Agilent Technologies (A) 10-K risk factor changes: FY2021 vs FY2020

The COVID-19 pandemic has adversely impacted, and continues to pose risks to, [added: certain elements of] our business, results of operations and financial condition, the nature and extent of which are highly uncertain and unpredictable.

The COVID-19 pandemic [removed: has] also impacted our supply chain as we experienced disruptions or delays in shipments of certain materials or components of our products.

Additionally, the COVID-19 pandemic caused significant volatility [removed: and uncertainty] in U.S. and international markets.

[removed: A disruption] [added: The impact] of [added: the pandemic may increase the possibility of uncertainty in the] global financial [removed: markets or resulting] [added: markets, high inflation and extended] economic [removed: downturn may] [added: downturn, which could] reduce our ability to incur debt or access capital and [removed: increase the cost of doing so.][added: impact our results and financial condition even after local conditions improve.]

The actions we take in response to any improvements in [removed: conditions] [added: conditions, such as our return-to-office plans,] may also vary widely by geography and by business and will likely be made with incomplete information; pose the risk that such actions may prove to be premature, incorrect or insufficient; and could have a material, adverse impact on our business and results of operations.

[added: Since a significant portion of our operating expenses is relatively fixed in nature due to sales,] research and development and manufacturing costs, if we were unable to respond quickly enough these pricing pressures could further reduce our operating margins.

Foreign currency movements for the year ended October 31, [removed: 2020] [added: 2021] had an overall [removed: unfavorable] [added: favorable] impact on revenue of approximately [removed: 1] [added: 2] percentage [removed: point] [added: points] when compared to the same period last year.

When movements in foreign currency exchange rates have a [removed: negative] [added: positive] impact on revenue, they will also have a [removed: positive] [added: negative] impact by [removed: reducing] [added: increasing] our costs and expenses.

- changes in diplomatic and trade relationships, [removed: such] as [removed: the United Kingdom's exit from the European Union and the increased uncertainty around its implementation caused by COVID-19, as] well as, new tariffs, trade protection measures, import or export licensing requirements, new or different customs duties, trade embargoes and sanctions and other trade barriers;

- tariffs imposed by the U.S. on goods from other countries and tariffs imposed by other countries on U.S. goods, including the tariffs enacted [removed: and proposed] by the U.S. government on various imports from China and by the Chinese government on certain U.S. goods;

If [added: economical, political, health or other] conditions change in those countries, it may adversely affect operations, including impairing our ability to pay our suppliers and collect our receivables.

[added: As a result, the acquisition and integration of acquired] businesses may not contribute to our earnings as expected, we may not achieve our operating margin targets when expected, or at all, and we may not achieve the other anticipated strategic and financial benefits of such transactions.

The [removed: GDPR established] [added: global proliferation of privacy laws, with governmental authorities around the world passing or considering passing legislative and regulatory proposals concerning privacy and data protection, continues to result in] new requirements regarding the handling of personal [removed: data and includes] [added: data, with many such laws imposing] significant penalties for non-compliance (including possible fines of up to [removed: 4] [added: four] percent of total company [removed: revenue).][added: revenue under the GDPR).]

[added: If demand for our products is adversely] affected or our costs increase, our operating results and business would suffer.

A number of our products and services are subject to regulation by the [removed: FDA] [added: FDA, the U.S. Department of Health] and [added: Human Services, the Centers for Medicare & Medicaid Services and] certain similar foreign regulatory agencies.

If we or any of our [removed: suppliers or] [added: suppliers,] distributors [added: or customers] fail to comply with FDA and other applicable regulatory requirements or are perceived to potentially have failed to comply, we may face, among other things, warning letters; adverse publicity affecting both us and our customers; investigations or notices of non-compliance, fines, injunctions, and civil [added: or criminal] penalties; import or export restrictions; partial suspensions or total shutdown of production facilities or the imposition of operating restrictions; [added: suspension or revocation of our license to operate,] increased difficulty in obtaining required FDA clearances or approvals or foreign equivalents; seizures or recalls of our products or those of our customers; or the inability to sell our products.

[removed: In addition to the risks outlined] above, problems with manufacturing or IT outsourcing could result in lower revenue and unexecuted efficiencies and impact our results of operations and our stock price.

In other cases, we have agreed to indemnify the current owners of certain properties for liabilities related to contamination, including companies with which we have previously been affiliated such as HP, Inc., Hewlett-Packard Enterprise (formerly Hewlett-Packard Company) and [added: Siemens Healthineers (formerly] Varian Medical Systems, [removed: Inc.] [added: Inc.)] Further, other properties we have previously owned or leased at which we have operated in the past, or for which we have otherwise contractually assumed, or provided indemnities for, certain actual or contingent environmental liabilities may or do require remediation.

Our current and historical manufacturing [added: and research and development] processes and [removed: operations involve, or have involved, the use of certain substances regulated under] [added: facilities are subject to] various foreign, federal, state and local environment protection and health and safety laws and regulations.

Further, in the event that any future climate change legislation would require that stricter standards be imposed by domestic or international environmental regulatory authorities, we may be required to make certain changes and adaptations to our manufacturing [removed: processes.][added: processes and facilities.]

Failure to comply with these environmental protection and health and safety laws and regulations could result in civil, criminal, regulatory, administrative or contractual sanction, including fines, penalties or [removed: suspensions.][added: suspensions, restrictions on our operations and reputational damage.]

[added: In certain of our businesses, we rely on third-party intellectual] property licenses, and we cannot ensure that these licenses will continue to be available to us in the future or can be expanded to cover new products on favorable terms or at all.

[removed: Several jurisdictions have] [added: Singapore has] granted us tax incentives which require renewal at various times in the future.

We are party to a [removed: $1] [added: $1.35] billion five-year unsecured credit facility that will expire on March 13, 2024.

As of October 31, [removed: 2020, the company] [added: 2021, we] had no borrowings outstanding under the credit [removed: facility.][added: facility and we had no borrowings under the incremental facilities.]

We also [added: currently] have outstanding an aggregate principal amount of [removed: $2.3] [added: $2.7] billion in senior unsecured notes.

Our factories, facilities and distribution system are subject to catastrophic loss due to fire, flood, terrorism, public health crises, increasing severity or frequency of extreme weather events, or other [removed: natural or man-made disasters.][added: climate-change related risks.]

For example, in the first quarter of fiscal year 2020, the outbreak of COVID-19 in China led to an extension of the Lunar New Year holiday, which [added: adversely] impacted our business and results, reduced the number of selling days and otherwise impacted our supply chain.

As of October 31, [removed: 2020,] [added: 2021,] we had cash and cash equivalents of approximately [removed: $1,441] [added: $1,484] million invested or held in a mix of money market funds, time deposit accounts and bank demand deposit accounts.

Business and Strategic Risks

While many of our customers have returned to work and economic activity continues to ramp up, we are unable to accurately predict the full extent and duration of the impact of the COVID-19 pandemic on our business and operations due to numerous uncertainties, including the duration and severity of the pandemic, the efficacy and distribution of vaccines and containment measures.

As COVID-19 conditions improved, there have been increases in demand for certain of our products, which posed challenges to our supply chain.

If there are supply shortages or delays and we are not able to meet increasing product demand, our results would be adversely affected.

U.S. President Biden has issued an Executive Order requiring federal employees and covered contractors to be vaccinated against COVID-19.

Additionally, on November 4, 2021, the U.S. Department of Labor’s Occupational Safety and Health Administration (OSHA) issued a COVID-19 Vaccination and Testing Emergency Temporary Standard requiring all employers with 100 or more employees to ensure that their employees are fully vaccinated or tested for COVID-19 on at least a weekly basis.

Notwithstanding legal and timing uncertainties relating to these regulations, we have implemented requirements regarding mandatory vaccines for U.S. based covered employees, subject to approved exemptions.

Additional vaccine and testing mandates may be announced in other jurisdictions in which we operate our business.

While it is not currently possible to predict with any certainty the exact impact the new regulations would have on us, our suppliers and our customers, the implementation of such government mandated vaccination or testing mandates may impact our ability to retain current employees and attract new employees and result in labor disruptions.

Further, implementation could also have similar consequences for our subcontractors, which may impact their ability to deliver the goods and services we need from them.

Regulatory, Legal and Compliance Risks

Global privacy laws, including the EU's General Data Protection Regulation ("GDPR”), Brazil’s Lei Geral de Protecao de Dados, and the California

Consumer Privacy Act, apply to our activities involving the processing of personal data, both in relation to our product and service offerings and the management of our workforce.

In addition, we are subject to inspections by these and other regulatory authorities.

The new EU IVDR requirements become effective in May 2022.

We are subject to environmental laws and regulations that expose us to a number of risks and could result in significant liabilities and costs.

We cannot predict how changes will affect our business operations or the cost of compliance to us, our customers or our suppliers.

We are subject to evolving corporate governance and public disclosure expectations and regulations that impact compliance costs and risks of noncompliance.

We are subject to changing rules and regulations promulgated by a number of governmental and self-regulatory organizations, including the SEC and NYSE, as well as evolving investor expectations around corporate governance and environmental and social practices and disclosures.

These rules and regulations continue to evolve in scope and complexity, and many new requirements have been created in response to laws enacted by the U.S. and foreign governments, making

compliance more difficult and uncertain.

The increase in costs to comply with such evolving expectations, rules and regulations, as well as any risk of noncompliance, could adversely impact us.

Operational Risks

In addition to the risks outlined

For example, in December 2020 it was widely reported that SolarWinds, an information technology company, was the subject of a cyberattack that created security vulnerabilities for thousands of its clients.

We identified an impacted SolarWinds server and promptly took steps to contain and remediate the incidents.

While we believe that there were no disruptions to our operations as a result of this attack, other similar attacks could have a significant negative impact on our systems and operations.

Financial and Tax Risks

Furthermore, we are permitted pursuant to the credit agreement to establish incremental facilities of up to $500 million.

On June 18, 2021, we increased the maximum amount of our commercial paper program to $1.35 billion.

As of October 31, 2021, we had no borrowings outstanding under our U.S. commercial paper program.

Risks, Uncertainties and Other Factors Specific to Our Company That May Affect Future Results

If the COVID-19 pandemic continues or worsens, we may again experience a decline in sales activities and customer orders in certain of our businesses.

Continuing travel restrictions, prolonged quarantines or other government orders in response to the pandemic may significantly impact our ability to support our sites and service customers in those locations.

If the pandemic continues or worsens, our manufacturing facilities, our distribution centers where inventory is managed and the operations of our logistics and other service providers may be significantly impacted.

Accordingly, COVID-19 has negatively affected our revenue growth in certain of our businesses.

It is uncertain how materially COVID-19 will affect our global operations generally if these impacts persist, worsen or re-emerge over an extended period of time.

The extent and duration of these impacts are dependent in part on customers returning to work and economic activity continuing to ramp up.

The impact on our business also depends in part on the pace at which our customers resume non-COVID-19 related patient care and testing, as well as the timing of when research performed by laboratories and other institutions returns to normal levels.

We cannot reasonably estimate the length or severity of the COVID-19 pandemic or the related response, or the extent to which the disruption may impact our business, financial position, results of operations and cash flows.

Ultimately, the COVID-19 pandemic could have a material adverse impact on our business, financial position, results of operations and cash flows.

Since a significant portion of our operating expenses is relatively fixed in nature due to sales,

As a result, the acquisition and integration of acquired

The EU's General Data Protection Regulation ("GDPR"), which became effective in May 2018, applies to all of our activities related to products and services that we offer to EU customers and workers.

Other governmental authorities around the world have passed or are considering similar types of legislative and regulatory proposals concerning data protection.

If demand for our products is adversely

We will have until May 2022 to meet the new EU IVDR requirements.

In certain of our businesses, we rely on third-party intellectual

The U.S. Tax Cuts and Job Act ("the Tax Act") significantly changed the taxation of U.S. based multinational corporations.

Our compliance with the Tax Act requires the use of estimates in our financial statements and exercise of significant judgment in accounting for its provisions.

The implementation of the Tax Act requires interpretations and implementing regulations by the Internal Revenue Service ("IRS"), as well as state tax authorities.

The legislation could be subject to potential amendments and technical corrections, any of which could materially lessen or increase certain adverse impacts of the legislation.

As regulations and guidance evolve with respect to the Tax Act, and as we gather information and perform more analysis, our results may differ from previous estimates and may materially affect our financial position.

On August 7, 2019, we entered into an amendment to the credit agreement, which provided for a $500 million short-term loan facility that was used in full to complete the acquisition of BioTek and was repaid in full as of October 31, 2020.

On October 21, 2019, we entered into a second amendment to the credit agreement, which refreshed the amount available for additional incremental term loan facilities under the credit agreement to permit additional incremental facilities of up to $500 million.

We had no borrowings under the additional incremental facilities as of October 31, 2020.

On May 1, 2020, we entered into a new $1.0 billion commercial paper program, and as of October 31, 2020 we had $75 million of commercial paper outstanding.

