Statement under the headings “Compensation Matters — Executive Compensation and Other Information,” “Compensation Matters — CEO Pay Ratio,” and “Governance Matters — Director Compensation.”
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
3 unchanged sentences
Principal Accountant Fees and Services
−Removed: The information required by this Item is incorporated by reference to our Proxy Statement under the heading “Audit Matters — Relationship with Independent Registered Public Accounting Firm –– Fees Billed by Ernst & Young LLP” and “Audit Matters –– Relationship with Independent Registered Public Accounting Firm –– Policy on Audit Committee Pre-Approval of Audit and Non-Audit Services.”
+Added: The information required by this Item is incorporated by reference to our Proxy Statement under the headings “Audit Matters — Relationship with Independent Registered Public Accounting Firm –– Fees Billed by Ernst & Young LLP” and “Audit Matters –– Relationship with Independent Registered Public Accounting Firm –– Policy on Audit Committee Pre-Approval of Audit and Non-Audit Services.”
Lam Research Corporation 2023 10-K 76
54 unchanged sentences
10.18 Lam Research Corporation 1999 Employee Stock Purchase Plan, as amended which is incorporated by reference to Exhibit 4.1 to the Registrant’s Form S-8 filed on April 30, 2019 (SEC File No.
−Removed: 10.19* 2004 Executive Incentive Plan, as Amended and Restated which is incorporated by reference to Exhibit 4.23 to the Registrant’s Current Report on Form 8-K filed on November 5, 2015 (SEC File No.
+Added: 10.19* 2004 Executive Incentive Plan, as Amended and Restated which is incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on February 9, 2023 (SEC File No.
10.20 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 4.24 to the Registrant’s Current Report on Form 8-K filed on November 5, 2015 (SEC File No.
10 unchanged sentences
10.27* Executive Change in Control Policy which is incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on December 28, 2020 (SEC File No.
−Removed: 10.28 Second Amended and Restated Credit Agreement dated June 17, 2021, among Lam Research Corporation, JPMorgan Chase Bank, N.A., as administrative agent, and the other agents and lenders listed therein, and all exhibits and schedules attached thereto which is incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on June 21, 2021 (SEC File No.
+Added: 10.28 Amendment No.
+Added: 1 to Second Amended and Restated Credit Agreement dated December 7, 2022, among Lam Research Corporation, as borrower, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, which is incorporated by reference to Exhibit 10.
+Added: 2 to the Registrant’s Quarterly Report on Form 10-Q filed on January 30, 2023 (SEC File No.
10.29* Form of Option Award Agreement (U.S.
13 unchanged sentences
10.37* Form of Market-Based Performance Restricted Stock Unit Award Agreement (International Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.37 to the Registrant's Annual Report on Form 10-K filed on August 17, 2021 (SEC File No.
−Removed: 10.38* Non - employee Director Compensation Program which is incorporated by reference to Exhibit 10.
−Removed: 1 to the Registrant's Quarterly Report on Form 10- Q filed on F ebruary 1 , 202 2 (SEC File No.
+Added: 10.38* Non-employee Director Compensation Program which is incorporated by reference to Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q filed on February 1, 2022 (SEC File No.
Lam Research Corporation 2023 10-K 79
1 unchanged sentence
10.39* Lam Research Corporation Senior Executive Transition Policy which is incorporated by reference to Exhibit 10.1 to the Registrant’s Current report on Form 8-K filed on May 11, 2022 (SEC File No.
+Added: 10.40* Form of Restricted Stock Unit Agreement (U.S.
+Added: Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.1 to the Registrant's Quarterly Report on Form 10-Q filed on January 30, 2023 (SEC File No.
21 Subsidiaries of the Registrant.
31 unchanged sentences
Archer President, Chief Executive Officer and Director August 15, 2023
−Removed: Principal Financial Officer and Principal Accounting Officer
+Added: Principal Financial Officer
/s/ Douglas R.
−Removed: Bettinger Executive Vice President, Chief Financial Officer, and Chief Accounting Officer August 24, 2022
+Added: Bettinger Executive Vice President and Chief Financial Officer August 15, 2023
+Added: Principal Accounting Officer
+Added: /s/ Christina C.
+Added: Correia Corporate Vice President and Chief Accounting Officer August 15, 2023
Other Directors
14 unchanged sentences
Cannon Leslie F.
−Removed: /s/ Catherine P.
−Removed: Lego Director August 24, 2022
+Added: /s/ Ho Kyu Kang Director August 15, 2023
Lam Research Corporation 2023 10-K 82
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.