What changed in this filing

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Item 1. Financial Statements

2026-01-29 compared with 2025-10-24 · 145 added, 92 removed, 361 unchanged (40% of the section changed)

3 unchanged sentences

(in thousands, except per share data)

Three Months Ended

September 28,

2025 September 29,

Three Months Ended Six Months Ended

2025 December 29,

2024 December 28,

2025 December 29,

Revenue $ 5,344,791 $ 4,376,047 $ 10,668,964 $ 8,544,023

20 unchanged sentences

(in thousands)

Three Months Ended

September 28,

2025 September 29,

Three Months Ended Six Months Ended

2025 December 29,

2024 December 28,

2025 December 29,

Net income $ 1,593,994 $ 1,191,018 $ 3,162,654 $ 2,307,462

2 unchanged sentences

Cash flow hedges:

Net unrealized gains (losses) during the period 8,570 ( 2,436 )

Net unrealized gains during the period 12,184 4,552 20,754 2,116

Net gains reclassified into net income ( 15,931 ) ( 2,260 ) ( 23,026 ) ( 2,364 )

8 unchanged sentences

(in thousands, except per share data)

September 28,

2025 June 29,

1 unchanged sentence

Cash and cash equivalents $ 6,180,440 $ 6,390,659

Accounts receivable, less allowance of $ 6,541 as of September 28, 2025, and $ 6,496 as of June 29, 2025

Accounts receivable, less allowance of $ 7,717 as of December 28, 2025, and $ 6,496 as of June 29, 2025

3,491,987 3,378,071

21 unchanged sentences

Common stock, at par value of $ 0.001 per share;

authorized, 4,000,000 shares as of September 28, 2025 and June 29, 2025;

issued and outstanding, 1,259,176 shares as of September 28, 2025, and 1,268,740 shares as of June 29, 2025

authorized, 4,000,000 shares as of December 28, 2025 and June 29, 2025;

issued and outstanding, 1,251,180 shares as of December 28, 2025, and 1,268,740 shares as of June 29, 2025

Additional paid-in capital 8,948,439 8,697,290

Treasury stock, at cost;

1,697,324 shares as of September 28, 2025, and 1,687,582 shares as of June 29, 2025

1,705,662 shares as of December 28, 2025, and 1,687,582 shares as of June 29, 2025

( 30,203,796 ) ( 27,763,430 )

9 unchanged sentences

(in thousands)

Three Months Ended

September 28,

2025 September 29,

Six Months Ended

2025 December 29,

CASH FLOWS FROM OPERATING ACTIVITIES:

15 unchanged sentences

Dividends paid ( 619,488 ) ( 558,619 )

Reissuance of treasury stock related to employee stock purchase plan 67,185 60,557

Proceeds from issuance of common stock, net issuance costs 3,854 ( 237 )

12 unchanged sentences

Transfers of finished goods inventory to property and equipment 58,283 58,801

Reconciliation of cash, cash equivalents, and restricted cash September 28,

2025 September 29,

Reconciliation of cash, cash equivalents, and restricted cash December 28,

2025 December 29,

Cash and cash equivalents $ 6,180,440 $ 5,665,379

Restricted cash and cash equivalents (1)

15,158 12,020

Total cash, cash equivalents, and restricted cash $ 6,195,598 $ 5,677,399

6 unchanged sentences

Three Months Ended

September 28, 2025

December 28, 2025

Shares Common

5 unchanged sentences

Earnings Total

Balance at September 28, 2025 1,259,176 $ 1,258 $ 8,794,531 $ ( 28,759,513 ) $ ( 73,591 ) $ 30,230,067 $ 10,192,752

Issuance of common stock 342 1 3,853 — — — 3,854

Purchase of treasury stock ( 9,440 ) ( 9 ) — ( 1,449,951 ) — — ( 1,449,960 )

