Apple (AAPL) 10-K risk factor changes: FY2023 vs FY2022
The 2023-09-30 10-K against the 2022-09-24 one, compared heading by heading and sentence by sentence.
Item 1A64 rewritten8 added24 removed253 unchanged
All filing items648 rewritten209 added242 removed1,003 unchanged
Summary
counted, not written
- Item 1A lists 28 risk factor headings: 1 new, 1 reworded and 26 unchanged since FY2022. 2 headings from FY2022 no longer appear.
- Sentence by sentence, 209 added, 242 removed, 648 rewritten and 1,003 unchanged across 21 items that differ.
- New this year: Item 1C. Cybersecurity.
New Item 1A headings (1)
- The Company’s retail stores are subject to numerous risks and uncertainties.
Removed Item 1A headings (2)
- The Company’s business, results of operations, financial condition and stock price have been adversely affected and could in the future be materially adversely affected by the COVID-19 pandemic.
- The Company’s retail stores have required and will continue to require a substantial investment and commitment of resources and are subject to numerous risks and uncertainties.
Reworded Item 1A headings (1)
- Expectations relating to environmental, social and governance considerations [added: and related reporting obligations] expose the Company to potential liabilities, increased costs, reputational harm, and other adverse effects on the Company’s business.
A heading is new when no FY2022 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
24 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2023; struck-through words were in FY2022. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
64 rewritten, 8 added, 24 removed, 253 unchanged
Adverse macroeconomic conditions, including [removed: inflation, slower] [added: slow] growth or recession, [removed: new or increased tariffs and other barriers to trade, changes to fiscal and monetary policy,] [added: high unemployment, inflation,] tighter credit, higher interest rates, [removed: high unemployment] and currency [removed: fluctuations] [added: fluctuations,] can adversely impact consumer confidence and spending and materially adversely affect demand for the Company’s products and services.
In addition, consumer confidence and spending can be materially adversely affected in response to [added: changes in fiscal and monetary policy,] financial market volatility, [removed: negative financial news, conditions in the real estate and mortgage markets,] declines in income or asset values, [removed: energy shortages] and [removed: cost increases, labor and healthcare costs and] other economic factors.
In addition to an adverse impact on demand for the Company’s [removed: products,] [added: products and services,] uncertainty about, or a decline in, global or regional economic conditions can have a significant impact on the Company’s suppliers, contract manufacturers, logistics providers, distributors, cellular network carriers and other channel [removed: partners.][added: partners, and developers.]
Potential [removed: effects] [added: outcomes] include financial instability; inability to obtain credit to finance [removed: operations and purchases of the Company’s products;] [added: business operations;] and insolvency.
[removed: A downturn in the] [added: Adverse] economic [removed: environment] [added: conditions] can also lead to increased credit and collectibility risk on the Company’s trade receivables; the failure of derivative counterparties and other financial institutions; limitations on the Company’s ability to issue new debt; reduced liquidity; and declines in the fair [removed: value] [added: values] of the Company’s financial instruments.
These and other [removed: economic factors] [added: impacts] can materially adversely affect the Company’s business, results of operations, financial condition and stock price.
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 5
Substantially all of the Company’s manufacturing is performed in whole or in part by outsourcing partners located primarily in [removed: Asia, including] China mainland, India, Japan, South Korea, Taiwan and Vietnam.
[removed: Trade policies and disputes and other international conflicts can result in tariffs, sanctions and other measures that restrict international trade, and] [added: The impact] can [removed: materially adversely affect the Company’s business,] [added: be] particularly [added: significant] if these [added: restrictive] measures [removed: occur in] [added: apply to countries and] regions where the Company derives a significant portion of its revenues and/or has significant supply chain operations.
For example, tensions between [added: governments, including] the U.S. and [removed: China] [added: China,] have [added: in the past] led to [removed: a series of] tariffs [added: and other restrictions] being imposed [removed: by the U.S.] on [removed: imports from China mainland, as well as other business restrictions.][added: the Company’s business.]
[removed: Countries may also adopt other measures,] [added: Restrictions on international trade,] such as [added: tariffs and other] controls on imports or exports of goods, technology or data, [removed: that could] [added: can materially] adversely [removed: impact] [added: affect] the Company’s operations and supply chain and limit the Company’s ability to offer [added: and distribute] its products and services [removed: as designed.][added: to customers.]
[removed: These] [added: Restrictive] measures can require the Company to take various actions, including changing suppliers, restructuring business relationships, and ceasing to offer third-party applications on its platforms.
Changing the Company’s operations in accordance with new or changed [removed: trade] restrictions [added: on international trade] can be expensive, time-consuming and disruptive to the Company’s operations.
Global climate change is resulting in certain types of natural [removed: disasters] [added: disasters, such as droughts, floods, hurricanes and wildfires,] occurring more frequently or with more intense effects.
Such events can make it difficult or impossible for the Company to manufacture and deliver products to its customers, create delays and inefficiencies in the Company’s supply and manufacturing chain, and result in slowdowns and outages to the Company’s service [removed: offerings.][added: offerings, and negatively impact consumer spending and demand in affected areas.]
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 6
Major public health issues, including pandemics such as the COVID-19 pandemic, have adversely affected, and could in the future materially adversely affect, the Company due to their impact on the global economy and demand for consumer products; the imposition of protective public safety measures, such as stringent employee travel restrictions and limitations on freight services and the movement of products between regions; and disruptions in the Company’s [added: operations,] supply chain and sales and distribution channels, resulting in interruptions [removed: of] [added: to] the supply of current products and [added: offering of existing services, and] delays in production ramps of new [removed: products.][added: products and development of new services.]
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 7
The success of new product and service introductions depends on a number of factors, including timely and successful development, market acceptance, the Company’s ability to manage the risks associated with [added: new technologies and] production ramp-up issues, the availability of application software for the Company’s products, the effective management of purchase commitments and inventory levels in line with anticipated product demand, the availability of products in appropriate quantities and at expected costs to meet anticipated demand, and the risk that new products and services may have quality or other defects or deficiencies.
Substantially all of the Company’s manufacturing is performed in whole or in part by outsourcing partners located primarily in [removed: Asia, including] China mainland, India, Japan, South Korea, Taiwan and Vietnam, and a significant concentration of this manufacturing is currently performed by a small number of outsourcing partners, often in single locations.
For example, the global semiconductor industry [removed: is experiencing] [added: has in the past experienced] high demand and shortages of supply, which [removed: has] adversely [removed: affected, and could materially adversely affect,] [added: affected] the Company’s ability to obtain sufficient quantities of components and products on commercially reasonable terms or at all.
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 8
Sophisticated operating system software and applications, such as those offered by the Company, often have issues that can unexpectedly interfere with the intended operation of hardware or software [removed: products.][added: products and services.]
As a result, [removed: the Company’s services] from time to time [added: the Company’s services] have not performed as anticipated and may not meet customer expectations.
In addition, the Company can be exposed to product liability claims, recalls, product replacements or modifications, write-offs of inventory, property, plant and [removed: equipment, and/or] [added: equipment or] intangible assets, and significant warranty and other expenses, including litigation costs and regulatory fines.
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 9
The Company’s products and operating systems are subject to rapid technological change, and when third-party developers are unable to or choose not to keep up with this pace of change, their applications can fail to take advantage of these changes to deliver improved customer [removed: experiences and] [added: experiences,] can operate [removed: incorrectly] [added: incorrectly,] and can result in dissatisfied [removed: customers.][added: customers and lower customer demand for the Company’s products.]
The Company [removed: only] retains a commission from sales of applications and sales of digital services or goods [added: initiated] within an application.
From time to time, the Company has made changes to its App Store, including actions taken in response to competition, market [added: conditions] and legal [removed: conditions.][added: and regulatory requirements.]
[removed: These] [added: Future] changes could [removed: include how and to] [added: also affect] what [removed: extent] the Company charges developers for access to its [removed: platforms and] [added: platforms, how it] manages distribution of apps outside of the App [removed: Store.][added: Store, and how and to what extent it allows developers to communicate with consumers inside the App Store regarding alternative purchasing mechanisms.]
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 10
Much of the Company’s future success depends on the talents and efforts of its team [removed: members,] [added: members and] the continued availability and service of key personnel, including its Chief Executive Officer, executive team and other highly skilled employees.
The Company and its global supply chain are [added: dependent on complex information technology systems and are] exposed to information technology system failures or network disruptions caused by natural disasters, accidents, power disruptions, telecommunications failures, acts of terrorism or war, computer viruses, physical or electronic break-ins, ransomware or other cybersecurity incidents, or other events or disruptions.
System [added: upgrades,] redundancy and other continuity measures may be ineffective or inadequate, and the Company’s or its vendors’ business continuity and disaster recovery planning may not be sufficient for all eventualities.
Although the Company takes steps to secure confidential information that is provided to or accessible by third parties working on the Company’s behalf, such measures are not always effective and losses or unauthorized access [removed: to] [added: to,] or releases [removed: of] [added: of,] confidential information occur.
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 11
These attacks seek to compromise the confidentiality, integrity or availability of confidential information or disrupt normal business operations, and [removed: could,] [added: can,] among other things, impair the Company’s ability to attract and retain customers for its products and services, impact the Company’s stock price, materially damage commercial relationships, and expose the Company to litigation or government investigations, which could result in penalties, fines or judgments against the Company.
For example, third parties can fraudulently induce the Company’s or its vendors’ employees or customers into disclosing [removed: user names,] [added: usernames,] passwords or other sensitive information, which can, in turn, be used for unauthorized access to the Company’s or its vendors’ systems and services.
The Company’s retail stores [removed: have required and will continue to require a substantial investment and commitment of resources and] are subject to numerous risks and uncertainties.
The Company’s retail operations are subject to many factors that pose risks and uncertainties and could adversely impact the Company’s business, results of operations and financial condition, including [removed: macro-economic] [added: macroeconomic] factors that could have an adverse effect on general retail activity.
Such disruptions could occur in the future.
The Company expects to make further business changes in the future, including as a result of legislative initiatives impacting the App Store, such as the European Union (“EU”) Digital Markets Act, which the Company is required to comply with by March 2024.
Changes have included how developers communicate with consumers outside the App Store regarding alternative purchasing mechanisms.
From time to time, the Company has made changes to its App Store, including actions taken in response to litigation, competition, market conditions and legal and regulatory requirements.
The Company expects to make further business changes in the future, including as a result of legislative initiatives impacting the App Store, such as the EU Digital Markets Act, which the Company is required to comply with by March 2024, or similar laws in other jurisdictions.
Changes have included how developers communicate with consumers outside the App Store regarding alternative purchasing mechanisms.
Future changes could also affect what the Company charges developers for access to its platforms, how it manages distribution of apps outside of the App Store, and how and to what extent it allows developers to communicate with consumers inside the App Store regarding alternative purchasing mechanisms.
For example, the Organisation for Economic Co-operation and Development continues to advance proposals for modernizing international tax rules, including the introduction of global minimum tax standards.
