A Dark Vector Cognition product

Item 16. Form 10-K Summary

208K characters. Original on sec.gov · Markdown

Item 16. Form 10-K Summary

None.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and Board of Directors

Applied Materials, Inc.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Applied Materials, Inc. and subsidiaries (the Company) as of October 30, 2022 and October 31, 2021, the related consolidated statements of operations, comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended October 30, 2022, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of October 30, 2022 and October 31, 2021, and the results of its operations and its cash flows for each of the years in the three-year period ended October 30, 2022, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of October 30, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated December 16, 2022 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Evaluation of net realizable value adjustments to inventories for excess or obsolescence

As discussed in notes 1 and 8 to the consolidated financial statements, the Company has inventories with a carrying value of $5,932 million as of October 30, 2022. The Company adjusts inventory carrying value for estimated excess or obsolescence equal to the difference between cost of inventory and the estimated net realizable value based upon assumptions about future demand and market conditions. If actual demand were to be substantially lower than estimated, there could be a significant adverse impact on the carrying value of inventories and results of operations.

We identified the evaluation of net realizable value adjustments to certain inventories for excess or obsolescence as a critical audit matter. Evaluation of the Company’s estimates regarding forecasted sales and inventory consumption involved a high degree of auditor judgment.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s process for determining net realizable value adjustments for inventory excess or obsolescence, including controls related to estimating forecasted sales and inventory consumption. We evaluated certain inventories for excess or obsolescence by comparing the Company’s sales and inventory consumption forecast to historical sales, historical inventory usage, known customer orders, and industry outlook reports. In addition, for certain inventories, we compared the Company’s historical estimates of net realizable value adjustments for excess and obsolescence to the actual physical inventory disposals to evaluate the Company’s ability to accurately estimate the net realizable value adjustments.

/S/ KPMG LLP
KPMG LLP

We have served as the Company’s auditor since 2004.

Santa Clara, California

December 16, 2022

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and Board of Directors

Applied Materials, Inc.:

Opinion on Internal Control Over Financial Reporting

We have audited Applied Materials, Inc. and subsidiaries’ (the Company) internal control over financial reporting as of October 30, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of October 30, 2022, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of October 30, 2022 and October 31, 2021, the related consolidated statements of operations, comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended October 30, 2022, and the related notes (collectively, the consolidated financial statements), and our report dated December 16, 2022 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP
KPMG LLP

Santa Clara, California

December 16, 2022

APPLIED MATERIALS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In millions, except per share amounts)

Fiscal Year202220212020
Net sales$25,785$23,063$17,202
Cost of products sold13,79212,1499,510
Gross profit11,99310,9147,692
Operating expenses:
Research, development and engineering2,7712,4852,234
Marketing and selling703609526
General and administrative735620567
Severance and related charges(4)157—
Deal termination fee—154—
Total operating expenses4,2054,0253,327
Income from operations7,7886,8894,365
Interest expense228236240
Interest and other income, net3911841
Income before income taxes7,5996,7714,166
Provision for income taxes1,074883547
Net income$6,525$5,888$3,619
Earnings per share:
Basic$7.49$6.47$3.95
Diluted$7.44$6.40$3.92
Weighted average number of shares:
Basic871910916
Diluted877919923

See accompanying Notes to Consolidated Financial Statements.

APPLIED MATERIALS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions)

Fiscal Year202220212020
Net income$6,525$5,888$3,619
Other comprehensive income (loss), net of tax:
Change in unrealized gain (loss) on available-for-sale investments(74)(21)9
Change in unrealized net loss on derivative instruments5130(117)
Change in defined and postretirement benefit plans8130(11)
Other comprehensive income (loss), net of tax5839(119)
Comprehensive income$6,583$5,927$3,500

See accompanying Notes to Consolidated Financial Statements.

APPLIED MATERIALS, INC.