As described above, the COVID-19 pandemic continued to impact our business operations, supply chain and financial results and may have a material adverse effect on our business and results of operations.

General Risks

Despite the economic challenges due to the COVID-19 pandemic, we ended [added: our] fiscal year [removed: 2020] [added: 2021] with revenue growth of [removed: 3] [added: 18] percent year over [removed: year with revenue growth from most of our key end markets.][added: year.]

We [added: will] continue to actively monitor the [added: effects of the] pandemic and [removed: we] will continue to take appropriate steps to mitigate the [removed: adverse] impacts [added: to our employees and] on our business [removed: posed by the on-going spread of COVID-19.][added: results.]

[removed: 2030] [added: 2031] Senior Notes

On [removed: June 4, 2020,] [added: March 12, 2021,] we issued an aggregate principal amount of [removed: $500] [added: $850] million in senior notes [removed: ("2030] [added: ("2031] senior notes").

The [removed: 2030] [added: 2031] senior notes were issued at [removed: 99.812%] [added: 99.822%] of their principal amount.

The [removed: 2030] [added: 2031] senior notes will mature on [removed: June 4, 2030,] [added: March 12, 2031,] and bear interest at a fixed rate of [removed: 2.10%] [added: 2.30%] per annum.

The interest is payable semi-annually on [removed: June 4th] [added: March 12th] and [removed: December 4th] [added: September 12th] of each year and payments commenced on [removed: December 4, 2020.][added: September 12, 2021.]

Agilent's net revenue of $5,339 million [removed: in 2020] increased 3 percent [added: in 2020] when compared to 2019.

Foreign currency movements for 2020 had an overall unfavorable impact on revenue [added: growth] of [removed: approximately] 1 percentage point [added: when] compared to 2019.

Foreign currency movements had no overall impact on revenue [added: growth] in 2020 when compared to 2019.

Foreign currency movements had an overall unfavorable impact on revenue [added: growth] of 1 percentage point in 2020 when compared to 2019.

[removed: Revenue in the] Agilent CrossLab business [added: revenue] increased 3 percent in 2020 when compared to 2019.

Agilent's net revenue of [removed: $5,163] [added: $6,319] million [added: in 2021] increased [removed: 5] [added: 18] percent [removed: in 2019] when compared to [removed: 2018.][added: 2020.]

Foreign currency movements for [removed: 2019] [added: 2021] had an overall [removed: unfavorable] [added: favorable] impact on revenue [added: growth] of [removed: approximately] 2 percentage points [added: when] compared to [removed: 2018.][added: 2020.]

[removed: In 2019, acquisitions from 2018] [added: Acquisitions] had an overall favorable impact [added: on revenue growth] of [removed: 2] [added: 7] percentage points when compared to [removed: 2018.][added: 2019.]

Revenue in the life sciences and applied markets business increased [removed: 1] [added: 18] percent in [removed: 2019] [added: 2021] when compared to [removed: 2018.][added: 2020.]

Foreign currency movements had an overall [removed: unfavorable] [added: favorable] impact on revenue [added: growth] of [removed: 2] [added: 3] percentage points in [removed: 2019] [added: 2021] when compared to [removed: 2018.]

Revenue in the diagnostics and genomics business increased [removed: 8] [added: 24] percent in [removed: 2019] [added: 2021] when compared to [removed: 2018.][added: 2020.]

Foreign currency movements had an overall [removed: unfavorable] [added: favorable] impact [added: on revenue growth] of [removed: 3] [added: 2] percentage points [removed: on revenue] in [removed: 2019] [added: 2021] when compared to [removed: 2018.][added: 2020.]

Revenue in the Agilent CrossLab business increased [removed: 8] [added: 16] percent in [removed: 2019] [added: 2021] when compared to [removed: 2018.][added: 2020.]

Foreign currency movements had an overall [removed: unfavorable] [added: favorable] impact on revenue [added: growth] of 3 percentage points in [removed: 2019] [added: 2021] when compared to [removed: 2018.][added: 2020.]

Net income was [removed: $719] [added: $1,210] million in [removed: 2020] [added: 2021] compared to net income of [removed: $1,071] [added: $719] million and [removed: $316] [added: $1,071] million in [removed: 2019] [added: 2020] and [removed: 2018,] [added: 2019,] respectively.

Net income [removed: in] [added: for the year ended October 31,] 2020 was impacted by revenue declines in certain of our businesses associated with the COVID-19 pandemic and increased costs and expenses which included an impairment charge of $98 million related to the closure of our [added: sequencer development program.]

As of October 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] we had cash and cash equivalents balances of [removed: $1,441] [added: $1,484] million and [removed: $1,382] [added: $1,441] million, respectively.

The [removed: 2015] [added: 2019] share repurchase program authorizes the purchase of up to [removed: $1.14] [added: $1.75] billion of our common stock at the company's discretion [removed: through] and [removed: including November 1, 2018.][added: has no fixed termination date.]

The [removed: 2015] [added: 2021] repurchase program [removed: did] [added: does] not require the company to acquire a specific number of shares and [removed: could have been suspended] [added: may be suspended, amended] or discontinued at any time.

During the year ended October 31, [removed: 2018,] [added: 2021,] we repurchased and retired approximately [removed: 6.4] [added: 3.1] million shares for [removed: $422] [added: $365] million under this authorization.

During the year ended October 31, 2019, we repurchased and retired 10.4 million shares for $723 million under this [removed: authorization.]

During the year ended October 31, 2020, we repurchased and retired [removed: approximately] 5.2 million shares for $469 million under this authorization.

As of October 31, [removed: 2020,] [added: 2021,] we had remaining authorization to repurchase up to [removed: $558 million] [added: approximately $1.577 billion] of our common stock under [removed: this] [added: the 2021 repurchase] program.

During the year ended October 31, [removed: 2018,] [added: 2021,] cash dividends of [removed: 0.596] [added: 0.776] per share, or [removed: $191] [added: $236] million were declared and paid on the company's outstanding common stock.

On November [removed: 18, 2020] [added: 17, 2021] we declared a quarterly dividend of [removed: $0.194] [added: $0.210] per share of common stock, or approximately [removed: $59] [added: $63] million which will be paid on January [removed: 27, 2021] [added: 26, 2022] to shareholders of record as of the close of business on January [removed: 5, 2021.][added: 4, 2022.]

Looking forward, [added: as we continue to navigate the impacts of the COVID-19 pandemic,] our top priority continues to be the health and safety of our employees, customers and community, as well as supporting our customers' operations.

We also remain focused on improving our customers’ experience, differentiating product solutions and [removed: productivity especially during these extraordinary times.][added: productivity.]

[removed: Stand-alone selling] prices are determined for each distinct good or service in the contract and then we allocate the transaction price in proportion to those standalone selling prices by performance obligations.

Standalone lease arrangements are outside the scope of ASC 606 and are therefore accounted for in accordance with ASC 842, [removed: Leases.][added: Leases ("ASC 842") beginning in 2020 and ASC 840, Leases ("ASC 840") for prior periods.]

Each of these contracts is evaluated as a lease arrangement, either as an operating lease or a sales-type [removed: capital] [added: finance] lease using the current lease classification guidance.

Other important assumptions [removed: include,] [added: include] expected future salary increases, expected future increases to benefit payments, expected retirement dates, employee turnover, retiree mortality rates, and portfolio composition.

For [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the U.S. discount rates were based on the results of matching expected plan benefit payments with cash flows from a hypothetically constructed bond portfolio.

In [removed: 2020,] [added: 2021,] discount rates for the U.S. [added: retiree medical] plans [removed: decreased] [added: increased marginally] compared to the previous year due to the [removed: decrease] [added: increase] in the corporate bond rates.

During the year ended October 31, 2021, many businesses and countries, including the U.S., continued applying preventative and precautionary measures to mitigate the spread of the virus including government orders and other restrictions on the conduct of business operations.

The health and safety of our employees is a top priority for us.

In response to the COVID-19 pandemic, we took proactive actions to protect the health and safety of our employees, customers, partners and suppliers.

We enacted safety measures, including social distancing protocols, encouraging employees to work from home when possible, suspending non-essential work travel, implementing various access controls at our facilities, frequently disinfecting our workspaces and providing appropriate personal protective equipment to employees who are physically present at our facilities.

As COVID-19 conditions improved, we began implementing a phased reopening process, required our U.S. employees to be fully vaccinated pursuant to federal, state and local guidelines and continued to prioritize health and safety.

We expect to continue to implement appropriate safety measures until the COVID-19 pandemic is contained.

We may take further actions as government authorities require or recommend or as we determine to be in the best interests of our employees, customers, partners and suppliers.

Currently, most of our employees are still working from home.

When we determine it is safe for our employees to return to the office, we will be moving towards a hybrid work model, giving our employees the flexibility to work offsite or at our onsite locations.

The ongoing effects of COVID-19 remain difficult to predict due to numerous uncertainties, including the severity, duration and resurgence of the outbreak, new variants, the effectiveness of health and safety measures including vaccines, managing the different pace of return-to-office in different locations, the pace and strength of the economic recovery, and supply chain pressures, among others.

This revenue growth was primarily non-COVID related revenue and came from all of our segments, key end markets and geographies.

Revenue growth was also partly due to weakened sales in the prior year as the response to the early stages of the pandemic caused many of our customers to close or reduce operating capacity.

In fiscal year 2021, our overall business performance was strong which also resulted in significant expense increases from our variable pay and long-term performance plan-earnings per share ("LTPP-EPS") programs, along with sales commission increases year over year, which was partially offset by the continued cost savings actions which included reduction in travel and non-essential spending that we implemented last year.

Acquisition

On April 15, 2021 we completed the acquisition of privately-owned Resolution Bioscience, Inc., a biotechnology company focused on the development and commercialization of next-generation sequencing-based ("NGS") precision oncology solutions, for $561 million cash plus potential future contingent payments of up to $145 million upon the achievement of certain milestones which are based on certain revenue and technical targets.

Resolution Bioscience complements and expands our capabilities in NGS-based cancer diagnostics within our diagnostics and genomics segment and provides us with innovative technology to further serve the needs of the fast-growing precision medicine market.

The fair value of the contingent consideration as of October 31, 2021 was $89 million which included a decrease of $21 million from the estimated fair value as of the end of our third quarter.

On January 21, 2021, we redeemed $100 million of the $400 million outstanding aggregate principal amount of our 2022 senior notes due October 1, 2022.

On April 5, 2021, we redeemed the remaining outstanding $300 million of our 2022 senior notes.

The total redemption price of approximately $417 million was computed in accordance with the terms of the 2022 senior notes as the present value of the remaining scheduled payments of principal and unpaid interest on the notes being redeemed.

During the year ended October 31, 2021, we recorded a loss on extinguishment of debt of $17 million in other income (expense), net in the consolidated statement of operations.

In addition, $1 million of accrued interest, up to but not including the applicable redemption date, was paid.

The make-whole premium less partial amortization of previously deferred interest rate swap gain together with the amortization of debt issuance costs and discount was recorded in other income (expense), net in the consolidated statement of operations.

Net revenue increased in all business segments, geographic regions and key end markets.

The favorable impact of COVID-related revenue and revenue from our recent acquisition for the year ended October 31, 2021 was not material.

Foreign currency movements had no overall

impact on revenue growth in 2020 when compared to 2019.

Net income in 2021 was impacted by higher sales volume and net gains on fair value of equity securities partially offset by significant expense increases from our variable pay, share-based compensation expense and sales commissions.

Effective February 18, 2021, the 2019 repurchase program was terminated and replaced by the new share repurchase program.

The remaining authorization under the 2019 repurchase plan of $193 million expired on February 18, 2021.

On February 16, 2021 we announced that our board of directors had approved a new share repurchase program (the "2021 repurchase program") designed, among other things, to reduce or eliminate dilution resulting from issuance of stock under the company's employee equity incentive programs.

The 2021 repurchase program which became effective on February 18, 2021, replaced and terminated the 2019 repurchase program on that date.

During the year ended October 31, 2021, we repurchased and retired 3.0 million shares for $423 million under this authorization.

We expect to face additional logistical pressures, such as longer lead times and limited sources of supply in the near term that we will continue to mitigate through various sourcing strategies.

We continue supporting our customers' needs related to the development of new therapies and vaccines.

With our strong results in fiscal year 2021 and the continued recovery in our end markets, we remain optimistic about our long-term growth opportunities in all of our end markets.

Stand-alone selling

*Goodwill and Purchased Intangible Assets.* We assess our goodwill and purchased intangible assets for impairment annually or whenever events or changes in circumstances indicate that the carrying value may not be recoverable.

A goodwill impairment loss, if any, is measured as the amount by which a reporting unit's carrying value, including goodwill, exceeds its fair value, not to exceed the carrying amount of goodwill.

Foreign currency movements for the year ended October 31, 2021 had an overall favorable impact on revenue of 2 percentage points when compared to the same period last year.

Many countries, including the United States, implemented measures such as quarantine, shelter-in-place, curfew, travel and activity restrictions and similar isolation measures, including government orders and other restrictions on the conduct of business operations at different times.