The Company’s business, results of operations, financial condition and stock price have been adversely affected and could in the future be materially adversely affected by the COVID-19 pandemic.
COVID-19 has had, and continues to have, a significant impact around the world, prompting governments and businesses to take unprecedented measures in response.
Such measures have included restrictions on travel and business operations, temporary closures of businesses, and quarantine and shelter-in-place orders.
The COVID-19 pandemic has at times significantly curtailed global economic activity and caused significant volatility and disruption in global financial markets.
The COVID-19 pandemic and the measures taken by many countries in response have adversely affected and could in the future materially adversely impact the Company’s business, results of operations, financial condition and stock price.
During the course of the pandemic, certain of the Company’s component suppliers and manufacturing and logistical service providers have experienced disruptions, resulting in supply shortages that affected sales worldwide, and similar disruptions could occur in the future.
Public safety measures can also adversely impact consumer demand for the Company’s products and services in affected areas.
The Company continues to monitor the situation and take appropriate actions in accordance with the recommendations and requirements of relevant authorities.
The extent to which the COVID-19 pandemic may impact the Company’s operational and financial performance remains uncertain and will depend on many factors outside the Company’s control, including the timing, extent, trajectory and duration of the pandemic, the emergence of new variants, the development, availability, distribution and effectiveness of vaccines and treatments, the imposition of protective public safety measures, and the impact of the pandemic on the global economy and demand for consumer products and services.
Additional future impacts on the Company may include material adverse effects on demand for the Company’s products and services, the Company’s supply chain and sales and distribution channels, the Company’s ability to execute its strategic plans, and the Company’s profitability and cost structure.
To the extent the COVID-19 pandemic adversely affects the Company’s business, results of operations, financial condition and stock price, it may also have the effect of heightening many of the other risks described in this Part I, Item 1A of this Form 10-K.
Tariffs increase the cost of the Company’s products and the components and raw materials that go into making them.
These increased costs can adversely impact the gross margin that the Company earns on its products.
Tariffs can also make the Company’s products more expensive for customers, which could make the Company’s products less competitive and reduce consumer demand.
The Company may make further business changes in the future.
New legislative initiatives, such as the European Union (“EU”) Digital Markets Act, could require further changes.
The COVID-19 pandemic has also caused additional restrictions on production and increased costs for digital content.
The Company’s retail stores have required substantial investment in equipment and leasehold improvements, information systems, inventory and personnel.
The Company also has entered into substantial lease commitments for retail space.
Certain stores have been designed and built to serve as high-profile venues to promote brand awareness.
Because of their unique design elements, locations and size, these stores require substantially more investment than the Company’s more typical retail stores.
Due to the high cost structure associated with the Company’s retail stores, a decline in sales or the closure or poor performance of an individual store or multiple stores, including as a result of protective public safety measures in response to the COVID-19 pandemic, could result in significant lease termination costs, write-offs of equipment and leasehold improvements and severance costs.
New legislative initiatives, such as the EU Digital Markets Act, or similar laws in other jurisdictions, could require further changes.
Apple Inc. | 2022 Form 10-K | 16
An excerpt. Shown here: 40 of 64 rewritten, all 8 added and all 24 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2023 filing and the FY2022 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
75 rewritten, 33 added, 49 removed, 67 unchanged
This [removed: section of this Form 10-K] [added: Item] generally discusses [removed: 2022] [added: 2023] and [removed: 2021] [added: 2022] items and year-to-year comparisons between [removed: 2022] [added: 2023] and [removed: 2021.][added: 2022.]
Discussions of [removed: 2020] [added: 2021] items and year-to-year comparisons between [removed: 2021] [added: 2022] and [removed: 2020] [added: 2021] are not [removed: included in this Form 10-K,] [added: included,] and can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of the Company’s Annual Report on Form 10-K for the fiscal year ended September [removed: 25, 2021.*][added: 24, 2022.*]
The weakness in foreign currencies relative to the U.S. dollar had [removed: an] [added: a significantly] unfavorable year-over-year impact on [removed: all Products and Services] [added: Rest of Asia Pacific] net [removed: sales during 2022.][added: sales.]
Significant announcements during fiscal [removed: 2022] [added: year 2023] included the following:
First Quarter [removed: 2022:][added: 2023:]
Second Quarter [removed: 2022:][added: 2023:]
Third Quarter [removed: 2022:][added: 2023:]
- iOS [removed: 16,] [added: 17,] macOS [removed: Ventura,] [added: Sonoma,] iPadOS [removed: 16] [added: 17, tvOS 17] and watchOS [removed: 9,] [added: 10,] updates to the Company’s operating [removed: systems; and][added: systems.]
Fourth Quarter [removed: 2022:][added: 2023:]
- iPhone [removed: 14,] [added: 15,] iPhone [removed: 14] [added: 15] Plus, iPhone [removed: 14] [added: 15] Pro and iPhone [removed: 14] [added: 15] Pro Max; [added: and]
- Apple Watch Series [removed: 8, updated Apple Watch SE] [added: 9] and [removed: all-new] Apple Watch [removed: Ultra.][added: Ultra 2.]
In [removed: April 2022,] [added: May 2023,] the Company announced [removed: an increase to its Program authorization from $315 billion] [added: a new share repurchase program of up] to [removed: $405] [added: $90] billion and raised its quarterly dividend from [removed: $0.22 to] $0.23 [added: to $0.24] per share beginning in May [removed: 2022.][added: 2023.]
During [removed: 2022,] [added: 2023,] the Company repurchased [removed: $90.2] [added: $76.6] billion of its common stock and paid dividends and dividend equivalents of [removed: $14.8] [added: $15.0] billion.
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 20
The following table shows net sales by category for [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] (dollars in millions):
| | | | [removed: 2022] [added: 2023] | | | | | | Change | | | | | | [removed: 2021] [added: 2022] | | | | | | Change | | | | | | [removed: 2020] [added: 2021] | | |
| iPhone (1) | | | $ | [removed: 205,489] [added: 200,583] | | | | | [removed: 7] [added: (2)] | | % | | | | $ | [removed: 191,973] [added: 205,489] | | | | | [removed: 39] [added: 7] | | % | | | | $ | [removed: 137,781] [added: 191,973] | |
| Mac (1) | | | [removed: 40,177] [added: 29,357] | | | | | | [removed: 14] [added: (27)] | | % | | | | [removed: 35,190] [added: 40,177] | | | | | | [removed: 23] [added: 14] | | % | | | | [removed: 28,622] [added: 35,190] | | |
| iPad (1) | | | [removed: 29,292] [added: 28,300] | | | | | | [removed: (8)] [added: (3)] | | % | | | | [removed: 31,862] [added: 29,292] | | | | | | [removed: 34] [added: (8)] | | % | | | | [removed: 23,724] [added: 31,862] | | |
| Wearables, Home and Accessories [removed: (1)(2)] [added: (1)] | | | [removed: 41,241] [added: 39,845] | | | | | | [removed: 7] [added: (3)] | | % | | | | [removed: 38,367] [added: 41,241] | | | | | | [removed: 25] [added: 7] | | % | | | | [removed: 30,620] [added: 38,367] | | |
| Services [removed: (3)] [added: (2)] | | | [removed: 78,129] [added: 85,200] | | | | | | [removed: 14] [added: 9] | | % | | | | [removed: 68,425] [added: 78,129] | | | | | | [removed: 27] [added: 14] | | % | | | | [removed: 53,768] [added: 68,425] | | |
| Total net sales | | | $ | [removed: 394,328] [added: 383,285] | | | | | [removed: 8] [added: (3)] | | % | | | | $ | [removed: 365,817] [added: 394,328] | | | | | [removed: 33] [added: 8] | | % | | | | $ | [removed: 274,515] [added: 365,817] | |
[removed: Services] [added: (2)Services] net sales [removed: also] include amortization of the deferred value of services bundled in the sales price of certain products.
Mac net sales [removed: increased] [added: decreased 27% or $10.8 billion] during [removed: 2022] [added: 2023] compared to [removed: 2021] [added: 2022] due primarily to [removed: higher] [added: lower] net sales of laptops.
[removed: iPad] [added: Wearables, Home and Accessories] net sales decreased [added: 3% or $1.4 billion] during [removed: 2022] [added: 2023] compared to [removed: 2021] [added: 2022] due primarily to lower net sales of [removed: iPad Pro.][added: Wearables and Accessories.]
Services [removed: net sales] [added: gross margin] increased during [removed: 2022] [added: 2023] compared to [removed: 2021] [added: 2022] due primarily to higher [added: Services] net [removed: sales from advertising, cloud services and] [added: sales, partially offset by] the [removed: App Store.][added: weakness in foreign currencies relative to the U.S. dollar and higher Services costs.]
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 21
The following table shows net sales by reportable segment for [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] (dollars in millions):
| Americas | | | $ | [removed: 169,658] [added: 162,560] | | | | | [removed: 11] [added: (4)] | | % | | | | $ | [removed: 153,306] [added: 169,658] | | | | | [removed: 23] [added: 11] | | % | | | | $ | [removed: 124,556] [added: 153,306] | |
| Europe | | | [removed: 95,118] [added: 94,294] | | | | | | [removed: 7] [added: (1)] | | % | | | | [removed: 89,307] [added: 95,118] | | | | | | [removed: 30] [added: 7] | | % | | | | [removed: 68,640] [added: 89,307] | | |
| Greater China | | | [removed: 74,200] [added: 72,559] | | | | | | [removed: 9] [added: (2)] | | % | | | | [removed: 68,366] [added: 74,200] | | | | | | [removed: 70] [added: 9] | | % | | | | [removed: 40,308] [added: 68,366] | | |
| Japan | | | [removed: 25,977] [added: 24,257] | | | | | | [removed: (9)] [added: (7)] | | % | | | | [removed: 28,482] [added: 25,977] | | | | | | [removed: 33] [added: (9)] | | % | | | | [removed: 21,418] [added: 28,482] | | |
| Rest of Asia Pacific | | | [removed: 29,375] [added: 29,615] | | | | | | [removed: 11] [added: 1] | | % | | | | [removed: 26,356] [added: 29,375] | | | | | | [removed: 35] [added: 11] | | % | | | | [removed: 19,593] [added: 26,356] | | |
Americas net sales [removed: increased] [added: decreased 4% or $7.1 billion] during [removed: 2022] [added: 2023] compared to [removed: 2021] [added: 2022] due [removed: primarily] to [removed: higher] [added: lower] net sales of [removed: iPhone, Services] [added: iPhone] and [removed: Mac.][added: Mac, partially offset by higher net sales of Services.]