CONSOLIDATED BALANCE SHEETS

(In millions, except per share amounts)

October 30, 2022October 31, 2021
ASSETS
Current assets:
Cash and cash equivalents$1,995$4,995
Short-term investments586464
Accounts receivable, net6,0684,953
Inventories5,9324,309
Other current assets1,3441,386
Total current assets15,92516,107
Long-term investments1,9802,055
Property, plant and equipment, net2,3071,934
Goodwill3,7003,479
Purchased technology and other intangible assets, net339104
Deferred income taxes and other assets2,4752,146
Total assets$26,726$25,825
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable and accrued expenses$4,237$4,268
Contract liabilities3,1422,076
Total current liabilities7,3796,344
Long-term debt5,4575,452
Income taxes payable9641,090
Other liabilities732692
Total liabilities14,53213,578
Commitments and contingencies (Note 16)
Stockholders’ equity:
Preferred stock: $0.01 par value per share; 1 shares authorized; no shares issued——
Common stock: $0.01 par value per share; 2,500 shares authorized; 844 and 892 shares outstanding at 2022 and 2021, respectively89
Additional paid-in capital8,5938,247
Retained earnings37,89232,246
Treasury stock: 1,173 and 1,119 shares at 2022 and 2021, respectively(34,097)(27,995)
Accumulated other comprehensive loss(202)(260)
Total stockholders’ equity12,19412,247
Total liabilities and stockholders’ equity$26,726$25,825

See accompanying Notes to Consolidated Financial Statements.

APPLIED MATERIALS, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In millions)

Common StockAdditional Paid-In CapitalRetained EarningsTreasury StockAccumulated Other Comprehensive Income (Loss)Total
SharesAmountSharesAmount
Balance at October 27, 2019916$9$7,595$24,3861,079$(23,596)$(180)$8,214
Net income———3,619———3,619
Other comprehensive loss, net of tax——————(119)(119)
Dividends declared ($0.87 per common share)———(796)———(796)
Share-based compensation——307————307
Issuance under stock plans10—2————2
Common stock repurchases(12)———12(649)—(649)
Balance at October 25, 2020914$9$7,904$27,2091,091$(24,245)$(299)$10,578
Net income———5,888———5,888
Other comprehensive income, net of tax——————3939
Dividends declared ($0.94 per common share)———(851)———(851)
Share-based compensation——346————346
Issuance under stock plans6—(3)————(3)
Common stock repurchases(28)———28(3,750)—(3,750)
Balance at October 31, 2021892$9$8,247$32,2461,119$(27,995)$(260)$12,247
Net income———6,525———6,525
Other comprehensive income, net of tax——————5858
Dividends declared ($1.02 per common share)———(879)———(879)
Share-based compensation——413————413
Issuance under stock plans6—(67)————(67)
Common stock repurchases(54)(1)——54(6,102)—(6,103)
Balance at October 30, 2022844$8$8,593$37,8921,173$(34,097)$(202)$12,194

See accompanying Notes to Consolidated Financial Statements.