Reissuance of treasury stock 1,102 1 61,516 5,668 — — 67,185

Equity-based compensation expense — — 88,539 — — — 88,539

Net income — — — — — 1,593,994 1,593,994

Other comprehensive loss — — — — ( 25,110 ) — ( 25,110 )

Cash dividends declared ($ 0.26 per common share)

— — — — — ( 325,828 ) ( 325,828 )

Balance at December 28, 2025 1,251,180 $ 1,251 $ 8,948,439 $ ( 30,203,796 ) $ ( 98,701 ) $ 31,498,233 $ 10,145,426

Six Months Ended

December 28, 2025

Shares Common

Stock Additional

Capital Treasury

Stock Accumulated

Comprehensive

Loss Retained

Earnings Total

Balance at June 29, 2025 1,268,740 $ 1,268 $ 8,697,290 $ ( 27,763,430 ) $ ( 62,423 ) $ 28,988,914 $ 9,861,619

1 unchanged sentence

Purchase of treasury stock ( 19,182 ) ( 19 ) — ( 2,446,034 ) — — ( 2,446,053 )

Reissuance of treasury stock 1,102 1 61,516 5,668 — — 67,185

Equity-based compensation expense — — 185,780 — — — 185,780

3 unchanged sentences

— — — — — ( 653,335 ) ( 653,335 )

Balance at September 28, 2025 1,259,176 $ 1,258 $ 8,794,531 $ ( 28,759,513 ) $ ( 73,591 ) $ 30,230,067 $ 10,192,752

Balance at December 28, 2025 1,251,180 $ 1,251 $ 8,948,439 $ ( 30,203,796 ) $ ( 98,701 ) $ 31,498,233 $ 10,145,426

See Notes to Condensed Consolidated Financial Statements

Lam Research Corporation 2025 Q3 10-Q 7

Three Months Ended

September 29, 2024

December 29, 2024

Shares Common

5 unchanged sentences

Earnings Total

Balance at September 29, 2024 1,291,958 $ 1,292 $ 8,303,014 $ ( 25,374,657 ) $ ( 87,803 ) $ 25,630,045 $ 8,471,891

Issuance of common stock 232 — ( 194 ) — — — ( 194 )

Purchase of treasury stock ( 8,396 ) ( 8 ) — ( 654,873 ) — — ( 654,881 )

Reissuance of treasury stock 1,162 1 55,124 5,432 — — 60,557

Equity-based compensation expense — — 81,959 — — — 81,959

Net income — — — — — 1,191,018 1,191,018

Other comprehensive loss — — — — ( 46,282 ) — ( 46,282 )

Cash dividends declared ($ 0.23 per common share)

— — — — — ( 296,042 ) ( 296,042 )

Balance at December 29, 2024 1,284,956 $ 1,285 $ 8,439,903 $ ( 26,024,098 ) $ ( 134,085 ) $ 26,525,021 $ 8,808,026

Six Months Ended

December 29, 2024

Shares Common

Stock Additional

Capital Treasury

Stock Accumulated

Comprehensive

Loss Retained

Earnings Total

Balance at June 30, 2024 1,303,769 $ 1,304 $ 8,223,046 $ ( 24,365,783 ) $ ( 130,428 ) $ 24,811,315 $ 8,539,454

1 unchanged sentence

Purchase of treasury stock ( 20,407 ) ( 20 ) — ( 1,663,747 ) — — ( 1,663,767 )

Reissuance of treasury stock 1,162 1 55,124 5,432 — — 60,557

Equity-based compensation expense — — 161,970 — — — 161,970

Net income — — — — — 2,307,462 2,307,462

Other comprehensive income — — — — 42,625 — 42,625

Other comprehensive loss — — — — ( 3,657 ) — ( 3,657 )

Cash dividends declared ($ 0.46 per common share)

— — — — — ( 593,756 ) ( 593,756 )

Balance at September 29, 2024 1,291,958 $ 1,292 $ 8,303,014 $ ( 25,374,657 ) $ ( 87,803 ) $ 25,630,045 $ 8,471,891

Balance at December 29, 2024 1,284,956 $ 1,285 $ 8,439,903 $ ( 26,024,098 ) $ ( 134,085 ) $ 26,525,021 $ 8,808,026

See Notes to Condensed Consolidated Financial Statements

2 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

September 28, 2025

December 28, 2025

NOTE 1 — BASIS OF PRESENTATION

8 unchanged sentences

The Company’s current fiscal year will end June 28, 2026 and includes 52 weeks.