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 22
Products and Services gross margin and gross margin percentage for [removed: 2022, 2021] [added: 2023, 2022] and [removed: 2020] [added: 2021] were as follows (dollars in millions):
| | | | [removed: 2022] [added: 2023] | | | | | | [removed: 2021] [added: 2022] | | | | | | [removed: 2020] [added: 2021] | | |
| Products | | | $ | [removed: 114,728] [added: 108,803] | | | | | $ | [removed: 105,126] [added: 114,728] | | | | | $ | [removed: 69,461] [added: 105,126] | |
| Services | | | [removed: 56,054] [added: 60,345] | | | | | | [removed: 47,710] [added: 56,054] | | | | | | [removed: 35,495] [added: 47,710] | | |
| Total gross margin | | | $ | [removed: 170,782] [added: 169,148] | | | | | $ | [removed: 152,836] [added: 170,782] | | | | | $ | [removed: 104,956] [added: 152,836] | |
Fiscal Period
The Company’s fiscal year is the 52- or 53-week period that ends on the last Saturday of September.
An additional week is included in the first fiscal quarter every five or six years to realign the Company’s fiscal quarters with calendar quarters, which occurred in the first quarter of 2023.
The Company’s fiscal year 2023 spanned 53 weeks, whereas fiscal years 2022 and 2021 spanned 52 weeks each.
The Company’s total net sales were $383.3 billion and net income was $97.0 billion during 2023.
The Company’s total net sales decreased 3% or $11.0 billion during 2023 compared to 2022.
The weakness in foreign currencies relative to the U.S. dollar accounted for more than the entire year-over-year decrease in total net sales, which consisted primarily of lower net sales of Mac and iPhone, partially offset by higher net sales of Services.
- iPad and iPad Pro;
- Next-generation Apple TV 4K; and
- MLS Season Pass, a Major League Soccer subscription streaming service.
- MacBook Pro 14”, MacBook Pro 16” and Mac mini; and
- Second-generation HomePod.
- MacBook Air 15”, Mac Studio and Mac Pro;
- Apple Vision Pro™, the Company’s first spatial computer featuring its new visionOS™, expected to be available in early calendar year 2024; and
*Macroeconomic Conditions*
Macroeconomic conditions, including inflation, changes in interest rates, and currency fluctuations, have directly and indirectly impacted, and could in the future materially impact, the Company’s results of operations and financial condition.
Europe net sales decreased 1% or $824 million during 2023 compared to 2022.
The weakness in foreign currencies relative to the U.S. dollar accounted for more than the entire year-over-year decrease in Europe net sales, which consisted primarily of lower net sales of Mac and Wearables, Home and Accessories, partially offset by higher net sales of iPhone and Services.
Greater China net sales decreased 2% or $1.6 billion during 2023 compared to 2022.
The weakness in the renminbi relative to the U.S. dollar accounted for more than the entire year-over-year decrease in Greater China net sales, which consisted primarily of lower net sales of Mac and iPhone.
Japan net sales decreased 7% or $1.7 billion during 2023 compared to 2022.
The weakness in the yen relative to the U.S. dollar accounted for more than the entire year-over-year decrease in Japan net sales, which consisted primarily of lower net sales of iPhone, Wearables, Home and Accessories and Mac.
Rest of Asia Pacific net sales increased 1% or $240 million during 2023 compared to 2022.
The net sales increase consisted of higher net sales of iPhone and Services, partially offset by lower net sales of Mac and iPad.
| | | | 2023 | | | | | | Change | | | | | | 2022 | | | | | | Change | | | | | | 2021 | | |
| Total net sales | | | $ | 383,285 | | | | | (3) | | % | | | | $ | 394,328 | | | | | 8 | | % | | | | $ | 365,817 | |
iPhone net sales decreased 2% or $4.9 billion during 2023 compared to 2022 due to lower net sales of non-Pro iPhone models, partially offset by higher net sales of Pro iPhone models.
iPad net sales decreased 3% or $1.0 billion during 2023 compared to 2022 due primarily to lower net sales of iPad mini and iPad Air, partially offset by the combined net sales of iPad 9th and 10th generation.
Services net sales increased 9% or $7.1 billion during 2023 compared to 2022 due to higher net sales across all lines of business.
| | | | 2023 | | | | | | Change | | | | | | 2022 | | | | | | Change | | | | | | 2021 | | |
Selling, general and administrative expense was relatively flat in 2023 compared to 2022.
| | | | 2023 | | | | | | 2022 | | | | | | 2021 | | |
*Capital Return Program*
*Fiscal 2022 Highlights*
Total net sales increased 8% or $28.5 billion during 2022 compared to 2021, driven primarily by higher net sales of iPhone, Services and Mac.
- Updated MacBook Pro 14” and MacBook Pro 16”, powered by the Apple M1 Pro or M1 Max chip; and
- Third generation of AirPods.
- Updated iPhone SE with 5G technology;
- All-new Mac Studio, powered by the Apple M1 Max or M1 Ultra chip;
- All-new Studio Display™; and
- Updated iPad Air with 5G technology, powered by the Apple M1 chip.
- Updated MacBook Air and MacBook Pro 13”, both powered by the Apple M2 chip;
- Apple Pay Later, a buy now, pay later service.
- Second generation of AirPods Pro; and
*COVID-19*
The COVID-19 pandemic has had, and continues to have, a significant impact around the world, prompting governments and businesses to take unprecedented measures, such as restrictions on travel and business operations, temporary closures of businesses, and quarantine and shelter-in-place orders.
The COVID-19 pandemic has at times significantly curtailed global economic activity and caused significant volatility and disruption in global financial markets.
The COVID-19 pandemic and the measures taken by many countries in response have affected and could in the future materially impact the Company’s business, results of operations and financial condition.
Certain of the Company’s outsourcing partners, component suppliers and logistical service providers have experienced disruptions during the COVID-19 pandemic, resulting in supply shortages.
Similar disruptions could occur in the future.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
(2)Wearables, Home and Accessories net sales include sales of AirPods, Apple TV, Apple Watch, Beats products, HomePod mini and accessories.
(3)Services net sales include sales from the Company’s advertising, AppleCare, cloud, digital content, payment and other services.
iPhone net sales increased during 2022 compared to 2021 due primarily to higher net sales from the Company’s new iPhone models released since the beginning of the fourth quarter of 2021.
Wearables, Home and Accessories net sales increased during 2022 compared to 2021 due primarily to higher net sales of Apple Watch and AirPods.
The Company manages its business primarily on a geographic basis.
The Company’s reportable segments consist of the Americas, Europe, Greater China, Japan and Rest of Asia Pacific.
Americas includes both North and South America.
Europe includes European countries, as well as India, the Middle East and Africa.
Greater China includes China mainland, Hong Kong and Taiwan.
Rest of Asia Pacific includes Australia and those Asian countries not included in the Company’s other reportable segments.
Although the reportable segments provide similar hardware and software products and similar services, each one is managed separately to better align with the location of the Company’s customers and distribution partners and the unique market dynamics of each geographic region.
Further information regarding the Company’s reportable segments can be found in Part II, Item 8 of this Form 10-K in the Notes to Consolidated Financial Statements in Note 11, “Segment Information and Geographic Data.”
Europe net sales increased during 2022 compared to 2021 due primarily to higher net sales of iPhone and Services.
The weakness in foreign currencies relative to the U.S. dollar had a net unfavorable year-over-year impact on Europe net sales during 2022.
Greater China net sales increased during 2022 compared to 2021 due primarily to higher net sales of iPhone and Services.
The strength of the renminbi relative to the U.S. dollar had a favorable year-over-year impact on Greater China net sales during 2022.
Japan net sales decreased during 2022 compared to 2021 due to the weakness of the yen relative to the U.S. dollar.
Rest of Asia Pacific net sales increased during 2022 compared to 2021 due primarily to higher net sales of iPhone, Mac and Services.
The weakness in foreign currencies relative to the U.S. dollar had an unfavorable year-over-year impact on Rest of Asia Pacific net sales during 2022.
Services gross margin percentage increased during 2022 compared to 2021 due primarily to improved leverage and a different Services mix, partially offset by the weakness in foreign currencies relative to the U.S. dollar.
The year-over-year growth in selling, general and administrative expense in 2022 was driven primarily by increases in headcount-related expenses, advertising and professional services.
An excerpt. Shown here: 40 of 75 rewritten, all 33 added and 40 of 49 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2023 filing and the FY2022 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
8 rewritten, 14 added, 28 removed, 2 unchanged
The [removed: Company’s exposure] [added: Company is primarily exposed] to [removed: changes] [added: fluctuations] in [added: U.S.] interest rates [removed: relates primarily to] [added: and their impact on] the Company’s investment portfolio and [removed: outstanding] [added: term] debt.
Foreign [removed: Currency] [added: Exchange Rate] Risk
[removed: In general,] [added: The Company’s exposure to foreign exchange rate risk relates primarily to] the Company [removed: is] [added: being] a net receiver of currencies other than the U.S. dollar.
[removed: Accordingly, changes] [added: Changes] in exchange rates, and in particular a strengthening of the U.S. dollar, will negatively affect the Company’s net sales and gross margins as expressed in U.S. dollars.
However, the Company may choose [removed: not] to [added: not] hedge certain foreign [removed: exchange] [added: currency] exposures for a variety of reasons, including accounting considerations or [removed: the] prohibitive [removed: economic cost of hedging particular exposures.][added: cost.]
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 26
[removed: To provide an assessment of the foreign currency risk associated with certain of the Company’s foreign currency derivative positions, the] [added: The] Company [removed: performed a sensitivity analysis using] [added: applied] a value-at-risk (“VAR”) model to [added: its foreign currency derivative positions to] assess the potential impact of fluctuations in exchange rates.
Based on the results of the model, the Company [removed: estimates] [added: estimates,] with 95% confidence, a maximum one-day loss in fair value of [added: $669 million and] $1.0 billion as of September [added: 30, 2023 and September] 24, 2022, [removed: compared to a maximum one-day loss in fair value of $550 million as of September 25, 2021.][added: respectively.]
The Company is exposed to economic risk from interest rates and foreign exchange rates.
The Company uses various strategies to manage these risks; however, they may still impact the Company’s consolidated financial statements.
Increases in interest rates will negatively affect the fair value of the Company’s investment portfolio and increase the interest expense on the Company’s term debt.
To protect against interest rate risk, the Company may use derivative instruments, offset interest rate–sensitive assets and liabilities, or control duration of the investment and term debt portfolios.
The following table sets forth potential impacts on the Company’s investment portfolio and term debt, including the effects of any associated derivatives, that would result from a hypothetical increase in relevant interest rates as of September 30, 2023 and September 24, 2022 (dollars in millions):
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Interest Rate Sensitive Instrument | | | | | | Hypothetical Interest Rate Increase | | | | | | Potential Impact | | | | | | 2023 | | | | | | 2022 | | |
| Investment portfolio | | | | | | 100 basis points, all tenors | | | | | | Decline in fair value | | | | | | $ | 3,089 | | | | | $ | 4,022 | |
| Term debt | | | | | | 100 basis points, all tenors | | | | | | Increase in annual interest expense | | | | | | $ | 194 | | | | | $ | 201 | |
Fluctuations in exchange rates may also affect the fair values of certain of the Company’s assets and liabilities.