Due to these measures, we experienced unpredictable reductions or increases in demand for certain of our products, disruptions or delays in shipments of certain materials or components of our products, and delays in installations and services due to the inability to access customer sites, primarily in the latter part of our second quarter.

As an essential business throughout the COVID-19 pandemic, we have remained open with our top priority being the health and safety of our employees, customers and community.

At every stage of the pandemic, we have taken decisive and appropriate precautions, including a mandatory work from home policy for all employees with the exception of manufacturing, distribution, and certain laboratory environments, as well as restrictions on all non-essential travel and visitors into our facilities.

At this time, our factories continue to operate around the world in accordance with the guidance issued by local, state and national government authorities.

Our digital workplace strategy and strategic technology investments have enabled us to provide modern connectivity and collaboration tools to our employees to meet remote working needs as this situation has escalated.

We have taken and continue to take proactive measures to ensure the health and safety of our global employee base.

We designed a multi-phase return-to-office process for the safe return of our employees to our sites.

We developed and implemented rigorous return-to-office protocols to promote a safe work environment in all locations for employees who have been working on-site throughout the pandemic and for employees who will be returning in the future, as well as, for the safety of all customer and vendor interactions.

At this time, the COVID-19 pandemic has not significantly impacted our manufacturing facilities or third parties to whom we outsource certain manufacturing processes, the distribution centers where our inventory is managed or the operations of our logistics and other service providers.

We continue working with our customers and suppliers to understand the existing and potential future negative impacts to our delivery and supply chain and take actions in an effort to mitigate such impacts.

The majority of the markets we serve, such as the pharmaceutical, biopharmaceutical, food, environmental and diagnostics and clinical markets, have continued to operate at various levels throughout the pandemic, and we continue working closely with

our customers to ensure their seamless operations.

From a customer-facing perspective, we continue leveraging digital demand generation activities, including virtual demonstrations across all regions, remote instrument repairs, virtual sales seminars, online product training, and rapid one-on-one communications over emails, phone and video conferencing.

In the latter part of the fiscal year, our Agilent CrossLab business began to see an increase in revenue for our on-demand services and installation services due to the re-opening of laboratories around the world, especially in Europe.

While we began to see elective medical procedures resume in the fourth quarter, revenue from our diagnostics and genomics business continues to be negatively impacted by the COVID-19 pandemic.

In our life sciences and applied markets business, we saw an increase in demand for some of our products for use in the COVID-19 testing, vaccine and therapeutic drug development.

We also benefited from our cost savings actions which included reduction in travel and non-essential spending.

Although we anticipate there will be vaccines distributed widely in the near future, we expect continued volatility and unpredictability related to the impact of COVID-19 on our business results.

Acquisitions

In 2019, we acquired 100 percent of the stock of ACEA Biosciences Inc. ("ACEA"), a developer of cell analysis tools, for $250 million.

In addition, we completed the acquisition of privately-owned Lionheart Technologies LLC ("BioTek"), a leader in the design, manufacture and distribution of innovative life science instrumentation for $1.17 billion.

The financial results of these businesses have been included in our financial results from the date of the close.

sequencer development program.

Net income for the year ended October 31, 2018 was impacted by a discrete tax charge of $552 million related to the enactment of the Tax Act that was passed on December 22, 2017.

On May 28, 2015 we announced that our board of directors had approved a share repurchase program (the "2015 repurchase program").

As of October 31, 2018, we had remaining authorization to repurchase up to $188 million of our common stock under this program which expired on November 1, 2018.

Our focus on meeting our customers’ needs supported several aspects of the COVID-19 research and testing along with therapeutic and vaccine development.

While uncertainties remain as the spread of COVID-19 begins to rise, we are cautiously optimistic that in the short-term our financial results can continue to improve as the global economy continues its path towards recovery.

The year ended October 31, 2018 included a settlement gain of $5 million.

In the first step, we compare the fair value of each reporting unit to its carrying value.

The second step (if necessary) measures the amount of impairment by applying fair-value-based tests to the individual assets and liabilities within each reporting unit.

During 2018, we recorded an impairment charge of $21 million related to purchased intangible assets within the diagnostics and genomics segment that were deemed unrecoverable.

The effective tax rate is highly dependent

The unfavorable effects of changes in foreign currency exchange rates have decreased revenue by approximately 2 percentage points for the year ended October 31, 2019.

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

The growth in product revenue was impacted by increased sales within our cell analysis business, mainly due to contributions from our recent acquisitions.

Services and other revenue in the Agilent CrossLab business increased 9 percent in 2019 as compared to 2018, with a 3 percentage point unfavorable currency impact.

Nearly all major service offerings from the Agilent CrossLab business contributed to the revenue growth across all geographic regions.

Acquisitions had an overall favorable impact on revenue growth of 7 percentage points and primarily impacted the overall growth in the pharmaceutical and academia and government markets.

Approximately [removed: 52] [added: 53] percent of our revenue in [removed: 2020, 51] [added: 2021, 52] percent of our revenue in [removed: 2019] [added: 2020] and [removed: 53] [added: 51] percent of our revenue in [removed: 2018] [added: 2019] were generated in U.S. dollars.

The overall [removed: unfavorable] [added: favorable] effect of changes in foreign currency exchange rates, principally as a result of the [removed: strength] [added: weakness] of the U.S. dollar, has [removed: decreased] [added: increased] revenue by approximately [removed: 1] [added: 2] percentage [removed: point] [added: points] in the year ended October 31, [removed: 2020.][added: 2021.]

As of October 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the analysis indicated that these hypothetical market movements would not have a material effect on our consolidated financial position, results of operations, statement of comprehensive income or cash flows.

As of October 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] the sensitivity analyses indicated that a hypothetical 10 percent adverse movement in interest rates would result in an immaterial impact to the fair value of our fixed interest rate debt.

For fiscal year ended October 31, [removed: 2020,] [added: 2021,] we have three business segments comprised of the life sciences and applied markets business, the diagnostics and genomics business and the Agilent CrossLab business.

We sell our products primarily through direct sales, but we also utilize distributors, resellers, [removed: manufacturer's] [added: manufacturers'] representatives and electronic commerce.

As of October 31, [removed: 2020,] [added: 2021,] we employed approximately [removed: 16,400] [added: 17,000] people worldwide.

Our primary research and development and manufacturing sites are in California, Colorado, Delaware, Massachusetts, [removed: Texas and] [added: Texas,] Vermont [added: and Washington] in the U.S. and in Australia, China, Denmark, Germany, Italy, Japan, Malaysia, Singapore and the United Kingdom.

We employed approximately [removed: 5,300] [added: 5,400] people as of October 31, [removed: 2020] [added: 2021] in our life sciences and applied markets business.

We had approximately [removed: 25,400] [added: 25,900] customers for our life sciences and applied markets business in fiscal [removed: 2020.][added: 2021.]

Fourth, we also collaborate with a number of major pharmaceutical companies to develop new potential [added: tissue and liquid-based] pharmacodiagnostics, also known as companion diagnostics, which may be used to identify patients most likely to benefit from a specific targeted therapy.

We employed approximately [removed: 2,700] [added: 2,900] people as of October 31, [removed: 2020] [added: 2021] in our diagnostics and genomics business.

[added: These drugs have advanced from] single strand DNA molecules to complex, highly modified molecules including antisense, aptamers, double-stranded RNA, and RNA mixtures.

We had approximately [removed: 10,900] [added: 11,500] customers for our diagnostics and genomics business in fiscal [removed: 2020.][added: 2021.]

Our principal competitors in the diagnostics and genomics arena include: [removed: Roche Ventana Medical Systems,] [added: Abbott Laboratories, Affymetrix,] Inc., a [removed: member] [added: division] of [removed: the Roche Group,] [added: Thermo Fisher Scientific Inc., Illumina, Inc.,] Leica Biosystems, Inc., a division of Danaher Corporation, [removed: Abbott Laboratories, Illumina, Inc. and Affymetrix,] [added: Roche Ventana Medical Systems,] Inc., a [removed: division] [added: member] of [removed: Thermo Fisher Scientific Inc. Agilent competes on] the [removed: basis of product performance, reliability, support quality, applications expertise, whole solution offering, global channel coverage] [added: Roche Group] and [removed: price.][added: Twist Bioscience Corporation.]

Our Agilent CrossLab business employed approximately [removed: 5,800] [added: 6,100] people as of October 31, [removed: 2020.][added: 2021.]

We had approximately [removed: 54,600] [added: 58,400] Agilent CrossLab customers in fiscal [removed: 2020] [added: 2021] and no single customer represented a material amount of the net revenue of the Agilent CrossLab business.

The service and consumables business is mostly recurring in nature and is [removed: not as] [added: less] susceptible to market seasonality and industry cycles in comparison to our instrument businesses.

As of October 31, [removed: 2020,] [added: 2021,] our global infrastructure organization employed approximately 2,600 people worldwide.

We [added: also] maintain a comprehensive Environmental Site Liability insurance policy which may cover certain clean-up costs or legal claims related to environmental contamination.

A number of our products and services are subject to regulation by the [removed: FDA] [added: FDA, the U.S. Department of Health] and [added: Human Services, the Centers for Medicare and Medicaid Services and] certain similar foreign regulatory agencies.

If we fail to comply with FDA and other applicable regulatory requirements or are perceived to potentially have failed to comply, we may face, among other things, warning letters; adverse publicity; investigations or notices of non-compliance, fines, injunctions, and civil [added: or criminal] penalties; import or export restrictions; partial suspensions or total shutdown of production facilities or the imposition of operating restrictions; [added: suspension or revocation of our license to operate;] increased difficulty in obtaining required FDA clearances or approvals or foreign equivalents; seizures or recalls of our products or those of our customers; or the inability to sell our products.

[removed: These new] regulations are more stringent in a variety of areas, including clinical requirements, quality systems and post-market surveillance activities.

We are also subject to various significant international, federal, state and local regulations in the areas of health and safety, packaging, product content, employment, labor and immigration, import/export controls, trade restrictions and [removed: anti-][added: anti-competition.]

The [removed: GDPR established] [added: global proliferation of privacy laws, with governmental authorities around the world passing or considering passing legislative and regulatory proposals concerning privacy and data protection, continues to result in] new requirements regarding the handling of personal [removed: data and includes] [added: data, with many such laws imposing] significant penalties for non-compliance (including possible fines of up to [removed: 4] [added: four] percent of total company [removed: revenue).][added: revenue under the GDPR).]

We believe that our future success largely depends upon our continued ability to attract and retain highly skilled [removed: employees.][added: employees in order to fulfil that commitment.]

As part of our promotion and retention efforts, we also invest in ongoing leadership development [removed: through programs such as our Emerging Leader Program, our Managing at Agilent programs] [added: for current] and [removed: our experienced managers’ Accelerate program.][added: rising managers.]

[added: *Diversity and Inclusion.*] As a global company, much of our success is rooted in the diversity of our teams and our commitment to inclusion.

We value diversity at all levels and continue to focus on extending our diversity and inclusion initiatives across our entire workforce, from [added: providing managers transparency of their workforce pay equity to] working with managers to develop strategies for building diverse teams to promoting the advancement of leaders from different backgrounds.

*Henrik Ancher-Jensen,* [removed: 55,] [added: 56,] has served as our Senior Vice President, Agilent and President, Order Fulfillment since September 2013.

*Rodney Gonsalves,* [removed: 55,] [added: 56,] has served as our Vice President, Corporate Controllership and Chief Accounting Officer since May 2015.

Grau,* [removed: 61,] [added: 62,] has served as our Senior Vice President, Human Resources and Global Communications since November 2018.

[added: Prior to that, he served as Vice President,] Compensation, Benefits and HR Services from May 2006 to May 2012.

*Padraig McDonnell*, [removed: 49,] [added: 50,] has served as our [removed: Senior Vice President, Agilent] [added: Chief Commercial Officer] and President, Agilent CrossLab Group since [removed: May 2020.][added: November 2021.]

From November 2016 to April 2020, [removed: Mr. McDonnell] [added: he] served as our Vice President and General Manager of the Chemistries and Supplies Division.

McMahon,* [removed: 52,] [added: 53,] has served as our Senior Vice President since August 2018 and Chief Financial Officer since September 2018.

McMullen*, [removed: 59,] [added: 60,] has served as Chief Executive Officer since March 2015 and as President since September 2014.

Raha*, [removed: 48,] [added: 49,] has served as our Senior Vice President, Agilent and President, Diagnostics and Genomics Group since April 2018.

*Michael Tang,* [removed: 46,] [added: 47,] has served as our Senior Vice President, General Counsel and Secretary since January 2016.

*Jacob Thaysen*, [removed: 45,] [added: 46,] has served as our Senior Vice President, Agilent and President, Life Sciences and Applied Markets Group, since April 2018.

We make available, free of charge, copies of our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) [removed: of the Exchange Act as soon as reasonably practicable after filing such material electronically or otherwise furnishing it to the SEC.]