APPLIED MATERIALS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

Fiscal Year202220212020
Cash flows from operating activities:
Net income$6,525$5,888$3,619
Adjustments required to reconcile net income to cash provided by operating activities:
Depreciation and amortization444394376
Severance and related charges(4)148—
Deferred income taxes(223)8080
Other36(70)60
Share-based compensation413346307
Changes in operating assets and liabilities, net of amounts acquired:
Accounts receivable(1,109)(1,989)(427)
Inventories(1,590)(405)(421)
Other current and non-current assets(16)(602)(161)
Accounts payable and accrued expenses390465327
Contract liabilities1,039755(16)
Income taxes payable(541)396(10)
Other liabilities353670
Cash provided by operating activities5,3995,4423,804
Cash flows from investing activities:
Capital expenditures(787)(668)(422)
Cash paid for acquisitions, net of cash acquired(441)(12)(107)
Proceeds from sales and maturities of investments1,3631,4711,754
Purchases of investments(1,492)(2,007)(1,355)
Cash used in investing activities(1,357)(1,216)(130)
Cash flows from financing activities:
Debt borrowings, net of issuance costs——2,979
Debt repayments——(2,882)
Proceeds from common stock issuances199175174
Common stock repurchases(6,103)(3,750)(649)
Tax withholding payments for vested equity awards(266)(178)(172)
Payments of dividends to stockholders(873)(838)(787)
Cash used in financing activities(7,043)(4,591)(1,337)
Increase (decrease) in cash, cash equivalents and restricted cash equivalents(3,001)(365)2,337
Cash, cash equivalents and restricted cash equivalents — beginning of period5,1015,4663,129
Cash, cash equivalents and restricted cash equivalents — end of period$2,100$5,101$5,466
Reconciliation of cash, cash equivalents, and restricted cash equivalents
Cash and cash equivalents$1,995$4,995$5,351
Restricted cash equivalents included in deferred income taxes and other assets105106115
Total cash, cash equivalents, and restricted cash equivalents$2,100$5,101$5,466
Supplemental cash flow information:
Cash payments for income taxes$1,869$851$542
Cash refunds from income taxes$156$27$68
Cash payments for interest$205$205$219

See accompanying Notes to Consolidated Financial Statements.

Note 1 Summary of Significant Accounting Policies

Principles of Consolidation and Basis of Presentation

The consolidated financial statements include the accounts of Applied Materials, Inc. and its subsidiaries (Applied or the Company) after elimination of intercompany balances and transactions. All references to a fiscal year apply to Applied’s fiscal year which ends on the last Sunday in October. Fiscal 2022, 2021 and 2020 contained 52, 53 and 52 weeks, respectively. Each fiscal quarter of 2022 and 2020 contained 13 weeks. The first fiscal quarter of 2021 contained 14 weeks, while the second, third and fourth quarters of fiscal 2021 contained 13 weeks.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make judgments, estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ materially from those estimates. On an ongoing basis, Applied evaluates its estimates, including those related to standalone selling price (SSP) related to revenue recognition, accounts receivable and sales allowances, fair values of financial instruments, inventories, intangible assets and goodwill, useful lives of intangible assets and property and equipment, fair values of share-based awards, and income taxes, among others. Applied bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities.

As of October 30, 2022, the COVID-19 pandemic and worldwide response remains fluid. As a result, many of Applied’s estimates and assumptions are subject to increased judgment and volatility. These estimates may differ materially in future periods as the pandemic continues to evolve and additional information becomes available.

Cash Equivalents

All highly-liquid investments with a remaining maturity of three months or less at the time of purchase are considered to be cash equivalents. Cash equivalents consist primarily of investments in institutional money market funds.

Investments

All of Applied’s investments, except equity investments, are classified as available-for-sale at the respective balance sheet dates. Investments classified as available-for-sale are measured and recorded in the Consolidated Balance Sheets at fair value, and unrealized gains and losses, net of tax, is reported as a separate component of other comprehensive income. Interest earned on cash and investments, as well as realized gains and losses on sale of securities, are included in interest and other income, net in the Consolidated Statements of Operations.

Applied’s equity investments with readily determinable values consist of publicly traded equity securities. These investments are measured at fair value using quoted prices for identical assets in an active market. Privately-held equity investments without readily determinable fair value are measured at cost, less impairment, adjusted by observable price changes. Adjustments resulting from impairments and observable prices changes are recorded in the Consolidated Statements of Operations.

Allowance for Credit Losses

Applied maintains an allowance for credit losses for estimated losses resulting from the inability of its customers to make required payments. This allowance is based on historical experience, credit evaluations, specific customer collection history and any customer-specific issues Applied has identified. Changes in circumstances, such as an unexpected material adverse change in a major customer’s ability to meet its financial obligation to Applied or its payment trends, may require Applied to further adjust its estimates of the recoverability of amounts due to Applied. Bad debt expense and any reversals are recorded in marketing and selling expenses in the Consolidated Statement of Operations.