To protect against foreign exchange rate risk, the Company may use derivative instruments, offset exposures, or adjust local currency pricing of its products and services.
The VAR model used a Monte Carlo simulation.
Changes in the Company’s underlying foreign currency exposures, which were excluded from the assessment, generally offset changes in the fair values of the Company’s foreign currency derivatives.
Interest Rate and Foreign Currency Risk Management
The Company regularly reviews its foreign exchange forward and option positions and interest rate swaps, both on a stand-alone basis and in conjunction with its underlying foreign currency and interest rate exposures.
Given the effective horizons of the Company’s risk management activities and the anticipatory nature of the exposures, there can be no assurance these positions will offset more than a portion of the financial impact resulting from movements in either foreign exchange or interest rates.
Further, the recognition of the gains and losses related to these instruments may not coincide with the timing of gains and losses related to the underlying economic exposures and, therefore, may adversely affect the Company’s financial condition and operating results.
While the Company is exposed to global interest rate fluctuations, it is most affected by fluctuations in U.S. interest rates.
Changes in U.S. interest rates affect the interest earned on the Company’s cash, cash equivalents and marketable securities and the fair value of those securities, as well as costs associated with hedging and interest paid on the Company’s debt.
The Company’s investment policy and strategy are focused on the preservation of capital and supporting the Company’s liquidity requirements.
The Company uses a combination of internal and external management to execute its investment strategy and achieve its investment objectives.
The Company typically invests in highly rated securities, with the primary objective of minimizing the potential risk of principal loss.
The Company’s investment policy generally requires securities to be investment grade and limits the amount of credit exposure to any one issuer.
To provide a meaningful assessment of the interest rate risk associated with the Company’s investment portfolio, the Company performed a sensitivity analysis to determine the impact a change in interest rates would have on the value of the investment portfolio assuming a 100 basis point parallel shift in the yield curve.
Based on investment positions as of September 24, 2022 and September 25, 2021, a hypothetical 100 basis point increase in interest rates across all maturities would result in a $4.0 billion and $4.1 billion incremental decline in the fair market value of the portfolio, respectively.
Such losses would only be realized if the Company sold the investments prior to maturity.
As of September 24, 2022, the Company had outstanding fixed-rate notes and as of September 25, 2021, the Company had outstanding floating- and fixed-rate notes with varying maturities for an aggregate carrying amount of $110.1 billion and $118.7 billion, respectively.
The Company has entered, and in the future may enter, into interest rate swaps to manage interest rate risk on its outstanding term debt.
Interest rate swaps allow the Company to effectively convert fixed-rate payments into floating-rate payments or floating-rate payments into fixed-rate payments.
Gains and losses on term debt are generally offset by the corresponding losses and gains on the related hedging instrument.
A 100 basis point increase in market interest rates would cause interest expense on the Company’s debt as of September 24, 2022 and September 25, 2021 to increase by $201 million and $186 million on an annualized basis, respectively.
There is a risk that the Company will have to adjust local currency pricing due to competitive pressures when there has been significant volatility in foreign currency exchange rates.
The Company may enter into foreign currency forward and option contracts with financial institutions to protect against foreign exchange risks associated with certain existing assets and liabilities, certain firmly committed transactions, forecasted future cash flows and net investments in foreign subsidiaries.
In addition, the Company has entered, and in the future may enter, into foreign currency contracts to partially offset the foreign currency exchange gains and losses on its foreign currency–denominated debt issuances.
The Company generally hedges portions of its forecasted foreign currency exposure associated with revenue and inventory purchases, typically for up to 12 months.
The VAR model consisted of using a Monte Carlo simulation to generate thousands of random market price paths assuming normal market conditions.
The VAR model is not intended to represent actual losses but is used as a risk estimation and management tool.
Forecasted transactions, firm commitments and assets and liabilities denominated in foreign currencies were excluded from the model.
Because the Company uses foreign currency instruments for hedging purposes, the losses in fair value incurred on those instruments are generally offset by increases in the fair value of the underlying exposures.
Actual future gains and losses associated with the Company’s investment portfolio, debt and derivative positions may differ materially from the sensitivity analyses performed as of September 24, 2022 due to the inherent limitations associated with predicting the timing and amount of changes in interest rates, foreign currency exchange rates and the Company’s actual exposures and positions.
Apple Inc. | 2022 Form 10-K | 27
Item 1. Business
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The iPhone line includes iPhone [removed: 14] [added: 15] Pro, iPhone [removed: 14, iPhone 13,] [added: 15,] iPhone [removed: SE®,] [added: 14,] iPhone [removed: 12] [added: 13] and iPhone [removed: 11.][added: SE®.]
The Mac line includes laptops MacBook Air® and MacBook Pro®, as well as desktops iMac®, Mac mini®, Mac [removed: Studio™] [added: Studio®] and Mac Pro®.
[removed: - AirPods®, the] [added: The] Company’s [added: line of] wireless [removed: headphones, including AirPods,] [added: headphones includes AirPods®,] AirPods [removed: Pro® and] [added: Pro®,] AirPods [removed: Max™;][added: Max™ and Beats® products.]
[removed: -] [added: Home includes] Apple TV®, the Company’s media streaming and gaming device based on its tvOS® operating system, [removed: including Apple TV 4K] and [removed: Apple TV HD;][added: HomePod® and HomePod mini®, high-fidelity wireless smart speakers.]
[removed: - Apple Watch®, the] [added: The] Company’s line of [removed: smartwatches] [added: smartwatches,] based on its watchOS® operating system, [removed: including] [added: includes] Apple Watch [removed: Ultra™,] [added: Ultra™ 2,] Apple [removed: Watch] [added: Watch®] Series [removed: 8] [added: 9] and Apple Watch [removed: SE®; and][added: SE®.]
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 1
The Company’s advertising services include [removed: various] third-party licensing arrangements and the Company’s own advertising platforms.
The offerings provide priority access to Apple technical support, access to the global Apple authorized service network for repair and replacement services, and in many cases additional coverage for instances of accidental damage [removed: and/or] [added: or] theft and loss, depending on the country and type of product.
The Company sells its products and resells third-party products in most of its major markets directly to [removed: consumers, small and mid-sized businesses, and education, enterprise and government] customers through its retail and online stores and its direct sales force.
During [removed: 2022,] [added: 2023,] the Company’s net sales through its direct and indirect distribution channels accounted for [removed: 38%] [added: 37%] and [removed: 62%,] [added: 63%,] respectively, of total net sales.
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 2
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 3
As of September [removed: 24, 2022,] [added: 30, 2023,] the Company had approximately [removed: 164,000] [added: 161,000] full-time equivalent employees.
The Company [removed: remains] [added: is] committed to its vision to build and sustain a more inclusive workforce that is representative of the communities it serves.
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 4
Wearables includes smartwatches and wireless headphones.
Accessories includes Apple-branded and third-party accessories.
Segments
The Company manages its business primarily on a geographic basis.
The Company’s reportable segments consist of the Americas, Europe, Greater China, Japan and Rest of Asia Pacific.
Americas includes both North and South America.
Europe includes European countries, as well as India, the Middle East and Africa.
Greater China includes China mainland, Hong Kong and Taiwan.
Rest of Asia Pacific includes Australia and those Asian countries not included in the Company’s other reportable segments.
Although the reportable segments provide similar hardware and software products and similar services, each one is managed separately to better align with the location of the Company’s customers and distribution partners and the unique market dynamics of each geographic region.
Wearables, Home and Accessories includes:
- Beats® products, HomePod mini® and accessories.
Substantially all of the Company’s hardware products are manufactured by outsourcing partners that are located primarily in Asia, with some Mac computers manufactured in the U.S. and Ireland.
The Company has also taken additional health and safety measures during the COVID-19 pandemic.
Item 3. Legal Proceedings
5 rewritten, 11 added, 2 removed, 5 unchanged
Epic Games, Inc. (“Epic”) filed a lawsuit in the U.S. District Court for the Northern District of California (the [removed: “Northern California District] [added: “District] Court”) against the Company alleging violations of federal and state antitrust laws and California’s unfair competition law based upon the Company’s operation of its App Store.
On September 10, 2021, the [removed: Northern California] District Court ruled in favor of the Company with respect to nine out of the ten counts included in Epic’s [removed: claim, and in favor of the Company with respect to the Company’s claims for breach of contract.][added: claim.]
The [removed: Northern California] District Court found that certain provisions of the Company’s App Store Review Guidelines violate California’s unfair competition law and issued an [removed: injunction.][added: injunction enjoining the Company from prohibiting developers from including in their apps external links that direct customers to purchasing mechanisms other than Apple in-app purchasing.]
The Company [removed: filed a cross-appeal] [added: intends to appeal the Order] and [removed: has been granted] [added: seek] a stay pending the appeal.
The Company settled certain matters during the fourth quarter of [removed: 2022] [added: 2023] that did not individually or in the aggregate have a material impact on the Company’s financial condition or operating results.
The injunction applies to apps on the U.S. storefront of the iOS and iPadOS App Store.
On April 24, 2023, the U.S. Court of Appeals for the Ninth Circuit (the “Circuit Court”) affirmed the District Court’s ruling.
On June 7, 2023, the Company and Epic filed petitions with the Circuit Court requesting further review of the decision.
On June 30, 2023, the Circuit Court denied both petitions.
On July 17, 2023, the Circuit Court granted Apple’s motion to stay enforcement of the injunction pending appeal to the U.S. Supreme Court.
If the U.S. Supreme Court denies Apple’s petition, the stay of the injunction will expire.
*Masimo*
Masimo Corporation and Cercacor Laboratories, Inc. (together, “Masimo”) filed a complaint before the U.S. International Trade Commission (the “ITC”) alleging infringement by the Company of five patents relating to the functionality of the blood oxygen feature in Apple Watch Series 6 and 7.
In its complaint, Masimo sought a permanent exclusion order prohibiting importation to the United States of certain Apple Watch models that include blood oxygen sensing functionality.
On October 26, 2023, the ITC entered a limited exclusion order (the “Order”) prohibiting importation and sales in the United States of Apple Watch models with blood oxygen sensing functionality, which includes Apple Watch Series 9 and Ultra 2.
The Order will not go into effect until the end of the administrative review period, which is currently expected to end on December 25, 2023.
The Company filed a counterclaim for breach of contract.
Epic appealed the decision.
Cover and table of contents
31 rewritten, 5 added, 3 removed, 74 unchanged
For the fiscal year ended September [removed: 24, 2022][added: 30, 2023]
[removed: ][added: ]
The aggregate market value of the voting and non-voting stock held by non-affiliates of the Registrant, as of March [removed: 25, 2022,] [added: 31, 2023,] the last business day of the Registrant’s most recently completed second fiscal quarter, was approximately [removed: $2,830,067,000,000.][added: $2,591,165,000,000.]