The quarters ended September 28, 2025 (the “September 2025 quarter”) and September 29, 2024 included 13 weeks.

The quarters ended December 28, 2025 (the “December 2025 quarter”) and December 29, 2024 included 13 weeks.

The six months ended December 28, 2025 and December 29, 2024 each included 26 weeks.

NOTE 2 — RECENT ACCOUNTING PRONOUNCEMENTS

Recently Adopted or Effective

The Company has not adopted any new accounting standards during the three months ended September 28, 2025 that have a material impact on the Company’s Condensed Consolidated Financial Statements.

Updates Not Yet Effective

In December 2023, the FASB issued ASU 2023-09, “Income Taxes (Topic 740):

Improvements to Income Tax Disclosures,” which requires public entities to disclose consistent categories and greater disaggregation of information in the rate reconciliation and for income taxes paid.

It also includes certain other amendments to improve the effectiveness of income tax disclosures.

The guidance is effective for financial statements issued for annual periods beginning after December 15, 2024, with early adoption permitted.

The Company is required to adopt this standard prospectively in fiscal year 2026 for the annual reporting period ending June 28, 2026.

The Company does not expect the adoption of ASU 2023-09 to have an impact on its Consolidated Financial Statements other than additional footnote disclosures.

In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):

Disaggregation of Income Statement Expenses,” which requires disaggregation of certain expenses in the notes to the financial statements to provide enhanced transparency into the expense captions presented on the face of the income statement.

In January 2025, the FASB issued ASU 2025-01 which clarified the effective date for entities that do not have an annual reporting period that ends on December 31st.

The guidance is effective for annual periods beginning after December 15, 2026, and interim reporting periods within annual reporting periods beginning after December 15, 2027, with early adoption permitted.

The Company is required to adopt this standard in fiscal year 2028 for the annual reporting period ending June 25, 2028 either (1) prospectively to financial statements issued for reporting periods after the effective date or (2) retrospectively to any or all prior periods presented in the financial statements.

The Company will apply the guidance prospectively and is currently in the process of evaluating the impact of adoption on its Consolidated Financial Statements.

Lam Research Corporation 2025 Q3 10-Q 8

The Company has not adopted any new accounting standards during the three and six months ended December 28, 2025 that have a material impact on the Company’s Condensed Consolidated Financial Statements.

NOTE 3 — REVENUE

6 unchanged sentences

The following table presents the Company’s revenues disaggregated between systems and customer support-related revenue:

Three Months Ended

September 28,

2025 September 29,

Three Months Ended Six Months Ended

2025 December 29,

2024 December 28,

2025 December 29,

(In thousands)

4 unchanged sentences

Customer support-related revenue includes sales of customer service, spares, upgrades, and non-leading-edge equipment from the Company’s Reliant® product line.