Inventories

Inventories are stated at the lower of cost or net realizable value, with cost determined on a first-in, first-out (FIFO) basis. Applied adjusts inventory carrying value for estimated obsolescence equal to the difference between the cost of inventory and the estimated net realizable value based upon assumptions about future demand and market conditions. Applied fully writes down inventories and noncancelable purchase orders for inventory deemed obsolete. Applied performs periodic reviews of inventory items to identify excess inventories on hand by comparing on-hand balances to anticipated usage using recent historical activity as well as anticipated or forecasted demand. If estimates of customer demand diminish further or market conditions become less favorable than those projected by Applied, additional inventory adjustments may be required.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Property, Plant and Equipment

Property, plant and equipment is stated at cost. Depreciation is provided over the estimated useful lives of the assets using the straight-line method. Estimated useful lives for financial reporting purposes are as follows: buildings and improvements, 3 to 30 years; demonstration and manufacturing equipment, 3 to 5 years; software, 3 to 5 years; and furniture, fixtures and other equipment, 3 to 5 years. Land improvements are amortized over the shorter of 15 years or the estimated useful life. Leasehold improvements are amortized over the shorter of five years or the lease term.

Intangible Assets

Goodwill and indefinite-lived assets are not amortized, but are reviewed for impairment annually during the fourth quarter of each fiscal year and whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Purchased technology and other intangible assets are presented at cost, net of accumulated amortization, and are amortized over their estimated useful lives of 1 to 15 years using the straight-line method.

Long-Lived Assets

Applied reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of these assets or asset group may not be recoverable. Applied assesses these assets for impairment based on estimated future cash flows from these assets.

Revenue Recognition from Contracts with Customers

Applied recognizes revenue when promised goods or services are transferred to a customer in an amount that reflects the consideration to which Applied expects to be entitled in exchange for those goods or services. Applied determines revenue recognition through the following five steps: (1) identification of the contract(s) with customers, (2) identification of the performance obligations in the contract, (3) determination of the transaction price, (4) allocation of the transaction price to the performance obligations in the contract, and (5) recognition of revenue when, or as, a performance obligation is satisfied.

Identifying the contract(s) with customers. Applied sells manufacturing equipment, services, and spare parts directly to its customers in the semiconductor, display, and related industries. The Company generally considers written documentation including, but not limited to, signed purchase orders, master agreements, and sales orders as contracts provided that collection is probable. Collectability is assessed based on the customer’s creditworthiness determined by reviewing the customer’s published credit and financial information, historical payment experience, as well as other relevant factors.

Identifying the performance obligations. Applied’s performance obligations include delivery of manufacturing equipment, service agreements, spare parts, installation, extended warranty and training. Applied’s service agreements are considered one performance obligation and may include multiple goods and services that Applied provides to the customer to deliver against a performance metric. Judgment is used to determine whether multiple promised goods or services in a contract should be accounted for separately or as a group.

Determine the transaction price. The transaction price for Applied’s contracts with customers may include fixed and variable consideration. Applied includes variable consideration in the transaction price to the extent that it is probable that a significant reversal of revenue will not occur when the uncertainty associated with the variable consideration is subsequently resolved.

Allocate the transaction price to the performance obligations. A contract’s transaction price is allocated to each distinct performance obligation identified within the contract. Applied generally estimates the standalone selling price of a distinct performance obligation based on historical cost plus an appropriate margin. For contracts with multiple performance obligations, Applied allocates the contract’s transaction price to each performance obligation using the relative standalone selling price of each distinct good or service in the contract.

Recognizing the revenue as performance obligations are satisfied. Applied recognizes revenue from equipment and spares parts at a point in time when Applied has satisfied its performance obligation by transferring control of the goods to the customer which typically occurs at shipment or delivery. Revenue from service agreements is recognized over time, typically within 12 months, as customers receive the benefits of services.