[removed: 15,908,118,000] [added: 15,552,752,000] shares of common stock were issued and outstanding as of October [removed: 14, 2022.][added: 20, 2023.]
Portions of the Registrant’s definitive proxy statement relating to its [removed: 2023] [added: 2024] annual meeting of shareholders are incorporated by reference into Part III of this Annual Report on Form 10-K where indicated.
For the Fiscal Year Ended September [removed: 24, 2022][added: 30, 2023]
| [Item [removed: 1.](#ief5efb7a728d4285b6b4af1e880101bc_13)] [added: 1.](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_1499)] | | | [removed: [Business](#ief5efb7a728d4285b6b4af1e880101bc_13)] [added: [Business](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_1499)] | | | [removed: [1](#ief5efb7a728d4285b6b4af1e880101bc_13)] [added: [1](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_1499)] | | |
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| [Item [removed: 9A.](#ief5efb7a728d4285b6b4af1e880101bc_142)] [added: 9A.](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_142)] | | | [Controls and [removed: Procedures](#ief5efb7a728d4285b6b4af1e880101bc_142)] [added: Procedures](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_142)] | | | [removed: [53](#ief5efb7a728d4285b6b4af1e880101bc_142)] [added: [52](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_142)] | | |
| [Item [removed: 9B.](#ief5efb7a728d4285b6b4af1e880101bc_145)] [added: 9B.](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_1622)] | | | [Other [removed: Information](#ief5efb7a728d4285b6b4af1e880101bc_145)] [added: Information](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_1622)] | | | [removed: [54](#ief5efb7a728d4285b6b4af1e880101bc_145)] [added: [53](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_1622)] | | |
| [Item [removed: 9C.](#ief5efb7a728d4285b6b4af1e880101bc_148)] [added: 9C.](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_148)] | | | [Disclosure Regarding Foreign Jurisdictions that Prevent [removed: Inspections](#ief5efb7a728d4285b6b4af1e880101bc_148)] [added: Inspections](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_148)] | | | [removed: [54](#ief5efb7a728d4285b6b4af1e880101bc_148)] [added: [53](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_148)] | | |
| [Part [removed: III](#ief5efb7a728d4285b6b4af1e880101bc_151)] [added: III](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_151)] | | | | | | | | |
| [Item [removed: 10.](#ief5efb7a728d4285b6b4af1e880101bc_154)] [added: 10.](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_154)] | | | [Directors, Executive Officers and Corporate [removed: Governance](#ief5efb7a728d4285b6b4af1e880101bc_154)] [added: Governance](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_154)] | | | [removed: [54](#ief5efb7a728d4285b6b4af1e880101bc_154)] [added: [53](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_154)] | | |
| [Item [removed: 11.](#ief5efb7a728d4285b6b4af1e880101bc_157)] [added: 11.](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_157)] | | | [Executive [removed: Compensation](#ief5efb7a728d4285b6b4af1e880101bc_157)] [added: Compensation](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_157)] | | | [removed: [54](#ief5efb7a728d4285b6b4af1e880101bc_157)] [added: [53](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_157)] | | |
| [Item [removed: 12](#ief5efb7a728d4285b6b4af1e880101bc_160).] [added: 12](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_160).] | | | [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder [removed: Matters](#ief5efb7a728d4285b6b4af1e880101bc_160)] [added: Matters](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_160)] | | | [removed: [54](#ief5efb7a728d4285b6b4af1e880101bc_160)] [added: [53](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_160)] | | |
| [Item [removed: 13](#ief5efb7a728d4285b6b4af1e880101bc_163).] [added: 13](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_163).] | | | [Certain Relationships and Related Transactions, and Director [removed: Independence](#ief5efb7a728d4285b6b4af1e880101bc_163)] [added: Independence](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_163)] | | | [removed: [54](#ief5efb7a728d4285b6b4af1e880101bc_163)] [added: [53](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_163)] | | |
| [Item [removed: 14.](#ief5efb7a728d4285b6b4af1e880101bc_166)] [added: 14.](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_166)] | | | [Principal Accountant Fees and [removed: Services](#ief5efb7a728d4285b6b4af1e880101bc_166)] [added: Services](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_166)] | | | [removed: [54](#ief5efb7a728d4285b6b4af1e880101bc_166)] [added: [53](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_166)] | | |
| [Part [removed: IV](#ief5efb7a728d4285b6b4af1e880101bc_169)] [added: IV](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_169)] | | | | | | | | |
| [Item [removed: 15.](#ief5efb7a728d4285b6b4af1e880101bc_172)] [added: 15.](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_172)] | | | [Exhibit and Financial Statement [removed: Schedules](#ief5efb7a728d4285b6b4af1e880101bc_172)] [added: Schedules](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_172)] | | | [removed: [55](#ief5efb7a728d4285b6b4af1e880101bc_172)] [added: [54](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_172)] | | |
| [Item [removed: 16.](#ief5efb7a728d4285b6b4af1e880101bc_175)] [added: 16.](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_175)] | | | [Form 10-K [removed: Summary](#ief5efb7a728d4285b6b4af1e880101bc_175)] [added: Summary](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_175)] | | | [removed: [57](#ief5efb7a728d4285b6b4af1e880101bc_175)] [added: [57](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_175)] | | |
For example, statements in this Form 10-K regarding the potential future impact of [removed: the COVID-19 pandemic] [added: macroeconomic conditions] on the Company’s business and results of operations are forward-looking statements.
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).
| [Part I](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_10) | | | | | | | | |
| [Item 1C.](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_1483) | | | [C](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_1483)[ybersecurity](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_1483) | | | [16](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_1483) | | |
| [Part II](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_31) | | | | | | | | |
| 1.000% Notes due 2022 | | | — | | | The Nasdaq Stock Market LLC | | |
| [Part I](#ief5efb7a728d4285b6b4af1e880101bc_10) | | | | | | | | |
| [Part II](#ief5efb7a728d4285b6b4af1e880101bc_31) | | | | | | | | |
Item 1C. Cybersecurity
0 rewritten, 2 added, 0 removed, 0 unchanged
New section this year
Not applicable.
Apple Inc. | 2023 Form 10-K | 16
Item 2. Properties
2 rewritten, 0 added, 0 removed, 0 unchanged
The Company’s headquarters [removed: are] [added: is] located in Cupertino, California.
As of September [removed: 24, 2022,] [added: 30, 2023,] the Company owned or leased facilities and land for corporate functions, R&D, data centers, retail and other purposes at locations throughout the U.S. and in various places outside the U.S. The Company believes its existing facilities and equipment, which are used by all reportable segments, are in good operating condition and are suitable for the conduct of its business.
Item 4. Mine Safety Disclosures
1 rewritten, 0 added, 0 removed, 2 unchanged
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 17
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
16 rewritten, 9 added, 10 removed, 12 unchanged
As of October [removed: 14, 2022,] [added: 20, 2023,] there were [removed: 23,838] [added: 23,763] shareholders of record.
Share repurchase activity during the three months ended September [removed: 24, 2022] [added: 30, 2023] was as follows (in millions, except number of shares, which are reflected in thousands, and [removed: per share] [added: per-share] amounts):
| Open market and privately negotiated purchases | | | | | | [removed: 41,690] [added: 33,864] | | | | | | $ | [removed: 145.91] [added: 191.62] | | | | | [removed: 41,690] [added: 33,864] | | | | | | | | |
| July [removed: 31, 2022] [added: 2, 2023] to August [removed: 27, 2022:] [added: 5, 2023:] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Open market and privately negotiated purchases | | | | | | [removed: 54,669] [added: 30,299] | | | | | | $ | [removed: 168.29] [added: 178.99] | | | | | [removed: 54,669] [added: 30,299] | | | | | | | | |
| August [removed: 28, 2022] [added: 6, 2023] to September [removed: 24, 2022:] [added: 2, 2023:] | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Open market and privately negotiated purchases | | | | | | [removed: 63,813] [added: 20,347] | | | | | | $ | [removed: 155.59] [added: 176.31] | | | | | [removed: 63,813] [added: 20,347] | | | | | | | | |
(1)As of September [removed: 24, 2022,] [added: 30, 2023,] the Company was authorized by the Board of Directors to purchase up to [removed: $405] [added: $90] billion of the Company’s common stock under a share repurchase program [removed: most recently] announced on [removed: April 28, 2022 (the “Program”),] [added: May 4, 2023,] of which [removed: $344.3] [added: $15.9] billion had been utilized.
The [removed: Program does] [added: programs do] not obligate the Company to acquire a minimum amount of shares.
Under the [removed: Program,] [added: programs,] shares may be repurchased in privately negotiated [removed: and/or] [added: or] open market transactions, including under plans complying with Rule 10b5-1 under the Exchange Act.
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 18
The following graph shows a comparison of [added: five-year] cumulative total shareholder return, calculated on a dividend-reinvested basis, for the Company, the S&P 500 [removed: Index, the S&P Information Technology] Index and the Dow Jones U.S. Technology Supersector [removed: Index for the five years ended September 24, 2022.][added: Index.]
The graph assumes $100 was invested in each of the Company’s common stock, the S&P 500 [removed: Index, the S&P Information Technology] Index and the Dow Jones U.S. Technology Supersector Index as of the market close on September [removed: 29, 2017.][added: 28, 2018.]
[removed: ][added: ]
| | | | | | | September [removed: 2017] [added: 2018] | | | | | | September [removed: 2018] [added: 2019] | | | | | | September [removed: 2019] [added: 2020] | | | | | | September [removed: 2020] [added: 2021] | | | | | | September [removed: 2021] [added: 2022] | | | | | | September [removed: 2022] [added: 2023] | | |
| Dow Jones U.S. Technology Supersector Index | | | | | | $ | 100 | | | | | $ | [removed: 131] [added: 105] | | | | | $ | [removed: 139] [added: 154] | | | | | $ | [removed: 208] [added: 227] | | | | | $ | [removed: 283] [added: 164] | | | | | $ | [removed: 209] [added: 226] | |
| August 2023 ASRs | | | | | | 22,085 | | | (2) | | | (2) | | | | | | 22,085 | | | (2) | | | | | |
| September 3, 2023 to September 30, 2023: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | | | | | 106,595 | | | | | | | | | | | | | | | | | | $ | 74,069 | |
During the fourth quarter of 2023, the Company also utilized the final $4.6 billion under its previous repurchase program, which was most recently authorized in April 2022.
(2)In August 2023, the Company entered into new accelerated share repurchase agreements (“ASRs”).
Under the terms of the ASRs, two financial institutions committed to deliver shares of the Company’s common stock during the purchase periods in exchange for up-front payments totaling $5.0 billion.