Lam Research Corporation 2025 Q3 10-Q 9

The following table presents the Company’s revenues disaggregated by geographic region:

Three Months Ended

September 28,

2025 September 29,

Three Months Ended Six Months Ended

2025 December 29,

2024 December 28,

2025 December 29,

(In thousands)

3 unchanged sentences

Japan 548,311 363,276 1,077,608 664,662

United States 304,716 488,381

Southeast Asia 413,905 287,318 716,159 532,107

United States 254,619 413,281 559,335 901,662

Europe 139,830 141,436 241,648 339,003

1 unchanged sentence

The following table presents the percentages of leading- and non-leading-edge equipment and upgrade revenue to each of the primary markets the Company serves:

Three Months Ended

September 28,

2025 September 29,

Three Months Ended Six Months Ended

2025 December 29,

2024 December 28,

2025 December 29,

Foundry 59 % 35 % 60 % 38 %

2 unchanged sentences

Deferred Revenue

Revenue of $ 996.6 million included in deferred profit at June 29, 2025 was recognized during the three months ended September 28, 2025, representing 37 % of the $ 2,681.1 million of deferred revenue as of June 29, 2025.

Lam Research Corporation 2025 Q3 10-Q 9

The following table summarizes the transaction price for contracts that have not yet been recognized as revenue as of September 28, 2025 and when the Company expects to recognize the amounts as revenue:

Revenue of $ 498.1 million and $ 1,494.7 million included in deferred profit at June 29, 2025 was recognized during the three and six months ended December 28, 2025, representing 19 % and 56 % of the $ 2,681.1 million of deferred revenue as of June 29, 2025.

The following table summarizes the transaction price for contracts that have not yet been recognized as revenue as of December 28, 2025 and when the Company expects to recognize the amounts as revenue:

Less than 1 Year 1-3 Years More than 3 Years Total

1 unchanged sentence

Deferred revenue $ 1,546,892 $ 597,979 (1)

$ 105,130 (1)

(1) This amount is reported in Deferred profit on the Company's Condensed Consolidated Balance Sheets as the customers can demand the performance to be satisfied at any time.

NOTE 4 — EQUITY-BASED COMPENSATION PLANS

The Lam Research Corporation 2015 Stock Incentive Plan, as amended, provides for the grant of non-qualified equity-based awards of the Company’s Common Stock to eligible employees and non-employee directors, including stock options, restricted stock units (“RSUs”), and market-based performance RSUs (“market-based PRSUs”).

The Lam Research Corporation 2015 Stock Incentive Plan, as amended, and the Lam Research Corporation 2025 Stock Incentive Plan provide for the grant of non-qualified equity-based awards of the Company’s Common Stock to eligible employees and non-employee directors, including stock options, restricted stock units (“RSUs”), and market-based performance RSUs (“market-based PRSUs”).

An option is a right to purchase Common Stock at a set price.

4 unchanged sentences

The Company recognized the following equity-based compensation expense (including expense related to the employee stock purchase plan) in the Condensed Consolidated Statements of Operations:

Three Months Ended

September 28,

2025 September 29,

Three Months Ended Six Months Ended

2025 December 29,

2024 December 28,

2025 December 29,

(in thousands)

Equity-based compensation expense $ 88,539 $ 81,959 $ 185,780 $ 161,970

Lam Research Corporation 2025 Q3 10-Q 10

NOTE 5 — OTHER INCOME (EXPENSE), NET

The significant components of other income (expense), net, are as follows:

Three Months Ended

September 28,

2025 September 29,

Three Months Ended Six Months Ended

2025 December 29,

2024 December 28,

2025 December 29,

(in thousands)

7 unchanged sentences

The Company’s provision for income taxes and effective tax rate are as follows:

Three Months Ended

September 28,

2025 September 29,

Three Months Ended Six Months Ended

2025 December 29,

2024 December 28,

2025 December 29,

(in thousands, except percentages)

2 unchanged sentences

The difference between the U.S.

federal statutory tax rate of 21% and the Company’s effective tax rate for the three months ended September 28, 2025, and September 29, 2024, was primarily due to income in lower tax jurisdictions.

Lam Research Corporation 2025 Q3 10-Q 10

federal statutory tax rate of 21% and the Company’s effective tax rate for the three and six months ended December 28, 2025, and December 29, 2024, was primarily due to income in lower tax jurisdictions.

The Internal Revenue Service (“IRS”) is examining the Company’s U.S.