The incremental costs to obtain a contract are not material.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Payment Terms. Payment terms vary by contract. Generally, the majority of payments are due within a certain number of days from shipment of goods or performance of service. The remainder is typically due upon customer technical acceptance. Applied typically receives deposits on future deliverables from customers in the Semiconductor Systems and Display and Adjacent Markets segments and, in certain instances, may also receive deposits from customers in the Applied Global Services segment. Applied’s payment terms do not generally contain a significant financing component.

Shipping and Handling Costs

Applied accounts for shipping and handling activities related to contracts with customers as costs to fulfill our promise to transfer the associated products. Accordingly, amounts billed for shipping and handling costs are recorded as a component of net sales and costs as a component of cost of products sold.

Warranty

Applied provides for the estimated cost of warranty when revenue is recognized. Estimated warranty costs are determined by analyzing specific product, current and historical configuration statistics and regional warranty support costs. Applied’s warranty obligation is affected by product and component failure rates, material usage and labor costs incurred in correcting product failures during the warranty period. If actual warranty costs differ substantially from Applied’s estimates, revisions to the estimated warranty liability would be required.

Applied also sells extended warranty contracts to its customers which provide an extension of the standard warranty coverage period of up to 2 years. Applied receives payment at the inception of the contract and recognizes revenue ratably over the extended warranty coverage period, as the customer simultaneously receives and consumes the benefits of the extended warranty.

Sales and Value Added Taxes

Taxes collected from customers and remitted to governmental authorities are presented on a net basis in the Consolidated Statements of Operations.

Research, Development and Engineering Costs

Research, development and engineering costs are expensed as incurred.

Income Taxes

Applied recognizes a current tax liability for the estimated amount of income tax payable on tax returns for the current fiscal year. Deferred tax assets and liabilities are recognized for the estimated future tax effects of temporary differences between the book and tax bases of assets and liabilities. Deferred tax assets are also recognized for net operating loss and tax credit carryovers. Deferred tax assets are offset by a valuation allowance to the extent it is more likely than not that they are not expected to be realized.

Applied recognizes tax benefits from uncertain tax positions only if it is more likely than not that the tax position will be sustained upon examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized from such positions are estimated based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. Any changes in judgment related to uncertain tax positions are recognized in Applied’s provision for income taxes in the quarter in which such change occurs. Interest and penalties related to uncertain tax positions are recognized in Applied’s provision for income taxes.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Derivative Financial Instruments

Applied uses financial instruments, such as foreign currency forward and option contracts, to hedge a portion of, but not all, existing and anticipated foreign currency denominated transactions typically expected to occur within 24 months. The purpose of Applied’s foreign currency management is to mitigate the effect of exchange rate fluctuations on certain foreign currency denominated revenues, costs and eventual cash flows. In certain cases, Applied also uses interest rate swap or lock agreements to hedge against the variability of cash flows due to changes in the benchmark interest rate of fixed rate debt. The terms of derivative financial instruments used for hedging purposes are generally consistent with the timing of the transactions being hedged. Applied’s derivative financial instruments are recorded as assets or liabilities at fair value and reported at gross on its Consolidated Balance Sheets. However, under master netting agreements in place with its counterparties, Applied may net settle transactions of the same currency under certain circumstances. For derivative instruments designated and qualifying as cash flow hedges, the gain or loss is reported as a component of accumulated other comprehensive income (loss) in stockholders’ equity, and is reclassified into earnings when the hedged transaction affects earnings. Any portion excluded from the assessment of effectiveness is recognized in the same line as the hedged transaction but may be recognized in a different manner, e.g. amortized. If a hedged transaction becomes probable of not occurring according to the original strategy, the hedge relationship is discontinued and the gain or loss on the associated derivative is recorded promptly in earnings. For hedges of existing foreign currency denominated assets or liabilities, the gain or loss is recorded promptly in earnings to offset the changes in the fair value of the assets or liabilities being hedged.