The total number of shares ultimately delivered under the ASRs, and therefore the average repurchase price paid per share, is determined based on the volume-weighted average price of the Company’s common stock during the ASRs’ purchase periods, which end in the first quarter of 2024.
| Apple Inc. | | | | | | $ | 100 | | | | | $ | 98 | | | | | $ | 204 | | | | | $ | 269 | | | | | $ | 277 | | | | | $ | 317 | |
| S&P 500 Index | | | | | | $ | 100 | | | | | $ | 104 | | | | | $ | 118 | | | | | $ | 161 | | | | | $ | 136 | | | | | $ | 160 | |
| June 26, 2022 to July 30, 2022: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Total | | | | | | 160,172 | | | | | | | | | | | | | | | | | | $ | 60,665 | |
*$100 invested on September 29, 2017 in stock or index, including reinvestment of dividends.
Data points are the last day of each fiscal year for the Company’s common stock and September 30th for indexes.
Copyright© 2022 Standard & Poor’s, a division of S&P Global.
All rights reserved.
Copyright© 2022 S&P Dow Jones Indices LLC, a division of S&P Global.
| Apple Inc. | | | | | | $ | 100 | | | | | $ | 149 | | | | | $ | 146 | | | | | $ | 303 | | | | | $ | 400 | | | | | $ | 411 | |
| S&P 500 Index | | | | | | $ | 100 | | | | | $ | 118 | | | | | $ | 123 | | | | | $ | 142 | | | | | $ | 184 | | | | | $ | 156 | |
| S&P Information Technology Index | | | | | | $ | 100 | | | | | $ | 131 | | | | | $ | 143 | | | | | $ | 210 | | | | | $ | 271 | | | | | $ | 217 | |
Item 6. [Reserved]
1 rewritten, 0 added, 0 removed, 0 unchanged
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 19
Item 8. Financial Statements and Supplementary Data
386 rewritten, 104 added, 116 removed, 366 unchanged
| [Consolidated Statements of Operations for the years ended September [removed: 24, 2022,] [added: 30, 2023,] September [removed: 25, 2021] [added: 24, 2022] and September [removed: 26, 2020](#ief5efb7a728d4285b6b4af1e880101bc_79)] [added: 25, 2021](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_79)] | | | | | | [removed: [29](#ief5efb7a728d4285b6b4af1e880101bc_79)] [added: [28](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_79)] | | |
| [Consolidated Statements of Comprehensive Income for the years ended September [removed: 24, 2022,] [added: 30, 2023,] September [removed: 25, 2021] [added: 24, 2022] and September [removed: 26, 2020](#ief5efb7a728d4285b6b4af1e880101bc_82)] [added: 25, 2021](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_82)] | | | | | | [removed: [30](#ief5efb7a728d4285b6b4af1e880101bc_82)] [added: [29](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_82)] | | |
| [Consolidated Balance Sheets as of September [removed: 24, 2022] [added: 30, 2023] and September [removed: 25, 2021](#ief5efb7a728d4285b6b4af1e880101bc_85)] [added: 24, 2022](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_85)] | | | | | | [removed: [31](#ief5efb7a728d4285b6b4af1e880101bc_85)] [added: [30](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_85)] | | |
| [Consolidated Statements of Shareholders’ Equity for the years ended September [removed: 24, 2022,] [added: 30, 2023,] September [removed: 25, 2021] [added: 24, 2022] and September [removed: 26, 2020](#ief5efb7a728d4285b6b4af1e880101bc_88)] [added: 25, 2021](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_88)] | | | | | | [removed: [32](#ief5efb7a728d4285b6b4af1e880101bc_88)] [added: [31](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_88)] | | |
| [Consolidated Statements of Cash Flows for the years ended September [removed: 24, 2022,] [added: 30, 2023,] September [removed: 25, 2021] [added: 24, 2022] and September [removed: 26, 2020](#ief5efb7a728d4285b6b4af1e880101bc_91)] [added: 25, 2021](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_91)] | | | | | | [removed: [33](#ief5efb7a728d4285b6b4af1e880101bc_91)] [added: [32](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_91)] | | |
| [Notes to Consolidated Financial [removed: Statements](#ief5efb7a728d4285b6b4af1e880101bc_94)] [added: Statements](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_94)] | | | | | | [removed: [34](#ief5efb7a728d4285b6b4af1e880101bc_94)] [added: [33](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_94)] | | |
| [Reports of Independent Registered Public Accounting [removed: Firm](#ief5efb7a728d4285b6b4af1e880101bc_136)] [added: Firm](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_136)] | | | | | | [removed: [50](#ief5efb7a728d4285b6b4af1e880101bc_136)] [added: [49](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_136)] | | |
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | [removed: 28][added: 27]
(In millions, except number of [removed: shares] [added: shares,] which are reflected in [removed: thousands] [added: thousands,] and [removed: per share] [added: per-share] amounts)
| | | | September [removed: 24, 2022] [added: 30, 2023] | | | | | | September [removed: 25, 2021] [added: 24, 2022] | | | | | | September [removed: 26, 2020] [added: 25, 2021] | | |
| Products | | | $ | [removed: 316,199] [added: 298,085] | | | | | $ | [removed: 297,392] [added: 316,199] | | | | | $ | [removed: 220,747] [added: 297,392] | |
| Services | | | [removed: 78,129] [added: 85,200] | | | | | | [removed: 68,425] [added: 78,129] | | | | | | [removed: 53,768] [added: 68,425] | | |
| Total net sales | | | [removed: 394,328] [added: 383,285] | | | | | | [removed: 365,817] [added: 394,328] | | | | | | [removed: 274,515] [added: 365,817] | | |
| Products | | | [removed: 201,471] [added: 189,282] | | | | | | [removed: 192,266] [added: 201,471] | | | | | | [removed: 151,286] [added: 192,266] | | |
| Services | | | [removed: 22,075] [added: 24,855] | | | | | | [removed: 20,715] [added: 22,075] | | | | | | [removed: 18,273] [added: 20,715] | | |
| Total cost of sales | | | [removed: 223,546] [added: 214,137] | | | | | | [removed: 212,981] [added: 223,546] | | | | | | [removed: 169,559] [added: 212,981] | | |
| Gross margin | | | [removed: 170,782] [added: 169,148] | | | | | | [removed: 152,836] [added: 170,782] | | | | | | [removed: 104,956] [added: 152,836] | | |
| Research and development | | | [removed: 26,251] [added: 29,915] | | | | | | [removed: 21,914] [added: 26,251] | | | | | | [removed: 18,752] [added: 21,914] | | |
| Selling, general and administrative | | | [removed: 25,094] [added: 24,932] | | | | | | [removed: 21,973] [added: 25,094] | | | | | | [removed: 19,916] [added: 21,973] | | |
| Total operating expenses | | | [removed: 51,345] [added: 54,847] | | | | | | [removed: 43,887] [added: 51,345] | | | | | | [removed: 38,668] [added: 43,887] | | |
| Operating income | | | [removed: 119,437] [added: 114,301] | | | | | | [removed: 108,949] [added: 119,437] | | | | | | [removed: 66,288] [added: 108,949] | | |
| Other income/(expense), net | | | [removed: (334)] [added: (565)] | | | | | | [removed: 258] [added: (334)] | | | | | | [removed: 803] [added: 258] | | |
| Income before provision for income taxes | | | [removed: 119,103] [added: 113,736] | | | | | | [removed: 109,207] [added: 119,103] | | | | | | [removed: 67,091] [added: 109,207] | | |
| Provision for income taxes | | | [removed: 19,300] [added: 16,741] | | | | | | [removed: 14,527] [added: 19,300] | | | | | | [removed: 9,680] [added: 14,527] | | |
| Net income | | | $ | [removed: 99,803] [added: 96,995] | | | | | $ | [removed: 94,680] [added: 99,803] | | | | | $ | [removed: 57,411] [added: 94,680] | |
| Basic | | | $ | [removed: 6.15] [added: 6.16] | | | | | $ | [removed: 5.67] [added: 6.15] | | | | | $ | [removed: 3.31] [added: 5.67] | |
| Diluted | | | $ | [removed: 6.11] [added: 6.13] | | | | | $ | [removed: 5.61] [added: 6.11] | | | | | $ | [removed: 3.28] [added: 5.61] | |
| Basic | | | [removed: 16,215,963] [added: 15,744,231] | | | | | | [removed: 16,701,272] [added: 16,215,963] | | | | | | [removed: 17,352,119] [added: 16,701,272] | | |
| Diluted | | | [removed: 16,325,819] [added: 15,812,547] | | | | | | [removed: 16,864,919] [added: 16,325,819] | | | | | | [removed: 17,528,214] [added: 16,864,919] | | |
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | [removed: 29][added: 28]
| Change in foreign currency translation, net of tax | | | [removed: (1,511)] [added: (765)] | | | | | | [removed: 501] [added: (1,511)] | | | | | | [removed: 88] [added: 501] | | |
| Change in fair value of derivative instruments | | | [removed: 3,212] [added: 323] | | | | | | [removed: 32] [added: 3,212] | | | | | | [removed: 79] [added: 32] | | |
| Adjustment for net (gains)/losses realized and included in net income | | | [removed: (1,074)] [added: (1,717)] | | | | | | [removed: 1,003] [added: (1,074)] | | | | | | [removed: (1,264)] [added: 1,003] | | |
| Total change in unrealized gains/losses on derivative instruments | | | [removed: 2,138] [added: (1,394)] | | | | | | [removed: 1,035] [added: 2,138] | | | | | | [removed: (1,185)] [added: 1,035] | | |
| Change in fair value of marketable debt securities | | | [removed: (12,104)] [added: 1,563] | | | | | | [removed: (694)] [added: (12,104)] | | | | | | [removed: 1,202] [added: (694)] | | |
| Adjustment for net (gains)/losses realized and included in net income | | | [removed: 205] [added: 253] | | | | | | [removed: (273)] [added: 205] | | | | | | [removed: (63)] [added: (273)] | | |
| Total change in unrealized gains/losses on marketable debt securities | | | [removed: (11,899)] [added: 1,816] | | | | | | [removed: (967)] [added: (11,899)] | | | | | | [removed: 1,139] [added: (967)] | | |
| Total other comprehensive income/(loss) | | | [removed: (11,272)] [added: (343)] | | | | | | [removed: 569] [added: (11,272)] | | | | | | [removed: 42] [added: 569] | | |
| Total comprehensive income | | | $ | [removed: 88,531] [added: 96,652] | | | | | $ | [removed: 95,249] [added: 88,531] | | | | | $ | [removed: 57,453] [added: 95,249] | |
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | [removed: 30][added: 29]
| | | | September 30, 2023 | | | | | | September 24, 2022 | | |
| | | | September 30, 2023 | | | | | | September 24, 2022 | | | | | | September 25, 2021 | | |
| Net income | | | 96,995 | | | | | | 99,803 | | | | | | 94,680 | | |
| | | | September 30, 2023 | | | | | | September 24, 2022 | | | | | | September 25, 2021 | | |
| Net income | | | 96,995 | | | | | | 99,803 | | | | | | 94,680 | | |
| Other | | | (2,227) | | | | | | 1,006 | | | | | | (4,921) | | |
| Other | | | (1,337) | | | | | | (2,086) | | | | | | (385) | | |
Depreciation on property, plant and equipment is recognized on a straight-line basis.