5 unchanged sentences

The Company assessed the impact and concluded that it was not material.

The impact has been included within income tax expense for the three months ended September 28, 2025.

The impact has been included within income tax expense for the six months ended December 28, 2025.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law by U.S.

4 unchanged sentences

The Company assessed the changes and concluded that they were not material.

The impact has been included within income tax expense for the three months ended September 28, 2025.

The impact has been included within income tax expense for the six months ended December 28, 2025.

Lam Research Corporation 2025 Q3 10-Q 11

NOTE 7 — NET INCOME PER SHARE

2 unchanged sentences

The following table reconciles the inputs to the basic and diluted computations for net income per share.

Three Months Ended

September 28,

2025 September 29,

Three Months Ended Six Months Ended

2025 December 29,

2024 December 28,

2025 December 29,

(in thousands, except per share data)

7 unchanged sentences

For purposes of computing diluted net income per share, weighted-average common shares do not include potentially dilutive securities that are anti-dilutive under the treasury stock method.

These anti-dilutive securities, including options and RSUs, were not material for the three months ended September 28, 2025 and September 29, 2024.

These anti-dilutive securities, including options and RSUs, were not material for the three and six months ended December 28, 2025 and December 29, 2024.

NOTE 8 — FINANCIAL INSTRUMENTS

The Company’s investment strategies and investment and fair value policies are unchanged from those disclosed in Note 9, “Financial Instruments,” to the Consolidated Financial Statements in Part II, Item 8 of its 2025 Form 10-K.

As of September 28, 2025 and June 29, 2025, the fair value of mutual funds and equity investments were not material.

The Company had no debt security investments as of September 28, 2025 and June 29, 2025.

The financial statement impacts to the Condensed Consolidated Statement of Operations from debt and equity investments were not material as of and for the three months ended September 28, 2025 and September 29, 2024.

Lam Research Corporation 2025 Q3 10-Q 11

The financial instruments reported within Cash and Cash Equivalents in the Company’s Condensed Consolidated Balance Sheets as of September 28, 2025, and June 29, 2025 consisted of the following:

September 28,

As of December 28, 2025 and June 29, 2025, the fair value of mutual funds and equity investments were not material.

The Company had no debt security investments as of December 28, 2025 and June 29, 2025.

The financial statement impacts to the Condensed Consolidated Statement of Operations from debt and equity investments were not material as of and for the three and six months ended December 28, 2025 and December 29, 2024.

The financial instruments reported within Cash and Cash Equivalents in the Company’s Condensed Consolidated Balance Sheets as of December 28, 2025, and June 29, 2025 consisted of the following:

2025 June 29,

6 unchanged sentences

The Company’s hedging strategies and policies are unchanged from those disclosed in Note 9, “Financial Instruments,” to the Consolidated Financial Statements in Part II, Item 8 of its 2025 Form 10-K.

As of September 28, 2025 and June 29, 2025, the fair value of outstanding cash flow and balance sheet hedges were not material.

The financial statement impacts to the Condensed Consolidated Statement of Operations from derivative instruments and hedging activities were not material as of and for the three months ended September 28, 2025 and September 29, 2024.

As of December 28, 2025 and June 29, 2025, the fair value of outstanding cash flow and balance sheet hedges were not material.

The financial statement impacts to the Condensed Consolidated Statement of Operations from derivative instruments and hedging activities were not material as of and for the three and six months ended December 28, 2025 and December 29, 2024.

Concentrations of Credit Risk

Financial instruments that potentially subject the Company to concentrations of credit risk and the Company’s mitigation strategies are unchanged from those disclosed in Note 9, “Financial Instruments,” to the Consolidated Financial Statements in Part II, Item 8 of its 2025 Form 10-K.