Our Amended and Restated Bylaws, Corporate Governance Standards, the charters of our Audit and Finance Committee, our Compensation Committee, our Executive Committee and our Nominating/Corporate Governance Committee, as well as our [added: Standards of Business Conduct (including code of ethics provisions that apply to our principal executive officer, principal financial officer, principal accounting officer and senior financial officers) are available on our website at www.investor.agilent.com under “Corporate Governance”.]

Agilent competes on the basis of product performance, reliability, support quality, applications expertise, whole solution offering, global channel coverage and price.

Climate change may impact our business by increasing operating costs due to impairments of our facilities and distribution systems, disruptions to our manufacturing processes and additional regulatory requirements.

Although we address these potential risks in our business continuity planning, such events could make it difficult for us to deliver products and services to our customers and cause us to incur substantial expense.

In addition to monitoring and managing compliance with environmental regulations, we are also committed to sustainability and environmental protection.

In 2021, we announced our commitment to achieve net-zero greenhouse gas emissions no later than 2050.

For more information on our approach to sustainability management, refer to our annual Corporate Social Responsibility report, which is available on our website.

These new

The new EU IVDR requirements become effective in May 2022.

Global privacy laws, including the EU's General Data Protection Regulation ("GDPR”), Brazil’s *Lei Geral de Protecao de Dados*, and the California Consumer Privacy Act, apply to our activities involving the processing of personal data, both in relation to our product and service offerings and the management of our workforce.

As of October 31, 2021, we employed approximately 17,000 persons, of whom approximately 6,400 were based in the Americas, 4,200 in Europe and 6,400 in Asia Pacific.

*Culture.* Agilent instruments, software, services, solutions and people provide trusted answers to customers’ most challenging questions.

Whether we are working with our customers to keep food supplies safe, improve the quality of air, water and soil, or fight cancer with more precise diagnoses and targeted treatments, Agilent employees share a passion and commitment to advancing the quality of life.

*Engagement.* Agilent engages with our employees through consultation, surveys, ad-hoc feedback and reviews.

Our executive officers hold all-managers meetings on a quarterly basis to provide business updates and answer questions.

We conduct an annual leadership survey that allows employees to provide feedback on leadership effectiveness, culture and job satisfaction.

We have an open-door policy where employees are encouraged and empowered to bring issues to management’s attention.

Employees have regular performance reviews with immediate supervisors.

Employee sessions are held regularly to share business and market updates and answer employee questions.

Agilent is committed to creating a diverse work environment and is proud to be an equal opportunity employer.

We believe in an inclusive workforce, where employees from a number of cultures and countries are engaged and encouraged to leverage their collective talents.

As of October 31, 2021, approximately 39 percent of our full-time employees were female.

Approximately 42

percent of our board is comprised of directors representing underrepresented groups as of the date of this report.

We also have employee-network groups aimed at promoting engagement of women and Black employees.

To further our commitment to global diversity and inclusion efforts, in 2020 we hired an associate vice president of diversity and inclusion and launched a number of company-wide initiatives.

*Retention*.

Our benefits are offered to eligible employees and comply with local legal requirements.

We have a number of programs and policies designed to help employees in our diverse workforce manage their work and personal lives while meeting company objectives for business success, including flexible work arrangements, health and welfare benefits, employee and family assistance plans and parental leave.

*Development*.

Training at Agilent takes several forms: face-to-face classroom experiences, on-the-job learning, virtual classroom events and self-paced e-learning.

We are committed to providing an environment in which employees can expand their knowledge, develop new skills, and contribute their best work.

Our culture of continuous development instills in our employees the behaviors that bring our values to life every day.

We encourage our people to stay up-to-date on current research and technology while enhancing their current skills and growing new skills to meet future needs; we also put special emphasis on training managers at all levels to effectively communicate, role model and reinforce our values and culture.

*Health and Safety.* The health and safety of our employees is a top priority for us.

Our environmental, health and safety management system provides a framework for assessing and managing risks relating to health and safety.

We regularly evaluate and review with senior management the performance of our programs and processes.

In response to the COVID-19 pandemic, we took proactive actions to protect the health and safety of our employees, customers, partners and suppliers.

In the U.S., we enacted safety measures, including social distancing protocols, encouraging employees to work from home when possible, suspending non-essential work travel, implementing various access controls at our facilities, frequently disinfecting our workspaces and providing appropriate personal protective equipment to employees who are physically present at our facilities.

As COVID-19 conditions improved, we began implementing a phased reopening process, required our U.S. employees to be fully vaccinated pursuant to federal, state and local guidelines and continued to prioritize health and safety.

We expect to continue to implement appropriate safety measures until the COVID-19 pandemic is contained, and we may take further actions as government authorities require or recommend or as we determine to be in the best interests of our employees, customers, partners and suppliers.

These drugs have advanced from

We will have until May 2022 to meet the new EU IVDR requirements.

competition.

The EU's General Data Protection Regulation ("GDPR"), which became effective in May 2018, applies to all of our activities related to products and services that we offer to EU customers and workers.

Other governmental authorities around the world have passed or are considering similar types of legislative and regulatory proposals concerning data protection.

As of October 31, 2020, we employed approximately 16,400 persons, of whom approximately 5,600 were employed in the United States and approximately 10,800 were employed outside of the United States.

In addition, we regularly conduct an employee survey to gauge employee engagement and identify areas of focus.

Prior to that, he served as Vice President,

Standards of Business Conduct (including code of ethics provisions that apply to our principal executive officer, principal financial officer, principal accounting officer and senior financial officers) are available on our website at www.investor.agilent.com under “Corporate Governance”.

For the fiscal year ended October 31, [removed: 2020][added: 2021]

The aggregate market value of the registrant's common equity held by non-affiliates as of April 30, [removed: 2020,] [added: 2021,] was approximately [removed: $18.0] [added: $30.9] billion.

As of December [removed: 10, 2020] [added: 8, 2021] there were [removed: 306,849,526] [added: 302,000,797] outstanding shares of common stock, par value $0.01 per share.

| Portions of the Proxy Statement for the Annual Meeting of Stockholders (the "Proxy Statement") to be held on March [removed: 17, 2021,] [added: 16, 2022,] and to be filed pursuant to Regulation 14A within 120 days after registrant's fiscal year ended October 31, [removed: 2020] [added: 2021] are incorporated by reference into Part III of this Report | | | | | | III | | |

| [Forward-Looking [removed: Statements](#i2549ca65064d4ff688a1483b94daa2d7_10)] [added: Statements](#i925e63e440e84882b6df828e47292e86_10)] | | | | | | [removed: [3](#i2549ca65064d4ff688a1483b94daa2d7_10)] [added: [3](#i925e63e440e84882b6df828e47292e86_10)] | | |

| [Item [removed: 1](#i2549ca65064d4ff688a1483b94daa2d7_13)] [added: 1](#i925e63e440e84882b6df828e47292e86_13)] | | | [removed: [Business](#i2549ca65064d4ff688a1483b94daa2d7_16)] [added: [Business](#i925e63e440e84882b6df828e47292e86_16)] | | | [removed: [3](#i2549ca65064d4ff688a1483b94daa2d7_16)] [added: [3](#i925e63e440e84882b6df828e47292e86_16)] | | |

| [Item [removed: 1A](#i2549ca65064d4ff688a1483b94daa2d7_61)] [added: 1A](#i925e63e440e84882b6df828e47292e86_64)] | | | [Risk [removed: Factors](#i2549ca65064d4ff688a1483b94daa2d7_61)] [added: Factors](#i925e63e440e84882b6df828e47292e86_64)] | | | [removed: [16](#i2549ca65064d4ff688a1483b94daa2d7_61)] [added: [17](#i925e63e440e84882b6df828e47292e86_64)] | | |

| [Item [removed: 1B](#i2549ca65064d4ff688a1483b94daa2d7_64)] [added: 1B](#i925e63e440e84882b6df828e47292e86_67)] | | | [Unresolved Staff [removed: Comments](#i2549ca65064d4ff688a1483b94daa2d7_64)] [added: Comments](#i925e63e440e84882b6df828e47292e86_67)] | | | [removed: [26](#i2549ca65064d4ff688a1483b94daa2d7_64)] [added: [28](#i925e63e440e84882b6df828e47292e86_67)] | | |

| [Item [removed: 2](#i2549ca65064d4ff688a1483b94daa2d7_67)] [added: 2](#i925e63e440e84882b6df828e47292e86_70)] | | | [removed: [Properties](#i2549ca65064d4ff688a1483b94daa2d7_67)] [added: [Properties](#i925e63e440e84882b6df828e47292e86_70)] | | | [removed: [27](#i2549ca65064d4ff688a1483b94daa2d7_67)] [added: [28](#i925e63e440e84882b6df828e47292e86_70)] | | |

| [Item [removed: 3](#i2549ca65064d4ff688a1483b94daa2d7_70)] [added: 3](#i925e63e440e84882b6df828e47292e86_73)] | | | [Legal [removed: Proceedings](#i2549ca65064d4ff688a1483b94daa2d7_70)] [added: Proceedings](#i925e63e440e84882b6df828e47292e86_73)] | | | [removed: [27](#i2549ca65064d4ff688a1483b94daa2d7_70)] [added: [28](#i925e63e440e84882b6df828e47292e86_73)] | | |

| [Item [removed: 4](#i2549ca65064d4ff688a1483b94daa2d7_73)] [added: 4](#i925e63e440e84882b6df828e47292e86_76)] | | | [Mine Safety [removed: Disclosures](#i2549ca65064d4ff688a1483b94daa2d7_73)] [added: Disclosures](#i925e63e440e84882b6df828e47292e86_76)] | | | [removed: [27](#i2549ca65064d4ff688a1483b94daa2d7_73)] [added: [28](#i925e63e440e84882b6df828e47292e86_76)] | | |

| [Item [removed: 5](#i2549ca65064d4ff688a1483b94daa2d7_79)] [added: 5](#i925e63e440e84882b6df828e47292e86_82)] | | | [Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#i2549ca65064d4ff688a1483b94daa2d7_79)] [added: Securities](#i925e63e440e84882b6df828e47292e86_82)] | | | [removed: [28](#i2549ca65064d4ff688a1483b94daa2d7_79)] [added: [29](#i925e63e440e84882b6df828e47292e86_82)] | | |

| [Item [removed: 7](#i2549ca65064d4ff688a1483b94daa2d7_91)] [added: 7](#i925e63e440e84882b6df828e47292e86_94)] | | | [Management's Discussion and Analysis of Financial Condition and Results of [removed: Operations](#i2549ca65064d4ff688a1483b94daa2d7_91)] [added: Operations](#i925e63e440e84882b6df828e47292e86_94)] | | | [removed: [31](#i2549ca65064d4ff688a1483b94daa2d7_91)] [added: [31](#i925e63e440e84882b6df828e47292e86_94)] | | |

| [Item [removed: 7A](#i2549ca65064d4ff688a1483b94daa2d7_133)] [added: 7A](#i925e63e440e84882b6df828e47292e86_136)] | | | [Quantitative and Qualitative Disclosures About Market [removed: Risk](#i2549ca65064d4ff688a1483b94daa2d7_133)] [added: Risk](#i925e63e440e84882b6df828e47292e86_136)] | | | [removed: [52](#i2549ca65064d4ff688a1483b94daa2d7_133)] [added: [53](#i925e63e440e84882b6df828e47292e86_136)] | | |

| [Item [removed: 8](#i2549ca65064d4ff688a1483b94daa2d7_136)] [added: 8](#i925e63e440e84882b6df828e47292e86_139)] | | | [Financial Statements and Supplementary [removed: Data](#i2549ca65064d4ff688a1483b94daa2d7_136)] [added: Data](#i925e63e440e84882b6df828e47292e86_139)] | | | [removed: [54](#i2549ca65064d4ff688a1483b94daa2d7_136)] [added: [54](#i925e63e440e84882b6df828e47292e86_139)] | | |

| [Item [removed: 9](#i2549ca65064d4ff688a1483b94daa2d7_271)] [added: 9](#i925e63e440e84882b6df828e47292e86_232)] | | | [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#i2549ca65064d4ff688a1483b94daa2d7_271)] [added: Disclosure](#i925e63e440e84882b6df828e47292e86_232)] | | | [removed: [114](#i2549ca65064d4ff688a1483b94daa2d7_271)] [added: [115](#i925e63e440e84882b6df828e47292e86_232)] | | |

| [Item [removed: 9A](#i2549ca65064d4ff688a1483b94daa2d7_274)] [added: 9A](#i925e63e440e84882b6df828e47292e86_235)] | | | [Controls and [removed: Procedures](#i2549ca65064d4ff688a1483b94daa2d7_274)] [added: Procedures](#i925e63e440e84882b6df828e47292e86_235)] | | | [removed: [114](#i2549ca65064d4ff688a1483b94daa2d7_274)] [added: [115](#i925e63e440e84882b6df828e47292e86_235)] | | |