| Net income | | | $ | 96,995 | | | | | $ | 99,803 | | | | | $ | 94,680 | |
Approximately 24 million restricted stock units (“RSUs”) were excluded from the computation of diluted earnings per share for 2023 because their effect would have been antidilutive.
| Cash | | | $ | 28,359 | | | | | $ | — | | | | | $ | — | | | | | $ | 28,359 | | | | | $ | 28,359 | | | | | $ | — | | | | | $ | — | |
| Mutual funds and equity securities | | | 442 | | | | | | 12 | | | | | | (26) | | | | | | 428 | | | | | | — | | | | | | 428 | | | | | | — | | |
| Subtotal | | | 923 | | | | | | 12 | | | | | | (26) | | | | | | 909 | | | | | | 481 | | | | | | 428 | | | | | | — | | |
| U.S. Treasury securities | | | 19,406 | | | | | | — | | | | | | (1,292) | | | | | | 18,114 | | | | | | 35 | | | | | | 5,468 | | | | | | 12,611 | | |
| U.S. agency securities | | | 5,736 | | | | | | — | | | | | | (600) | | | | | | 5,136 | | | | | | 36 | | | | | | 271 | | | | | | 4,829 | | |
| Non-U.S. government securities | | | 17,533 | | | | | | 6 | | | | | | (1,048) | | | | | | 16,491 | | | | | | — | | | | | | 11,332 | | | | | | 5,159 | | |
| Commercial paper | | | 608 | | | | | | — | | | | | | — | | | | | | 608 | | | | | | — | | | | | | 608 | | | | | | — | | |
| Corporate debt securities | | | 76,840 | | | | | | 6 | | | | | | (5,956) | | | | | | 70,890 | | | | | | 20 | | | | | | 12,627 | | | | | | 58,243 | | |
| Municipal securities | | | 628 | | | | | | — | | | | | | (26) | | | | | | 602 | | | | | | — | | | | | | 192 | | | | | | 410 | | |
| Mortgage- and asset-backed securities | | | 22,365 | | | | | | 6 | | | | | | (2,735) | | | | | | 19,636 | | | | | | — | | | | | | 344 | | | | | | 19,292 | | |
| Subtotal | | | 144,470 | | | | | | 18 | | | | | | (11,657) | | | | | | 132,831 | | | | | | 1,125 | | | | | | 31,162 | | | | | | 100,544 | | |
| Total (2) | | | $ | 173,752 | | | | | $ | 30 | | | | | $ | (11,683) | | | | | $ | 162,099 | | | | | $ | 29,965 | | | | | $ | 31,590 | | | | | $ | 100,544 | |
| Level 1: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Level 2 (1): | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | 2023 | | | | | | 2022 | | |
| | | | 2023 | | | | | | 2022 | | |
The Company does not reflect the sale of these components in products net sales.
Rather, the Company recognizes any gain on these sales as a reduction of products cost of sales when the related final products are sold by the Company.
The following table shows the Company’s gross property, plant and equipment by major asset class and accumulated depreciation as of September 30, 2023 and September 24, 2022 (in millions):
| | | | 2023 | | | | | | 2022 | | |
Other Non-Current Assets
| | | | 2023 | | | | | | 2022 | | |
| Deferred tax assets | | | $ | 17,852 | | | | | $ | 15,375 | |
| Other non-current assets | | | 46,906 | | | | | | 39,053 | | |
| Total other non-current assets | | | $ | 64,758 | | | | | $ | 54,428 | |
Other Current Liabilities
| | | | 2023 | | | | | | 2022 | | |
| Income taxes payable | | | $ | 8,819 | | | | | $ | 6,552 | |
| Other current liabilities | | | 50,010 | | | | | | 54,293 | | |
| Total other current liabilities | | | $ | 58,829 | | | | | $ | 60,845 | |
| Cumulative effect of change in accounting principle | | | — | | | | | | — | | | | | | (136) | | |
| Cumulative effect of change in accounting principle | | | — | | | | | | — | | | | | | 136 | | |
| Deferred income tax expense/(benefit) | | | 895 | | | | | | (4,774) | | | | | | (215) | | |
| Other | | | 111 | | | | | | (147) | | | | | | (97) | | |
| Deferred revenue | | | 478 | | | | | | 1,676 | | | | | | 2,081 | | |
| Payments made in connection with business acquisitions, net | | | (306) | | | | | | (33) | | | | | | (1,524) | | |
| Other | | | (1,780) | | | | | | (352) | | | | | | (909) | | |
Intercompany accounts and transactions have been eliminated.
Actual results could differ materially from those estimates.
Net sales consist of revenue from the sale of iPhone, Mac, iPad, Services and other products.
Cost of sales related to delivered hardware and bundled software, including estimated warranty costs, are recognized at the time of sale.
Costs incurred to provide product-related bundled services and unspecified software upgrade rights are recognized as cost of sales as incurred.
Further information regarding share-based compensation can be found in Note 9, “Benefit Plans.”
The Company applies the treasury stock method to determine the dilutive effect of potentially dilutive securities.
The Company’s investments in marketable equity securities are classified based on the nature of the securities and their availability for use in current operations.
The Company considers marketable securities to be restricted when withdrawal or general use is legally restricted.
The Company reports restricted marketable securities as current or non-current marketable securities in the Consolidated Balance Sheets based on the classification of the underlying securities.
Depreciation on property, plant and equipment is recognized on a straight-line basis over the estimated useful lives of the assets, which for buildings is the shorter of 40 years or the remaining life of the building; between one and five years for machinery and equipment, including manufacturing equipment; and the shorter of the lease term or useful life for leasehold improvements.
Capitalized costs related to internal-use software are amortized on a straight-line basis over the estimated useful lives of the assets, which range from five to seven years.
All derivative instruments are recorded in the Consolidated Balance Sheets at fair value.
The accounting treatment for derivative gains and losses is based on intended use and hedge designation.
Gains and losses arising from amounts that are included in the assessment of cash flow hedge effectiveness are initially deferred in accumulated other comprehensive income/(loss) (“AOCI”) and subsequently reclassified into earnings when the hedged transaction affects earnings, and in the same line item in the Consolidated Statements of Operations.
For options designated as cash flow hedges, the Company excludes time value from the assessment of hedge effectiveness and recognizes it on a straight-line basis over the life of the hedge in the Consolidated Statements of Operations line item to which the hedge relates.
Changes in the fair value of amounts excluded from the assessment of hedge effectiveness are recognized in other comprehensive income/(loss) (“OCI”).
Gains and losses arising from amounts that are included in the assessment of fair value hedge effectiveness are recognized in the Consolidated Statements of Operations line item to which the hedge relates along with offsetting losses and gains related to the change in value of the hedged item.
For foreign exchange forward contracts designated as fair value hedges, the Company excludes the forward carry component from the assessment of hedge effectiveness and recognizes it in other income/(expense), net (“OI&E”) on a straight-line basis over the life of the hedge.
Changes in the fair value of amounts excluded from the assessment of hedge effectiveness are recognized in OCI.
Gains and losses arising from changes in the fair values of derivative instruments that are not designated as accounting hedges are recognized in the Consolidated Statements of Operations line items to which the derivative instruments relate.
Fair Value Measurements
The fair values of the Company’s money market funds and certain marketable equity securities are based on quoted prices in active markets for identical assets.
Segment Reporting
The Company reports segment information based on the “management” approach.
The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of the Company’s reportable segments.
The accounting policies of the various segments are the same as those described elsewhere in this Note 1, “Summary of Significant Accounting Policies.”
Advertising expenses are generally included in the geographic segment in which the expenditures are incurred.
Operating income for each segment excludes other income and expense and certain expenses managed outside the reportable segments.
The Company does not include intercompany transfers between segments for management reporting purposes.
(2)Wearables, Home and Accessories net sales include sales of AirPods, Apple TV, Apple Watch, Beats products, HomePod mini and accessories.
(3)Services net sales include sales from the Company’s advertising, AppleCare, cloud, digital content, payment and other services.
| | | | 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
An excerpt. Shown here: 40 of 386 rewritten, 40 of 104 added and 40 of 116 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2023 filing and the FY2022 filing.
Item 9A. Controls and Procedures
5 rewritten, 0 added, 0 removed, 16 unchanged
Based on an evaluation under the supervision and with the participation of the Company’s management, the Company’s principal executive officer and principal financial officer have concluded that the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act were effective as of September [removed: 24, 2022] [added: 30, 2023] to provide reasonable assurance that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and (ii) accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
The Company’s internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with [removed: U.S. generally accepted accounting principles (“GAAP”).][added: GAAP.]
Based on the Company’s assessment, management has concluded that its internal control over financial reporting was effective as of September [removed: 24, 2022] [added: 30, 2023] to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements in accordance with GAAP.
There were no changes in the Company’s internal control over financial reporting during the fourth quarter of [removed: 2022,] [added: 2023,] which were identified in connection with management’s evaluation required by paragraph (d) of Rules 13a-15 and 15d-15 under the Exchange Act, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | [removed: 53][added: 52]
Item 9B. Other Information
0 rewritten, 4 added, 5 removed, 0 unchanged
Insider Trading Arrangements
On August 30, 2023, Deirdre O’Brien, the Company’s Senior Vice President, Retail, and Jeff Williams, the Company’s Chief Operating Officer, each entered into a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act.
The plans provide for the sale of all shares vested during the duration of the plans pursuant to certain equity awards granted to Ms. O’Brien and Mr. Williams, respectively, excluding any shares withheld by the Company to satisfy income tax withholding and remittance obligations.
Ms. O’Brien’s plan will expire on October 15, 2024, and Mr. Williams’ plan will expire on December 15, 2024, subject to early termination for certain specified events set forth in the plans.
Rule 10b5-1 Trading Plans
During the three months ended September 24, 2022, Katherine L.
Adams, Timothy D.
Cook, Luca Maestri, Deirdre O’Brien and Jeffrey Williams, each an officer for purposes of Section 16 of the Exchange Act, had equity trading plans in place in accordance with Rule 10b5-1(c)(1) under the Exchange Act.
An equity trading plan is a written document that preestablishes the amounts, prices and dates (or formula for determining the amounts, prices and dates) of future purchases or sales of the Company’s stock, including sales of shares acquired under the Company’s employee and director equity plans.
Item 10. Directors, Executive Officers and Corporate Governance
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item will be included in the Company’s definitive proxy statement to be filed with the SEC within 120 days after September [removed: 24, 2022,] [added: 30, 2023,] in connection with the solicitation of proxies for the Company’s [removed: 2023] [added: 2024] annual meeting of shareholders (the [removed: “2023] [added: “2024] Proxy Statement”), and is incorporated herein by reference.