Lam Research Corporation 2025 Q3 10-Q 12

NOTE 9 — INVENTORIES

1 unchanged sentence

Inventories consist of the following:

September 28,

2025 June 29,

4 unchanged sentences

$ 4,037,682 $ 4,307,991

NOTE 10 — PROPERTY AND EQUIPMENT, NET

Property and equipment, net is presented in the table below:

2025 June 29,

(in thousands)

Manufacturing and engineering equipment $ 2,403,120 $ 2,219,207

Buildings and improvements 2,143,629 1,914,570

Computer and computer-related equipment 186,169 182,439

Land 183,460 166,207

Office equipment, furniture and fixtures 100,280 92,740

5,016,658 4,575,163

accumulated depreciation and amortization $ ( 2,327,459 ) $ ( 2,169,641 )

$ 2,689,199 $ 2,405,522

The Company has excluded immaterial right-of-use assets, under finance leases, recorded within property and equipment, net from the table above.

NOTE 11 — ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

Accrued expenses and other current liabilities consist of the following:

September 28,

2025 June 29,

9 unchanged sentences

The Company has entered into insurance contracts that are intended to limit its exposure to such indemnifications.

As of September 28,

Lam Research Corporation 2025 Q3 10-Q 12

2025, the Company had not recorded any liability on its Condensed Consolidated Financial Statements in connection with these indemnifications, as it does not believe that it is probable that any material amounts will be paid under these guarantees.

As of December 28, 2025, the Company had not recorded any liability on its Condensed Consolidated Financial Statements in connection with these indemnifications, as it does not believe that it is probable that any material amounts will be paid under these guarantees.

Generally, the Company indemnifies, under pre-determined conditions and limitations, its customers for infringement of third-party intellectual property rights by the Company’s products or services.

The Company seeks to limit its liability for such indemnity to an amount not to exceed the sales price of the products or services subject to its indemnification obligations.

The Company seeks to limit its liability for such indemnity to an

Lam Research Corporation 2025 Q3 10-Q 13

amount not to exceed the sales price of the products or services subject to its indemnification obligations.

The Company does not believe that it is probable that any material amounts will be paid under these guarantees.

The Company provides guarantees and standby letters of credit to certain parties as required for certain transactions initiated during the ordinary course of business.

As of September 28, 2025, the maximum potential amount of future payments that the Company could be required to make under these arrangements and letters of credit was $ 230.1 million.

As of December 28, 2025, the maximum potential amount of future payments that the Company could be required to make under these arrangements and letters of credit was $ 239.4 million.

The Company does not believe, based on historical experience and information currently available, that it is probable that any material amounts will be required to be paid.

5 unchanged sentences

The liability amount is based on actual historical warranty spending activity by type of system, customer, and geographic region, modified for any known differences such as the impact of system reliability improvements.

As of September 28, 2025, warranty reserves totaling $ 14.2 million were reported in Other long-term liabilities, and the remainder were included in Accrued expenses and other current liabilities in the Company’s Condensed Consolidated Balance Sheets.

As of December 28, 2025, warranty reserves totaling $ 13.3 million were reported in Other long-term liabilities, and the remainder were included in Accrued expenses and other current liabilities in the Company’s Condensed Consolidated Balance Sheets.

Changes in the Company’s product warranty reserves were as follows:

Three Months Ended

September 28,

2025 September 29,

Three Months Ended Six Months Ended

2025 December 29,

2024 December 28,

2025 December 29,

(in thousands)

24 unchanged sentences

Quarter ended September 28, 2025 9,686 (2) $ 990,046 $ 105.67 $ 6,527,138

Quarter ended December 28, 2025 9,387 $ 1,442,095 $ 153.62 $ 5,085,043

(1) Average price paid per share excludes the effect of accelerated share repurchase activities.

24 unchanged sentences

The table below reconciles the Company's reportable segment to income before income taxes:

Three Months Ended

September 28,

2025 September 29,

Three Months Ended Six Months Ended

2025 December 29

2024 December 28,

2025 December 29,

(In thousands)

15 unchanged sentences

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 1. Financial Statements