| [Item [removed: 10](#i2549ca65064d4ff688a1483b94daa2d7_283)] [added: 10](#i925e63e440e84882b6df828e47292e86_244)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#i2549ca65064d4ff688a1483b94daa2d7_283)] [added: Governance](#i925e63e440e84882b6df828e47292e86_244)] | | | [removed: [114](#i2549ca65064d4ff688a1483b94daa2d7_283)] [added: [115](#i925e63e440e84882b6df828e47292e86_244)] | | |

| [Item [removed: 12](#i2549ca65064d4ff688a1483b94daa2d7_289)] [added: 12](#i925e63e440e84882b6df828e47292e86_250)] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#i2549ca65064d4ff688a1483b94daa2d7_289)] [added: Matters](#i925e63e440e84882b6df828e47292e86_250)] | | | [removed: [115](#i2549ca65064d4ff688a1483b94daa2d7_289)] [added: [116](#i925e63e440e84882b6df828e47292e86_250)] | | |

| [Item [removed: 13](#i2549ca65064d4ff688a1483b94daa2d7_292)] [added: 13](#i925e63e440e84882b6df828e47292e86_253)] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#i2549ca65064d4ff688a1483b94daa2d7_292)] [added: Independence](#i925e63e440e84882b6df828e47292e86_253)] | | | [removed: [116](#i2549ca65064d4ff688a1483b94daa2d7_292)] [added: [117](#i925e63e440e84882b6df828e47292e86_253)] | | |

| [Item [removed: 14](#i2549ca65064d4ff688a1483b94daa2d7_295)] [added: 14](#i925e63e440e84882b6df828e47292e86_256)] | | | [Principal Accounting Fees and [removed: Services](#i2549ca65064d4ff688a1483b94daa2d7_295)] [added: Services](#i925e63e440e84882b6df828e47292e86_256)] | | | [removed: [116](#i2549ca65064d4ff688a1483b94daa2d7_295)] [added: [117](#i925e63e440e84882b6df828e47292e86_256)] | | |

| [Item [removed: 15](#i2549ca65064d4ff688a1483b94daa2d7_301)] [added: 15](#i925e63e440e84882b6df828e47292e86_262)] | | | [removed: [Exhibits](#i2549ca65064d4ff688a1483b94daa2d7_301) [and](#i2549ca65064d4ff688a1483b94daa2d7_301) [Financial] [added: [Exhibits and Financial] Statement [removed: Schedules](#i2549ca65064d4ff688a1483b94daa2d7_301)] [added: Schedules](#i925e63e440e84882b6df828e47292e86_262)] | | | [removed: [116](#i2549ca65064d4ff688a1483b94daa2d7_301)] [added: [117](#i925e63e440e84882b6df828e47292e86_262)] | | |

| [PART I](#i925e63e440e84882b6df828e47292e86_13) | | | | | | | | |

| [PART II](#i925e63e440e84882b6df828e47292e86_79) | | | | | | | | |

| [Item 6](#i925e63e440e84882b6df828e47292e86_91) | | | [\[Reserved\]](#i925e63e440e84882b6df828e47292e86_91) | | | [30](#i925e63e440e84882b6df828e47292e86_91) | | |

| [Item 9B](#i925e63e440e84882b6df828e47292e86_238) | | | [Other Information](#i925e63e440e84882b6df828e47292e86_238) | | | [115](#i925e63e440e84882b6df828e47292e86_238) | | |

| [PART III](#i925e63e440e84882b6df828e47292e86_241) | | | | | | | | |

| [Item 11](#i925e63e440e84882b6df828e47292e86_247) | | | [Executive Compensation](#i925e63e440e84882b6df828e47292e86_247) | | | [116](#i925e63e440e84882b6df828e47292e86_247) | | |

| [PART IV](#i925e63e440e84882b6df828e47292e86_259) | | | | | | | | |

| [Item 16](#i925e63e440e84882b6df828e47292e86_2220) | | | [Form 10-K Summary](#i925e63e440e84882b6df828e47292e86_2220) | | | [122](#i925e63e440e84882b6df828e47292e86_2220) | | |

| | | | [Signatures](#i925e63e440e84882b6df828e47292e86_265) | | | [123](#i925e63e440e84882b6df828e47292e86_265) | | |

| [PART I](#i2549ca65064d4ff688a1483b94daa2d7_13) | | | | | | | | |

| [PART II](#i2549ca65064d4ff688a1483b94daa2d7_76) | | | | | | | | |

| [Item 6](#i2549ca65064d4ff688a1483b94daa2d7_88) | | | [Selected Financial Data](#i2549ca65064d4ff688a1483b94daa2d7_88) | | | [29](#i2549ca65064d4ff688a1483b94daa2d7_88) | | |

| [Item 9B](#i2549ca65064d4ff688a1483b94daa2d7_277) | | | [Other Information](#i2549ca65064d4ff688a1483b94daa2d7_277) | | | [114](#i2549ca65064d4ff688a1483b94daa2d7_277) | | |

| [PART III](#i2549ca65064d4ff688a1483b94daa2d7_280) | | | | | | | | |

| [Item 11](#i2549ca65064d4ff688a1483b94daa2d7_286) | | | [Executive Compensation](#i2549ca65064d4ff688a1483b94daa2d7_286) | | | [115](#i2549ca65064d4ff688a1483b94daa2d7_286) | | |

| [PART IV](#i2549ca65064d4ff688a1483b94daa2d7_298) | | | | | | | | |

As of October 31, [removed: 2020,] [added: 2021,] we owned or leased a total of approximately 6.6 million square feet of space worldwide.

As of December 2, [removed: 2020,] [added: 2021,] there were [removed: 20,173] [added: 19,236] common stockholders of record.

The information required by this item with respect to equity compensation plans is included under the caption "*Equity Compensation Plans"* in our Proxy Statement for the Annual Meeting of Stockholders to be held March [removed: 17, 2021,] [added: 16, 2022,] to be filed with the Securities and Exchange Commission pursuant to Regulation 14A, and is incorporated herein by reference.

The graph below shows the cumulative total stockholder return on our common stock with the cumulative total return of the S&P 500 Index and our peer group, consisting of all companies in the Health Care and Materials Indexes of the S&P 500, assuming an initial investment of $100 on October 31, [removed: 2015] [added: 2016] and the reinvestment of all dividends.

[removed: ][added: ]

| Company Name / Index | | | [removed: 10/31/2015 | | |] 10/31/2016 | | | 10/31/2017 | | | 10/31/2018 | | | 10/31/2019 | | | 10/31/2020 | | | [added: 10/31/2021 | | |]

The table below summarizes information about the company’s purchases, based on trade date, of its equity securities registered pursuant to Section 12 of the Exchange Act during the quarterly period ended October 31, [removed: 2020.][added: 2021.]

The total number of shares of common stock purchased by the company during the fiscal year ended October 31, [removed: 2020] [added: 2021] was [removed: 5,227,273] [added: 6,072,532] shares.

(1)On [removed: November 19, 2018] [added: February 16, 2021] we announced that our board of directors had approved a new share repurchase program (the [removed: "2019] [added: "2021] repurchase program") designed, among other things, to reduce or eliminate dilution resulting from issuance of stock under the company's employee equity incentive programs.

The [removed: 2019] [added: 2021] repurchase program authorizes the purchase of up to [removed: $1.75] [added: $2.0] billion of our common stock at the company's discretion and has no fixed termination date.

The [removed: 2019] [added: 2021] repurchase program does not require the company to acquire a specific number of shares and may be suspended, amended or discontinued at any time.

As of October 31, [removed: 2020,] [added: 2021,] all repurchased shares [added: to date] have been retired.

| Agilent Technologies | | | 100 | | | 157.65 | | | 151.50 | | | 178.70 | | | 242.91 | | | 376.87 | | |

| S&P 500 | | | 100 | | | 123.63 | | | 132.71 | | | 151.73 | | | 166.46 | | | 237.90 | | |

| Peer Group | | | 100 | | | 124.70 | | | 135.90 | | | 148.46 | | | 165.19 | | | 222.11 | | |

| August 1, 2021 through August 31, 2021 | | | | | | 282,919 | | | | | | $ | 163.12 | | | | | 282,919 | | | | | | $ | 1,667 | |

| September 1, 2021 through September 30, 2021 | | | | | | 283,569 | | | | | | $ | 172.02 | | | | | 283,569 | | | | | | $ | 1,618 | |

| October 1, 2021 through October 31, 2021 | | | | | | 264,003 | | | | | | $ | 154.47 | | | | | 264,003 | | | | | | $ | 1,577 | |

| Total | | | | | | 830,491 | | | | | | $ | 163.41 | | | | | 830,491 | | | | | | | | |

The 2021 repurchase program which became effective on February 18, 2021, replaced and terminated the 2019 repurchase program on that date.

| Agilent Technologies | | | 100 | | | 116.63 | | | 183.87 | | | 176.70 | | | 208.42 | | | 283.31 | | |

| S&P 500 | | | 100 | | | 104.51 | | | 129.21 | | | 138.70 | | | 158.57 | | | 173.97 | | |

| Peer Group | | | 100 | | | 99.21 | | | 123.71 | | | 134.82 | | | 147.29 | | | 163.88 | | |

| August 1, 2020 through August 31, 2020 | | | | | | 526,247 | | | | | | $ | 98.38 | | | | | 526,247 | | | | | | $ | 756 | |

| September 1, 2020 through September 30, 2020 | | | | | | 1,041,643 | | | | | | $ | 98.98 | | | | | 1,041,643 | | | | | | $ | 653 | |

| October 1, 2020 through October 31, 2020 | | | | | | 908,745 | | | | | | $ | 104.62 | | | | | 908,745 | | | | | | $ | 558 | |

| Total | | | | | | 2,476,635 | | | | | | $ | 100.92 | | | | | 2,476,635 | | | | | | | | |

As of October 31, 2020, we had remaining authorization to repurchase up to $558 million of our common stock under this program.

SELECTED FINANCIAL DATA

(Unaudited)

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | Years Ended October 31, | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | 2020 | | | | | | 2019 | | | | | | 2018 | | | | | | 2017 | | | | | | 2016 | | |

| | | | (in millions, except per share data) | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Consolidated Statement of Operations Data: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Net revenue (1) | | | $ | 5,339 | | | | | $ | 5,163 | | | | | $ | 4,914 | | | | | $ | 4,472 | | | | | $ | 4,202 | |

| Income before taxes | | | $ | 842 | | | | | $ | 919 | | | | | $ | 946 | | | | | $ | 803 | | | | | $ | 544 | |

| Net income (2) | | | $ | 719 | | | | | $ | 1,071 | | | | | $ | 316 | | | | | $ | 684 | | | | | $ | 462 | |

| Net income per share - Basic | | | $ | 2.33 | | | | | $ | 3.41 | | | | | $ | 0.98 | | | | | $ | 2.12 | | | | | $ | 1.42 | |

| Net income per share - Diluted | | | $ | 2.30 | | | | | $ | 3.37 | | | | | $ | 0.97 | | | | | $ | 2.10 | | | | | $ | 1.40 | |

| Weighted average shares used in computing net income per share: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Basic | | | 309 | | | | | | 314 | | | | | | 321 | | | | | | 322 | | | | | | 326 | | |

| Diluted | | | 312 | | | | | | 318 | | | | | | 325 | | | | | | 326 | | | | | | 329 | | |

| Cash dividends declared per common share | | | $ | 0.720 | | | | | $ | 0.656 | | | | | 0.596 | | | | | | $ | 0.528 | | | | | $ | 0.460 | |

(1) In 2019 we adopted ASC Topic 606, *Revenue from Contracts with Customers*, using the modified retrospective approach.

Results for reporting periods for 2019 and after are presented under ASC 606, while prior period amounts were not adjusted and continue to be reported in accordance with ASC Topic 605, *Revenue Recognition*.

(2) Net income for the year ended October 31, 2019 was impacted by a tax benefit of $299 million related to the extension of tax incentives in Singapore.

Net income for the year ended October 31, 2018 was impacted by a tax expense of $552 million related to the enactment of the U.S Tax Cuts and Jobs Act of 2017 (the "Tax Act").

| | | | October 31, | | | | | | | | | | | | | | | | | | | | | | | | | | |

| | | | (in millions) | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Consolidated Balance Sheet Data (1): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Cash and cash equivalents | | | $ | 1,441 | | | | | $ | 1,382 | | | | | $ | 2,247 | | | | | $ | 2,678 | | | | | $ | 2,289 | |

| Working capital | | | $ | 1,948 | | | | | $ | 1,109 | | | | | $ | 2,677 | | | | | $ | 2,906 | | | | | $ | 2,690 | |

| Total assets | | | $ | 9,627 | | | | | $ | 9,452 | | | | | $ | 8,541 | | | | | $ | 8,426 | | | | | $ | 7,794 | |

| Long-term debt | | | $ | 2,284 | | | | | $ | 1,791 | | | | | $ | 1,799 | | | | | $ | 1,801 | | | | | $ | 1,904 | |

| Stockholders' equity | | | $ | 4,873 | | | | | $ | 4,748 | | | | | $ | 4,567 | | | | | $ | 4,831 | | | | | $ | 4,243 | |

(1) In 2020, we adopted ASC Topic 842, *Leases*, using the modified retrospective method.