Item 11. Executive Compensation
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item will be included in the [removed: 2023] [added: 2024] Proxy Statement, and is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item will be included in the [removed: 2023] [added: 2024] Proxy Statement, and is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence
1 rewritten, 0 added, 0 removed, 0 unchanged
The information required by this Item will be included in the [removed: 2023] [added: 2024] Proxy Statement, and is incorporated herein by reference.
Item 14. Principal Accountant Fees and Services
2 rewritten, 0 added, 0 removed, 1 unchanged
The information required by this Item will be included in the [removed: 2023] [added: 2024] Proxy Statement, and is incorporated herein by reference.
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | [removed: 54][added: 53]
Item 15. Exhibit and Financial Statement Schedules
20 rewritten, 8 added, 0 removed, 72 unchanged
| [Consolidated Statements of Operations for the years ended September [removed: 24, 2022,] [added: 30, 2023,] September [removed: 25, 2021] [added: 24, 2022] and September [removed: 26, 2020](#ief5efb7a728d4285b6b4af1e880101bc_79)] [added: 25, 2021](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_79)] | | | | | | [removed: [29](#ief5efb7a728d4285b6b4af1e880101bc_79)] [added: [28](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_79)] | | |
| [Consolidated Statements of Comprehensive Income for the years [removed: ended](#ief5efb7a728d4285b6b4af1e880101bc_82) [September 24, 2022,] [added: ended] September [removed: 25, 2021] [added: 30, 2023, September 24, 2022] and September [removed: 26, 2020](#ief5efb7a728d4285b6b4af1e880101bc_82)] [added: 25, 2021](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_82)] | | | | | | [removed: [30](#ief5efb7a728d4285b6b4af1e880101bc_82)] [added: [29](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_82)] | | |
| [Consolidated Balance Sheets as of September [removed: 24, 2022] [added: 30, 2023] and September [removed: 25, 2021](#ief5efb7a728d4285b6b4af1e880101bc_85)] [added: 24, 2022](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_85)] | | | | | | [removed: [31](#ief5efb7a728d4285b6b4af1e880101bc_85)] [added: [30](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_85)] | | |
| [Consolidated Statements of Shareholders’ Equity for the years ended September [removed: 24, 2022,] [added: 30, 2023,] September [removed: 25, 2021] [added: 24, 2022] and September [removed: 26, 2020](#ief5efb7a728d4285b6b4af1e880101bc_88)] [added: 25, 2021](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_88)] | | | | | | [removed: [32](#ief5efb7a728d4285b6b4af1e880101bc_88)] [added: [31](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_88)] | | |
| [Consolidated Statements of Cash Flows for the years ended September [removed: 24, 2022,] [added: 30, 2023,] September [removed: 25, 2021] [added: 24, 2022] and September [removed: 26, 2020](#ief5efb7a728d4285b6b4af1e880101bc_91)] [added: 25, 2021](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_91)] | | | | | | [removed: [33](#ief5efb7a728d4285b6b4af1e880101bc_91)] [added: [32](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_91)] | | |
| [Notes to Consolidated Financial [removed: Statements](#ief5efb7a728d4285b6b4af1e880101bc_94)] [added: Statements](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_94)] | | | | | | [removed: [34](#ief5efb7a728d4285b6b4af1e880101bc_94)] [added: [33](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_94)] | | |
| [Reports of Independent Registered Public Accounting [removed: Firm*](#ief5efb7a728d4285b6b4af1e880101bc_136)] [added: Firm*](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_136)] | | | | | | [removed: [50](#ief5efb7a728d4285b6b4af1e880101bc_136)] [added: [49](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_136)] | | |
| 4.1 | | | | | | [Description of Securities of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/320193/000032019322000108/a10-kexhibit4109242022.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/320193/000032019323000106/a10-kexhibit4109302023.htm)] | | | | | | | | | | | | | | | | | | | | |
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | [removed: 55][added: 54]
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | [removed: 56][added: 55]
| [removed: 4.29*] [added: 4.30*] | | | | | | [Apple Inc. Deferred Compensation Plan.](http://www.sec.gov/Archives/edgar/data/320193/000119312518256354/d609898dex41.htm) | | | | | | S-8 | | | | | | 4.1 | | | | | | 8/23/18 | | |
| 10.1* | | | | | | [removed: [Employee] [added: [Apple Inc. Employee] Stock Purchase Plan, as amended and restated as of March 10, 2015.](http://www.sec.gov/Archives/edgar/data/320193/000110465915019336/a15-5624_1ex10d1.htm) | | | | | | 8-K | | | | | | 10.1 | | | | | | 3/13/15 | | |
| 10.4* | | | | | | [removed: [2014] [added: [Apple Inc. 2014] Employee Stock Plan, as amended and restated as of October 1, 2017.](http://www.sec.gov/Archives/edgar/data/320193/000032019317000070/a10-kexhibit1082017.htm) | | | | | | 10-K | | | | | | 10.8 | | | | | | 9/30/17 | | |
| 10.15* | | | | | | [removed: [2022] [added: [Apple Inc. 2022] Employee Stock Plan.](http://www.sec.gov/Archives/edgar/data/320193/000119312522066169/d294699dex101.htm) | | | | | | 8-K | | | | | | 10.1 | | | | | | 3/4/22 | | |
| 21.1 | | | | | | [Subsidiaries of the [removed: Registrant.](https://www.sec.gov/Archives/edgar/data/320193/000032019322000108/a10-kexhibit21109242022.htm)] [added: Registrant.](https://www.sec.gov/Archives/edgar/data/320193/000032019323000106/a10-kexhibit21109302023.htm)] | | | | | | | | | | | | | | | | | | | | |
| 23.1 | | | | | | [Consent of Independent Registered Public Accounting [removed: Firm.](https://www.sec.gov/Archives/edgar/data/320193/000032019322000108/a10-kexhibit23109242022.htm)] [added: Firm.](https://www.sec.gov/Archives/edgar/data/320193/000032019323000106/a10-kexhibit23109302023.htm)] | | | | | | | | | | | | | | | | | | | | |
| 24.1 | | | | | | [Power of Attorney (included on the Signatures page of this Annual Report on Form [removed: 10-K).](#ief5efb7a728d4285b6b4af1e880101bc_181)] [added: 10-K).](#i1cb1ba018cb1455aa66bd3f9ab0c5b1a_181)] | | | | | | | | | | | | | | | | | | | | |
| 31.1 | | | | | | [Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive [removed: Officer.](https://www.sec.gov/Archives/edgar/data/320193/000032019322000108/a10-kexhibit31109242022.htm)] [added: Officer.](https://www.sec.gov/Archives/edgar/data/320193/000032019323000106/a10-kexhibit31109302023.htm)] | | | | | | | | | | | | | | | | | | | | |
| 31.2 | | | | | | [Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial [removed: Officer.](https://www.sec.gov/Archives/edgar/data/320193/000032019322000108/a10-kexhibit31209242022.htm)] [added: Officer.](https://www.sec.gov/Archives/edgar/data/320193/000032019323000106/a10-kexhibit31209302023.htm)] | | | | | | | | | | | | | | | | | | | | |
| 32.1* | | | | | | [Section 1350 Certifications of Chief Executive Officer and Chief Financial [removed: Officer.](https://www.sec.gov/Archives/edgar/data/320193/000032019322000108/a10-kexhibit32109242022.htm)] [added: Officer.](https://www.sec.gov/Archives/edgar/data/320193/000032019323000106/a10-kexhibit32109302023.htm)] | | | | | | | | | | | | | | | | | | | | |
| 4.29 | | | | | | [Officer’s Certificate of the Registrant, dated as of May 10, 2023, including forms of global notes representing the 4.421% Notes due 2026, 4.000% Notes due 2028, 4.150% Notes due 2030, 4.300% Notes due 2033 and 4.850% Notes due 2053.](https://www.sec.gov/Archives/edgar/data/320193/000114036123023909/ny20007635x4_ex4-1.htm) | | | | | | 8-K | | | | | | 4.1 | | | | | | 5/10/23 | | |
| 10.19* | | | | | | [Form of CEO Restricted Stock Unit Award Agreement under 2022 Employee Stock Plan effective as of September 25, 2022.](https://www.sec.gov/Archives/edgar/data/320193/000032019323000006/a10-qexhibit10112312022.htm) | | | | | | 10-Q | | | | | | 10.1 | | | | | | 12/31/22 | | |
| 10.20* | | | | | | [Form of CEO Performance Award Agreement under 2022 Employee Stock Plan effective as of September 25, 2022.](https://www.sec.gov/Archives/edgar/data/320193/000032019323000006/a10-qexhibit10212312022.htm) | | | | | | 10-Q | | | | | | 10.2 | | | | | | 12/31/22 | | |
Apple Inc. | 2023 Form 10-K | 56
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | Incorporated by Reference | | | | | | | | | | | | | | |
| Exhibit Number | | | | | | Exhibit Description | | | | | | Form | | | | | | Exhibit | | | | | | Filing Date/ Period End Date | | |
Item 16. Form 10-K Summary
13 rewritten, 1 added, 1 removed, 38 unchanged
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 57
| Date: [removed: October 27, 2022] [added: November 2, 2023] | | | Apple Inc. | | | | | | | | |
| /s/ Timothy D. Cook | | | | | | Chief Executive Officer and Director (Principal Executive Officer) | | | | | | [removed: October 27, 2022] [added: November 2, 2023] | | |
| /s/ Luca Maestri | | | | | | Senior Vice President, Chief Financial Officer (Principal Financial Officer) | | | | | | [removed: October 27, 2022] [added: November 2, 2023] | | |
| /s/ Chris Kondo | | | | | | Senior Director of Corporate Accounting (Principal Accounting Officer) | | | | | | [removed: October 27, 2022] [added: November 2, 2023] | | |
| /s/ James A. Bell | | | | | | Director | | | | | | [removed: October 27, 2022] [added: November 2, 2023] | | |
| /s/ Alex Gorsky | | | | | | Director | | | | | | [removed: October 27, 2022] [added: November 2, 2023] | | |
| /s/ Andrea Jung | | | | | | Director | | | | | | [removed: October 27, 2022] [added: November 2, 2023] | | |
| /s/ Arthur D. Levinson | | | | | | Director and Chair of the Board | | | | | | [removed: October 27, 2022] [added: November 2, 2023] | | |
| /s/ Monica Lozano | | | | | | Director | | | | | | [removed: October 27, 2022] [added: November 2, 2023] | | |
| /s/ Ronald D. Sugar | | | | | | Director | | | | | | [removed: October 27, 2022] [added: November 2, 2023] | | |
| /s/ Susan L. Wagner | | | | | | Director | | | | | | [removed: October 27, 2022] [added: November 2, 2023] | | |
Apple Inc. | [removed: 2022] [added: 2023] Form 10-K | 58
| /s/ Al Gore | | | | | | Director | | | | | | November 2, 2023 | | |
| /s/ Al Gore | | | | | | Director | | | | | | October 27, 2022 | | |