Results for reporting periods beginning November 1, 2019 are presented under ASC 842, while prior period amounts were not adjusted and are reported under ASC 840.

| [Report of Independent Registered Public Accounting [removed: Firm](#i2549ca65064d4ff688a1483b94daa2d7_139)] [added: Firm](#i925e63e440e84882b6df828e47292e86_142)] | | | | | | [removed: [55](#i2549ca65064d4ff688a1483b94daa2d7_139)] [added: [55](#i925e63e440e84882b6df828e47292e86_142)] | | |

| [Consolidated Statement of Operations for each of the three years in the period ended October 31, [removed: 20](#i2549ca65064d4ff688a1483b94daa2d7_145)[20](#i2549ca65064d4ff688a1483b94daa2d7_145)] [added: 202](#i925e63e440e84882b6df828e47292e86_148)[1](#i925e63e440e84882b6df828e47292e86_148)] | | | | | | [removed: [57](#i2549ca65064d4ff688a1483b94daa2d7_145)] [added: [58](#i925e63e440e84882b6df828e47292e86_148)] | | |

| [Consolidated Statement of Comprehensive Income for each of the three years in the period ended October 31, [removed: 20](#i2549ca65064d4ff688a1483b94daa2d7_148)[20](#i2549ca65064d4ff688a1483b94daa2d7_148)] [added: 202](#i925e63e440e84882b6df828e47292e86_151)[1](#i925e63e440e84882b6df828e47292e86_151)] | | | | | | [removed: [58](#i2549ca65064d4ff688a1483b94daa2d7_148)] [added: [59](#i925e63e440e84882b6df828e47292e86_151)] | | |

| [Consolidated Balance Sheet at October 31, [removed: 20](#i2549ca65064d4ff688a1483b94daa2d7_154)[20](#i2549ca65064d4ff688a1483b94daa2d7_154)] [added: 202](#i925e63e440e84882b6df828e47292e86_154)[1](#i925e63e440e84882b6df828e47292e86_154)] [and [removed: 20](#i2549ca65064d4ff688a1483b94daa2d7_154)[19](#i2549ca65064d4ff688a1483b94daa2d7_154)] [added: 20](#i925e63e440e84882b6df828e47292e86_154)[20](#i925e63e440e84882b6df828e47292e86_154)] | | | | | | [removed: [59](#i2549ca65064d4ff688a1483b94daa2d7_154)] [added: [60](#i925e63e440e84882b6df828e47292e86_154)] | | |

| [Consolidated Statement of Cash Flows for each of the three years in the period ended October 31, [removed: 20](#i2549ca65064d4ff688a1483b94daa2d7_160)[20](#i2549ca65064d4ff688a1483b94daa2d7_160)] [added: 202](#i925e63e440e84882b6df828e47292e86_157)[1](#i925e63e440e84882b6df828e47292e86_157)] | | | | | | [removed: [60](#i2549ca65064d4ff688a1483b94daa2d7_160)] [added: [61](#i925e63e440e84882b6df828e47292e86_157)] | | |

| [Consolidated Statement of Equity for each of the three years in the period ended October 31, [removed: 20](#i2549ca65064d4ff688a1483b94daa2d7_163)[20](#i2549ca65064d4ff688a1483b94daa2d7_163)] [added: 202](#i925e63e440e84882b6df828e47292e86_160)[1](#i925e63e440e84882b6df828e47292e86_160)] | | | | | | [removed: [61](#i2549ca65064d4ff688a1483b94daa2d7_163)] [added: [62](#i925e63e440e84882b6df828e47292e86_160)] | | |

[removed: | [Notes to Consolidated Financial Statements](#i2549ca65064d4ff688a1483b94daa2d7_169) | | | | | | [62](#i2549ca65064d4ff688a1483b94daa2d7_169) | | |][added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)]

We have audited the accompanying consolidated balance sheets of Agilent Technologies, Inc. and its subsidiaries (the “Company”) as of October 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the related consolidated statements of operations, [added: of] comprehensive income, [added: of] equity and [added: of] cash flows for each of the three years in the period ended October 31, [removed: 2020,] [added: 2021,] including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended October 31, [removed: 2020] [added: 2021] appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”).

We also have audited the Company's internal control over financial reporting as of October 31, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of October 31, [removed: 2020] [added: 2021] and [removed: 2019,] [added: 2020,] and the results of its operations and its cash flows for each of the three years in the period ended October 31, [removed: 2020] [added: 2021] in conformity with accounting principles generally accepted in the United States of America.

Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of October 31, [removed: 2020,] [added: 2021,] based on criteria established in *Internal Control - Integrated Framework* (2013) issued by the COSO.

*Change in Accounting [removed: Principle*][added: Principles*]

As discussed in Note [removed: 2] [added: 1] to the consolidated financial statements, the Company changed the manner in which it accounts for leases in 2020 and the manner in which it accounts for revenue from contracts with customers in 2019.

A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit [added: preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.]

As described in Note 6 to the consolidated financial statements, the Company has recorded liabilities for uncertain tax positions of [removed: $240] [added: $159] million as of October 31, [removed: 2020.][added: 2021.]

The principal considerations for our determination that performing procedures relating to uncertain tax positions is a critical audit matter are [removed: there was] [added: the] significant judgment by management when determining uncertain tax positions, including a high degree of estimation uncertainty relative to the numerous and complex tax laws, tax audits, and potential for significant adjustments as a result of such audits.

Also, the evaluation of audit evidence available to support the tax liabilities for uncertain tax positions is complex and required significant auditor judgment as the nature of the evidence is often highly [removed: subjective, and the audit effort involved the use of professionals with specialized skill and knowledge.][added: subjective.]

| | | | [removed: 2020] [added: 2021] | | | | | | [removed: 2019] [added: 2020] | | | | | | [removed: 2018] [added: 2019] | | |

| Products | | | $ | [removed: 3,993] [added: 4,756] | | | | | $ | [removed: 3,877] [added: 3,993] | | | | | $ | [removed: 3,746] [added: 3,877] | |

| Services and other | | | [removed: 1,346] [added: 1,563] | | | | | | [removed: 1,286] [added: 1,346] | | | | | | [removed: 1,168] [added: 1,286] | | |

| Total net revenue | | | [removed: 5,339] [added: 6,319] | | | | | | [removed: 5,163] [added: 5,339] | | | | | | [removed: 4,914] [added: 5,163] | | |

| Cost of products | | | [removed: 1,796] [added: 2,078] | | | | | | [removed: 1,680] [added: 1,796] | | | | | | [removed: 1,595] [added: 1,680] | | |

| Cost of services and other | | | [removed: 706] [added: 834] | | | | | | [removed: 678] [added: 706] | | | | | | [removed: 639] [added: 678] | | |

| Total costs | | | [removed: 2,502] [added: 2,912] | | | | | | [removed: 2,358] [added: 2,502] | | | | | | [removed: 2,234] [added: 2,358] | | |

| Research and development | | | [removed: 495] [added: 441] | | | | | | [removed: 404] [added: 495] | | | | | | [removed: 387] [added: 404] | | |

| Selling, general and administrative | | | [removed: 1,496] [added: 1,619] | | | | | | [removed: 1,460] [added: 1,496] | | | | | | [removed: 1,389] [added: 1,460] | | |

| Total costs and expenses | | | [removed: 4,493] [added: 4,972] | | | | | | [removed: 4,222] [added: 4,493] | | | | | | [removed: 4,010] [added: 4,222] | | |

| Income from operations | | | [removed: 846] [added: 1,347] | | | | | | [removed: 941] [added: 846] | | | | | | [removed: 904] [added: 941] | | |

| Interest income | | | [removed: 8] [added: 2] | | | | | | [removed: 36] [added: 8] | | | | | | [removed: 38] [added: 36] | | |

| Interest expense | | | [removed: (78)] [added: (81)] | | | | | | [removed: (74)] [added: (78)] | | | | | | [removed: (75)] [added: (74)] | | |

| Other income (expense), net | | | [removed: 66] [added: 92] | | | | | | [removed: 16] [added: 66] | | | | | | [removed: 79] [added: 16] | | |

| Income before taxes | | | [removed: 842] [added: 1,360] | | | | | | [removed: 919] [added: 842] | | | | | | [removed: 946] [added: 919] | | |

| Provision (benefit) for income taxes | | | [removed: 123] [added: 150] | | | | | | [removed: (152)] [added: 123] | | | | | | [removed: 630] [added: (152)] | | |

| Net income | | | $ | [removed: 719] [added: 1,210] | | | | | $ | [removed: 1,071] [added: 719] | | | | | $ | [removed: 316] [added: 1,071] | |

| Basic | | | $ | [removed: 2.33] [added: 3.98] | | | | | $ | [removed: 3.41] [added: 2.33] | | | | | $ | [removed: 0.98] [added: 3.41] | |

| Diluted | | | $ | [removed: 2.30] [added: 3.94] | | | | | $ | [removed: 3.37] [added: 2.30] | | | | | $ | [removed: 0.97] [added: 3.37] | |

| Basic | | | [removed: 309] [added: 304] | | | | | | [removed: 314] [added: 309] | | | | | | [removed: 321] [added: 314] | | |

| Diluted | | | [removed: 312] [added: 307] | | | | | | [removed: 318] [added: 312] | | | | | | [removed: 325] [added: 318] | | |

| Gain (loss) on derivative instruments, net of tax expense (benefit) of [removed: $(3), $(2)] [added: $1, $(3)] and [removed: $1] [added: $(2)] | | | [removed: (9)] [added: 1] | | | | | | [removed: (4)] [added: (9)] | | | | | | [removed: 6] [added: (4)] | | |

| Amounts reclassified into earnings related to derivative instruments, net of tax expense (benefit) of [removed: $0, $(2)] [added: $4, $0] and [removed: $1] [added: $(2)] | | | [removed: 2] [added: 13] | | | | | | [removed: (6)] [added: 2] | | | | | | [removed: 3] [added: (6)] | | |

| [Notes to Consolidated Financial Statements](#i925e63e440e84882b6df828e47292e86_163) | | | | | | [63](#i925e63e440e84882b6df828e47292e86_163) | | |

As described in Management’s Report on Internal Control Over Financial Reporting, management has excluded Resolution Bioscience from its assessment of internal control over financial reporting as of October 31, 2021 because it was acquired by the Company in a purchase business combination during 2021.

We have also excluded Resolution Bioscience from our audit of internal control over financial reporting.

Resolution Bioscience is a wholly-owned subsidiary whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting represent less than 1% of the related consolidated financial statement amounts as of and for the year ended October 31, 2021.

| Net income | | | $ | 1,210 | | | | | $ | 719 | | | | | $ | 1,071 | |

| Short-term investments | | | 91 | | | | | | — | | |

| Net income | | | $ | 1,210 | | | | | $ | 719 | | | | | $ | 1,071 | |

| Change in fair value of contingent consideration | | | (21) | | | | | | — | | | | | | — | | |

| Proceeds from the sale of equity securities | | | 12 | | | | | | — | | | | | | — | | |

| Payment to acquire equity securities | | | (22) | | | | | | (20) | | | | | | (23) | | |

| Repayment of senior notes | | | (417) | | | | | | — | | | | | | — | | |

| Repurchase of common stock | | | (6,073) | | | | | | — | | | | | | (81) | | | | | | (707) | | | | | | — | | | | | | (788) | | | | | | — | | | | | | (788) | | |

| Balance as of October 31, 2021 | | | 302,208 | | | | | | $ | 3 | | | | | $ | 5,320 | | | | | $ | 348 | | | | | $ | (282) | | | | | $ | 5,389 | | | | | $ | — | | | | | $ | 5,389 | |

The current supply chain disruptions being experienced globally have made it more challenging for companies to manage operations.

We cannot provide any assurances that any prolonged material disruptions in the supply chain will not have a material impact on our consolidated financial statements.

As of October 31, 2021, our consolidated financial statements have not been materially impacted.

Therefore, results for reporting periods beginning in fiscal year 2019 are presented under ASC 606.

We classify equity investments as short-term investments based on their nature and our intent and ability to exit within a year or less.

As of October 31, 2021, we had short-term investments of $91 million.

*Goodwill and Purchased Intangible Assets.* We assess our goodwill and purchased intangible assets for impairment annually or whenever events or changes in circumstances indicate that the carrying value may not be recoverable.

A goodwill impairment loss, if any, is measured as the amount by which a reporting unit's carrying value, including goodwill, exceeds its fair value, not to exceed the carrying amount of goodwill.

During the year ended October 31, 2021 we recorded an impairment charge of long-lived assets of $2 million.

Equity investments with readily determinable fair value consist of marketable equity securities which were reclassified from non-marketable equity securities following the commencement of public market trading of the issuers and are reported at fair value, with gains or losses resulting from changes in fair value included in net income.

As of October 31, 2021, the fair value of our senior notes was $2,806 million with a carrying value of $2,729 million.

This compares to a fair value of $2,446 million with a carrying value of $2,284 million as of October 31, 2020.

rates which approximate to average exchange rates in effect during each period.

On November 1, 2020, we adopted this guidance which did not have a material impact on our consolidated financial statements.

In January 2017, the FASB issued new guidance that simplifies the measurement of goodwill impairment by eliminating the Step 2 requirement that an entity compute the implied fair value of goodwill based on the fair values of its assets and liabilities to measure impairment.

Instead, goodwill impairment will be measured as the difference between the fair value of the reporting unit and the carrying value of the reporting unit.

The standard also clarifies the treatment of the income tax effect of tax deductible goodwill when measuring goodwill impairment loss.

On November 1, 2020, we adopted this guidance which did not have a material impact on our consolidated financial statements.

On November 1, 2020, we adopted these amendments which did not have a material impact on our consolidated financial statements and disclosures.

See Note 13, "Fair Value Measurements" for additional information on the fair value of financial instruments disclosures.

In

January 2021, the FASB issued an update that provides supplemental guidance and clarification of the reference rate reform.

The update provides additional optional guidance on the transition from LIBOR to include derivative instruments that use an interest rate for margining, discounting or contract price alignment.

The standard will ease, if warranted, the requirements for accounting for the future effects of the rate reform.

An entity may elect to apply the amendments prospectively through December 31, 2022.

Currently, this guidance has not had a material impact on our consolidated financial statements and disclosures and we continue to monitor the impact that the discontinuance of LIBOR or another reference rate will have on our contracts, hedging relationships and other transactions.

In October 2021, the FASB issued an update to improve the accounting for acquired revenue contracts with customers in a business combination.

| --- | --- | --- | --- | --- | --- | --- | --- | --- |

| [Quarterly Summary (unaudited)](#i2549ca65064d4ff688a1483b94daa2d7_268) | | | | | | [113](#i2549ca65064d4ff688a1483b94daa2d7_268) | | |

preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Professionals with specialized skill and knowledge were used to assist in the evaluation of the Company's uncertain tax positions related to the application of relevant tax laws.

| December 17, 2020 | | | | | |

| | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Gain on step acquisition | | | — | | | | | | — | | | | | | (20) | | |

| Changes in assets and liabilities due to Tax Act | | | — | | | | | | — | | | | | | 552 | | |

| Payment to acquire fair value investment | | | (20) | | | | | | (23) | | | | | | (11) | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| Balance as of October 31, 2017 | | | 321,975 | | | | | | $ | 3 | | | | | $ | 5,300 | | | | | $ | (126) | | | | | $ | (346) | | | | | $ | 4,831 | | | | | $ | 4 | | | | | $ | 4,835 | |

| Repurchase of common stock | | | (6,436) | | | | | | — | | | | | | (87) | | | | | | (335) | | | | | | | | | | | | (422) | | | | | | — | | | | | | (422) | | |

In March 2020, the World Health Organization declared COVID-19 a pandemic and recommended containment and mitigation measures worldwide.

As a result, academic and research laboratories had temporarily closed in our second and third quarters and hospitals and testing laboratories had halted or reduced certain elective medical procedures, which had an adverse effect on our customers' business.

The COVID-19 pandemic has caused significant volatility and uncertainty in U.S. and international markets, which could result in a prolonged economic downturn that could disrupt our business.

We classify investments as short-term investments if their original maturities are greater than three months and their remaining maturities are one year or less.

In the first step, we compare the fair value of each reporting unit to its carrying value.

The second step (if necessary) measures the amount of impairment by applying fair-value-based tests to the individual assets and liabilities within each reporting unit.

During fiscal year 2018, we recorded an impairment charge of $21 million related to purchased intangible assets within the diagnostics and genomics segment that were deemed unrecoverable.

During the year ended October 31, 2018, we exercised our option and acquired all of the remaining shares of Lasergen, Inc. ("Lasergen") that we did not already own for an additional cash consideration of approximately $107 million.

The fair value remeasurement of our previous investment immediately before the acquisition resulted in a net gain of $20 million and was recorded in other income.

Lasergen was previously considered a VIE.

Prior to fiscal year 2019, both equity investments without determinable fair value and with determinable fair value were accounted for using cost method of accounting, measured at historical cost less other-than-temporary investment.

The change in the fair value over carrying value in the year ended October 31, 2020 is primarily due to decreased market interest rates.

observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases (Topic 842), which requires lessees to record most leases on the balance sheet as lease liabilities, initially measured at the present value of future lease payments, with a corresponding right-of-use asset.

The accounting applied by a lessor is largely unchanged from that applied under the prior accounting standard.

On November 1, 2019, we adopted the new accounting guidance using the modified retrospective method, by applying the transition approach, for all lease arrangements at the beginning of the period of adoption.

Results for reporting periods beginning November 1, 2019 are presented under the new accounting standard, while prior period amounts have not been restated.

The standard had a significant impact on the opening consolidated balance sheet as of November 1, 2019, but did not have a significant impact on the consolidated statement of operations or consolidated statement of cash flows for the year ended October 31, 2020 when compared to prior periods.

The most significant impact was the recognition of ROU assets and lease liabilities for operating leases, while the accounting for finance leases remained substantially unchanged.

For leases that commenced before the effective date of the new accounting standard, we elected the permitted practical expedients to not reassess the following: (i) whether any expired or existing contracts contain leases; (ii) the lease classification for any expired or existing leases; and (iii) initial direct costs for any existing leases.

We also elected to exclude leases with a term of 12 months or less in the ROU assets and lease liabilities.

Adoption of the new guidance impacted the consolidated balance sheet as follows:

| | | | October 31, 2019 | | | | | | Impact of Adopting | | | | | | November 1, 2019 | | |

| | | | As Reported | | | | | | Lease Guidance | | | | | | As Adopted | | |

| Other assets | | | $ | 611 | | | | | $ | 192 | | | | | $ | 803 | |

| Other long-term liabilities | | | $ | 473 | | | | | $ | 144 | | | | | $ | 617 | |

Results for reporting periods after November 1, 2018 are presented under ASC 606, while prior period amounts were not adjusted and continue to be reported in accordance with ASC Topic 605, *Revenue Recognition*.

Our management has evaluated, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, the effectiveness of our disclosure controls and procedures as of October 31, [removed: 2020,] [added: 2021,] pursuant to and as required by Rule 13a-15(b) under the Securities Exchange Act of 1934 (“Exchange Act”).

Based on that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of October 31, [removed: 2020,] [added: 2021,] the company's disclosure controls and procedures, as defined by Rule 13a-15(e) under the Exchange Act, were effective and designed to ensure that (i) information required to be disclosed in the company's reports filed under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms, and (ii) information is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosures.

As a result of that assessment, management concluded that our internal control over financial reporting was effective as of October 31, [removed: 2020] [added: 2021] based on criteria in *Internal Control - Integrated Framework* (2013) issued by the COSO.

The effectiveness of our internal control over financial reporting as of October 31, [removed: 2020] [added: 2021] has been audited by PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which appears in Item 8 of this Annual Report on Form 10-K.

SEC staff guidance discusses the exclusion of an acquired business’s internal controls from management’s annual assessment of the internal controls over financial reporting when it is not possible to conduct assessments for the acquired business in the period between the acquisition date and the date of management’s assessment.

We completed the acquisition of Resolution Bioscience on April 15, 2021.

Management excluded Resolution Bioscience from its assessment of the effectiveness of our internal control over financial reporting as of October 31, 2021.

Resolution Bioscience constituted less than 1 percent of our total revenue for the period ending October 31, 2021 and less than 1 percent of total assets, excluding acquired goodwill and other intangible assets, as of October 31, 2021.

Information regarding our directors appears under “Proposal No. 1 - Election of Directors” in our Proxy Statement for the Annual Meeting of Stockholders (“Proxy Statement”), to be held March [removed: 17, 2021.][added: 16, 2022.]

Information regarding our executive officers appears in Item 1 of this report under “Executive Officers of the Registrant.” Information regarding our Audit and Finance Committee and our Audit and Finance [removed: Committee's financial expert appears under “Audit and Finance Committee Report” and “Corporate Governance” in our Proxy Statement.]

There were no material changes to the procedures by which security holders may recommend nominees to our Board of Directors in fiscal year [removed: 2020.][added: 2021.]

Committee's financial expert appears under “Audit and Finance Committee Report” and “Corporate Governance” in our Proxy Statement.

The following table summarizes information about our equity compensation plans as of October 31, [removed: 2020.][added: 2021.]

| Equity compensation plans approved by security holders (1)(2)(3) | | | [removed: 3,687,752] [added: 3,462,674] | | | | | | $ | [removed: 37] [added: 69] | | | | | [removed: 51,367,003] [added: 48,649,535] | | |

(1)The number of securities remaining available for future issuance in column (c) includes [removed: 25,770,573] [added: 25,365,340] shares of common stock authorized and available for issuance under our current Employee Stock Purchase Plan ("ESPP").

[removed: The 2018 Plan provides for the grant of awards in the form of stock options, stock appreciation rights,] restricted stock, restricted stock units, performance shares and performance units with performance-based conditions to vesting or exercisability, and cash awards.

| Total | | | 3,462,674 | | | | | | $ | 69 | | | | | 48,649,535 | | |

The 2018 Plan provides for the grant of awards in the form of stock options, stock appreciation rights,

| Total | | | 3,687,752 | | | | | | $ | 37 | | | | | 51,367,003 | | |

| Tax valuation allowance | | | | | | $ | [removed: 138] [added: 132] | | | | | $ | [removed: 4] [added: 5] | | | | | $ | [removed: (7)] [added: (17)] | | | | | $ | [removed: 135] [added: 120] | |

| [removed: 4.3] [added: 4.5] | | | | | | | | | [removed: [Sixth Supplemental Indenture,] [added: [Indenture,] dated as of September [removed: 13, 2012,] [added: 16, 2019,] between the Company and U.S. Bank National [removed: Association](http://www.sec.gov/Archives/edgar/data/1090872/000110465912063302/a12-19781_4ex4d01.htm)] [added: Association](http://www.sec.gov/Archives/edgar/data/1090872/000119312519245863/d794895dex41.htm)] | | | | | | 8-K | | | | | | [removed: 9/13/2012] [added: 9/16/2019] | | | | | | [removed: 4.01] [added: 4.1] | | | | | | | | |

| [removed: 4.4] [added: 4.3] | | | | | | | | | [Seventh Supplemental Indenture, dated as of June 21, 2013, between the Company and U.S. Bank National Association and Form of Global Note for the Company’s 3.875% Senior Notes due 2023.](http://www.sec.gov/Archives/edgar/data/1090872/000110465913050790/a13-14981_4ex4d01.htm) | | | | | | 8-K | | | | | | 6/21/2013 | | | | | | 4.01 | | | | | | | | |

| [removed: 4.5] [added: 4.4] | | | | | | | | | [Eighth Supplemental Indenture, dated as of September 22, 2016, between the Company and U.S. Bank National Association and Form of Global Note for the Company’s 3.050% Senior Note due 2026](http://www.sec.gov/Archives/edgar/data/1090872/000110465916146132/a16-18795_1ex4d01.htm) | | | | | | 8-K | | | | | | 9/22/2016 | | | | | | 4.01 | | | | | | | | |

| 4.6 | | | | | | | | | [removed: [Indenture,] [added: [First Supplemental Indenture,] dated as of September 16, 2019, between the Company and U.S. Bank National [removed: Association](http://www.sec.gov/Archives/edgar/data/1090872/000119312519245863/d794895dex41.htm)] [added: Association and Form of 2.750% Senior Note due 2029](http://www.sec.gov/Archives/edgar/data/1090872/000119312519245863/d794895dex42.htm)] | | | | | | 8-K | | | | | | 9/16/2019 | | | | | | [removed: 4.1] [added: 4.2] | | | | | | | | |

| 4.7 | | | | | | | | | [removed: [First] [added: [Second] Supplemental Indenture, dated as of [removed: September 16, 2019,] [added: June 4, 2020,] between the Company and U.S. Bank National Association and Form of [removed: 2.750%] [added: 2.100%] Senior Note due [removed: 2029](http://www.sec.gov/Archives/edgar/data/1090872/000119312519245863/d794895dex42.htm)] [added: 2030](http://www.sec.gov/Archives/edgar/data/1090872/000119312520160693/d926408dex41.htm)] | | | | | | 8-K | | | | | | [removed: 9/16/2019] [added: 6/4/2020] | | | | | | [removed: 4.2] [added: 4.1] | | | | | | | | |

| [removed: 4.9] [added: 4.10] | | | | | | | | | [Description of Securities](http://www.sec.gov/Archives/edgar/data/1090872/000109087219000022/a-10312019xexx48.htm) | | | | | | 10-K | | | | | | 12/19/2019 | | | | | | 4.8 | | | | | | | | |

| 10.4 | | | | | | | | | [Agilent Technologies, [removed: Inc.](http://www.sec.gov/Archives/edgar/data/1090872/000109087220000010/a-04302020xexx101.htm) [2020](http://www.sec.gov/Archives/edgar/data/1090872/000109087220000010/a-04302020xexx101.htm) [Employee] [added: Inc. 2020 Employee] Stock Purchase [removed: Plan](http://www.sec.gov/Archives/edgar/data/1090872/000109087220000010/a-04302020xexx101.htm) [effective](http://www.sec.gov/Archives/edgar/data/1090872/000109087220000010/a-04302020xexx101.htm) [May](http://www.sec.gov/Archives/edgar/data/1090872/000109087220000010/a-04302020xexx101.htm) [1, 20](http://www.sec.gov/Archives/edgar/data/1090872/000109087220000010/a-04302020xexx101.htm)[20](http://www.sec.gov/Archives/edgar/data/1090872/000109087220000010/a-04302020xexx101.htm)[).*](http://www.sec.gov/Archives/edgar/data/1090872/000109087220000010/a-04302020xexx101.htm)] [added: Plan effective May 1, 2020).*](http://www.sec.gov/Archives/edgar/data/1090872/000109087220000010/a-04302020xexx101.htm)] | | | | | | 10-Q | | | | | | 6/1/2020 | | | | | | 10.1 | | | | | | | | |

| 10.27 | | | | | | | | | [Form of Tier II Change of Control Severance Agreement between Agilent Technologies, Inc. and Section 16 Officers (other than the Company’s Chief Executive [removed: Offi](http://www.sec.gov/Archives/edgar/data/1090872/000109087214000045/a-10312014xexx1037.htm)[c](http://www.sec.gov/Archives/edgar/data/1090872/000109087214000045/a-10312014xexx1037.htm)[er)*](http://www.sec.gov/Archives/edgar/data/1090872/000109087214000045/a-10312014xexx1037.htm)] [added: Officer)*](http://www.sec.gov/Archives/edgar/data/1090872/000109087214000045/a-10312014xexx1037.htm)] | | | | | | 10-K | | | | | | 12/22/2014 | | | | | | 10.37 | | | | | | | | |

| [removed: 10.39] [added: 10.40] | | | | | | | | | [Letter of Terms and Conditions International Long Term Assignment, by and among Jacob Thaysen and the Company*](http://www.sec.gov/Archives/edgar/data/1090872/000109087214000045/a-10312014xexx1062.htm) | | | | | | 10-K | | | | | | 12/22/2014 | | | | | | 10.62 | | | | | | | | |

| [removed: 10.40] [added: 10.41] | | | | | | | | | [Letter of Terms and Conditions Localization Program by and among Jacob Thaysen and the Company *](http://www.sec.gov/Archives/edgar/data/1090872/000109087215000051/a-10312015xexx1070.htm) | | | | | | 10-K | | | | | | 12/21/2015 | | | | | | 10.70 | | | | | | | | |

| [removed: 10.41] [added: 10.42] | | | | | | | | | [Letter of Terms and Conditions of U.S. Indefinite Relocation and U.S. Domestic Relocation Agreement, each by and among Michael R. McMullen and the Company*](http://www.sec.gov/Archives/edgar/data/1090872/000109087216000056/a-01312016xex101.htm) | | | | | | 10-Q | | | | | | 3/8/2016 | | | | | | 10.1 | | | | | | | | |

| [removed: 10.42] [added: 10.43] | | | | | | | | | [Letter of Terms and Conditions of U.S. Indefinite Relocation and U.S. Domestic Relocation Agreement, each by and among Robert McMahon and the Company*](http://www.sec.gov/Archives/edgar/data/1090872/000109087218000019/a-10312018xexx1041.htm) | | | | | | 10-K | | | | | | 12/20/2018 | | | | | | 10.41 | | | | | | | | |

| [removed: 10.43] [added: 10.44] | | | | | | | | | [Letter of Terms and Conditions Localization Program by and among Padraig McDonnell and the Company*](http://www.sec.gov/Archives/edgar/data/1090872/000109087220000010/a-04302020xexx102.htm) | | | | | | 10-Q | | | | | | 6/1/2020 | | | | | | 10.2 | | | | | | | | |

| [removed: 10.44] [added: 10.45] | | | | | | | | | [Agilent Technologies, Inc. Excess Benefit Retirement Plan (Amended and Restated Effective May 20, 2014)*](http://www.sec.gov/Archives/edgar/data/1090872/000109087217000018/a-10312017xexx1040.htm) | | | | | | 10-K | | | | | | 12/21/2017 | | | | | | 10.40 | | | | | | | | |

| 21.1 | | | | | | | | | [Significant subsidiaries of Agilent Technologies, Inc. as of October 31, [removed: 20](https://www.sec.gov/Archives/edgar/data/1090872/000109087220000020/a-10312020xexx211.htm)[20](https://www.sec.gov/Archives/edgar/data/1090872/000109087220000020/a-10312020xexx211.htm)[.](https://www.sec.gov/Archives/edgar/data/1090872/000109087220000020/a-10312020xexx211.htm)] [added: 202](https://www.sec.gov/Archives/edgar/data/1090872/000109087221000027/a-10312021xexx211.htm)[1](https://www.sec.gov/Archives/edgar/data/1090872/000109087221000027/a-10312021xexx211.htm)[.](https://www.sec.gov/Archives/edgar/data/1090872/000109087221000027/a-10312021xexx211.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 23.1 | | | | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/1090872/000109087220000020/a-10312020xexx231.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/1090872/000109087221000027/a-10312021xexx231.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 24.1 | | | | | | | | | [Powers of Attorney. Contained in the signature page of this Annual Report on Form [removed: 10-K.](#i2549ca65064d4ff688a1483b94daa2d7_307)] [added: 10-K.](#i925e63e440e84882b6df828e47292e86_268)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 31.1 | | | | | | | | | [Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes‑Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1090872/000109087220000020/a-10312020xexx311.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1090872/000109087221000027/a-10312021xexx311.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 31.2 | | | | | | | | | [Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes‑Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1090872/000109087220000020/a-10312020xexx312.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1090872/000109087221000027/a-10312021xexx312.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 32.1 | | | | | | | | | [Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes‑Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1090872/000109087220000020/a-10312020xexx321.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1090872/000109087221000027/a-10312021xexx321.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 32.2 | | | | | | | | | [Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes‑Oxley Act of [removed: 2002.](https://www.sec.gov/Archives/edgar/data/1090872/000109087220000020/a-10312020xexx322.htm)] [added: 2002.](https://www.sec.gov/Archives/edgar/data/1090872/000109087221000027/a-10312021xexx322.htm)] | | | | | | | | | | | | | | | | | | | | | | | | X | | |

| 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 4.8 | | | | | | | | | [Indenture dated as of March 12, 2021, between the Company and Citibank, N.A.](http://www.sec.gov/Archives/edgar/data/1090872/000119312521079841/d90192dex41.htm) | | | | | | 8-K | | | | | | 3/12/2021 | | | | | | 4.1 | | | | | | | | |

| 4.9 | | | | | | | | | [First Supplemental Indenture, dated as of March 12, 2021, between the Company and Citibank, N.A. and Form of Global Note for the Company’s 2.300% Senior Notes due 2031.](http://www.sec.gov/Archives/edgar/data/1090872/000119312521079841/d90192dex42.htm) | | | | | | 8-K | | | | | | 3/12/2021 | | | | | | 4.2 | | | | | | | | |

| 10.39 | | | | | | | | | [Incremental Assumption Agreement dated as of April 21, 2021, by and among the Company, the Lenders party thereto and BNP Paribas, as Administrative Agent](http://www.sec.gov/Archives/edgar/data/1090872/000156459021020108/a-ex101_6.htm) | | | | | | 8-K | | | | | | 4/22/2021 | | | | | | 10.1 | | | | | | | | |

| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 2018 | | | | | | | | | | | | | | | | | | | | | | | | | | |

| 4.8 | | | | | | | | | [Second Supplemental Indenture, dated as of June 4, 2020, between the Company and U.S. Bank National Association and Form of 2.100% Senior Note due 2030](http://www.sec.gov/Archives/edgar/data/1090872/000119312520160693/d926408dex41.htm) | | | | | | 8-K | | | | | | 6/4/2020 | | | | | | 4.1 | | | | | | | | |

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | AGILENT TECHNOLOGIES, INC. | | | | | | | | |

| | | | | | | BY | | | | | | /s/ MICHAEL TANG | | |

| | | | | | | | | | | | | Michael Tang | | |

| | | | | | | | | | | | | *Senior Vice President,* | | |

| | | | | | | | | | | | | *General Counsel and Secretary* | | |

Date: December 17, 2020

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Michael Tang and P.

Diana Chiu, or either of them, his or her attorneys-in-fact, for such person in any and all capacities, to sign any amendments to this report and to file the same, with exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that any of said attorneys-in-fact, or substitute or substitutes, may do or cause to be done by virtue hereof.

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.

| Signature | | | | | | Title | | | | | | Date | | |

| /s/ MICHAEL R. MCMULLEN | | | | | | Director, President and Chief Executive Officer | | | | | | December 17, 2020 | | |

| Michael R. McMullen | | | | | | (Principal Executive Officer) | | | | | | | | |

| /s/ ROBERT W. MCMAHON | | | | | | Senior Vice President and Chief Financial Officer | | | | | | December 17, 2020 | | |

| Robert W. McMahon | | | | | | (Principal Financial Officer) | | | | | | | | |

| /s/ RODNEY GONSALVES | | | | | | Vice President, Corporate Controllership | | | | | | December 17, 2020 | | |

| Rodney Gonsalves | | | | | | (Principal Accounting Officer) | | | | | | | | |

| /s/ KOH BOON HWEE | | | | | | Chairman of the Board of Directors | | | | | | December 17, 2020 | | |

| Koh Boon Hwee | | | | | | | | | | | | | | |

| /s/ MALA ANAND | | | | | | Director | | | | | | December 17, 2020 | | |

| Mala Anand | | | | | | | | | | | | | | |

| /s/ HANS E. BISHOP | | | | | | Director | | | | | | December 17, 2020 | | |

| Hans E. Bishop | | | | | | | | | | | | | | |

| /s/ PAUL N. CLARK | | | | | | Director | | | | | | December 17, 2020 | | |

| Paul N. Clark | | | | | | | | | | | | | | |

| /s/ HEIDI KUNZ | | | | | | Director | | | | | | December 17, 2020 | | |

| Heidi Kunz | | | | | | | | | | | | | | |

| /s/ DANIEL K. PODOLSKY, M.D. | | | | | | Director | | | | | | December 17, 2020 | | |

| Daniel K. Podolsky, M.D. | | | | | | | | | | | | | | |

| /s/ SUE H. RATAJ | | | | | | Director | | | | | | December 17, 2020 | | |

| Sue H. Rataj | | | | | | | | | | | | | | |

| /s/ GEORGE A. SCANGOS, Ph.D. | | | | | | Director | | | | | | December 17, 2020 | | |

| George A. Scangos, Ph.D. | | | | | | | | | | | | | | |

| /s/ DOW R. WILSON | | | | | | Director | | | | | | December 17, 2020 | | |

None.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| | | | | | | AGILENT TECHNOLOGIES, INC. | | | | | | | | |

| | | | | | | | | | | | | | | |

| | | | | | | BY | | | | | | /s/ MICHAEL TANG | | |

| | | | | | | | | | | | | Michael Tang | | |

| | | | | | | | | | | | | *Senior Vice President,* | | |

| | | | | | | | | | | | | *General Counsel and Secretary* | | |

Date: December 17, 2021

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Michael Tang and P.

Diana Chiu, or either of them, his or her attorneys-in-fact, for such person in any and all capacities, to sign any amendments to this report and to file the same, with exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that any of said attorneys-in-fact, or substitute or substitutes, may do or cause to be done by virtue hereof.

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.

| | | | | | | | | | | | | | | |

| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |

| Signature | | | | | | Title | | | | | | Date | | |

| | | | | | | | | | | | | | | |

| /s/ MICHAEL R. MCMULLEN | | | | | | Director, President and Chief Executive Officer | | | | | | December 17, 2021 | | |

| Michael R. McMullen | | | | | | (Principal Executive Officer) | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ ROBERT W. MCMAHON | | | | | | Senior Vice President and Chief Financial Officer | | | | | | December 17, 2021 | | |

| Robert W. McMahon | | | | | | (Principal Financial Officer) | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ RODNEY GONSALVES | | | | | | Vice President, Corporate Controllership | | | | | | December 17, 2021 | | |

| Rodney Gonsalves | | | | | | (Principal Accounting Officer) | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ KOH BOON HWEE | | | | | | Chairman of the Board of Directors | | | | | | December 17, 2021 | | |

| Koh Boon Hwee | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ MALA ANAND | | | | | | Director | | | | | | December 17, 2021 | | |

| Mala Anand | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ HANS E. BISHOP | | | | | | Director | | | | | | December 17, 2021 | | |

| Hans E. Bishop | | | | | | | | | | | | | | |

| | | | | | | | | | | | | | | |

| /s/ OTIS W. BRAWLEY, M.D. | | | | | | Director | | | | | | December 17, 2021 | | |

| Otis W. Brawley, M.D. | | | | | | | | | | | | | | |