Foreign Currency

As of October 30, 2022, all of Applied’s subsidiaries use the United States dollar as their functional currency. Accordingly, assets and liabilities of these subsidiaries are remeasured using exchange rates in effect at the end of the period, except for non-monetary assets, such as inventories and property, plant and equipment, which are remeasured using historical exchange rates. Foreign currency-denominated revenues and costs are remeasured using average exchange rates for the period, except for costs related to the non-monetary assets and liabilities, which are remeasured using historical exchange rates. The resulting remeasurement gains and losses are included in interest and other income, net in the Consolidated Statements of Operations as incurred.

Concentrations of Credit Risk

Financial instruments that potentially subject Applied to significant concentrations of credit risk consist principally of cash equivalents, investments, trade accounts receivable and derivative financial instruments used in hedging activities. Applied invests in a variety of financial instruments, such as, but not limited to, commercial paper, corporate and municipal bonds, United States Treasury and agency securities, and asset-backed and mortgage-backed securities, and, by policy, limits the amount of credit exposure with any one financial institution or commercial issuer. Applied is exposed to credit-related losses in the event of nonperformance by counterparties to derivative financial instruments, but does not expect any counterparties to fail to meet their obligations. Applied performs ongoing credit evaluations of its customers’ financial condition and generally requires no collateral to secure accounts receivable. Applied maintains an allowance for potentially uncollectible accounts receivable based on its assessment of the collectability of accounts receivable. Applied regularly reviews the allowance by considering factors such as historical experience, credit quality, age of the accounts receivable balances, and current economic conditions that may affect a customer’s ability to pay. In addition, Applied utilizes deposits and/or letters of credit to mitigate credit risk when considered appropriate.

Recent Accounting Pronouncements

Accounting Standards Adopted

Simplifying the Accounting for Income Taxes. In December 2019, the Financial Accounting Standard Board (FASB) issued an accounting standard update to simplify the accounting for income taxes (Topic 740). This amendment removes certain exceptions and improves consistent application of accounting principles for certain areas in Topic 740. Applied adopted this authoritative guidance in the first quarter of fiscal 2022. The adoption of this guidance did not have a significant impact on Applied’s consolidated financial statements.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Accounting Standards Not Yet Adopted

Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions. In June 2022, the FASB issued an accounting standard update which clarifies how the fair value of equity securities subject to contractual sale restrictions is determined (Topic 820). The amendment clarifies that a contractual sale restriction should not be considered in measuring fair value. It also requires certain qualitative and quantitative disclosures related to equity securities subject to contractual sale restrictions. This authoritative guidance will be effective for Applied in the first quarter of fiscal 2025, with early adoption permitted. Applied is currently evaluating the effect of this new guidance on Applied’s consolidated financial statements.

Contract Assets and Contract Liabilities from Revenue Contracts with Customers in a Business Combination. In October 2021, the FASB issued an accounting standard update to improve the accounting for contract assets and contract liabilities from revenue contracts with customers in a business combination (Topic 805). This amendment improves comparability for both the recognition and measurement of acquired revenue contracts with customers at the date of and after a business combination. This authoritative guidance will be effective for Applied in the first quarter of fiscal 2024, with early adoption permitted. Applied is currently evaluating the effect of this new guidance on Applied’s consolidated financial statements.

Note 2 Earnings Per Share

Basic earnings per share is determined using the weighted average number of common shares outstanding during the period. Diluted earnings per share is determined using the weighted average number of common shares and potential common shares (representing the dilutive effect of restricted stock units, and employee stock purchase plan shares) outstanding during the period. Applied’s net income has not been adjusted for any period presented for purposes of computing basic or diluted earnings per share due to the Company’s non-complex capital structure.

Fiscal Year202220212020
(In millions, except per share amounts)
Numerator:
Net income$6,525$5,888$3,619
Denominator:
Weighted average common shares outstanding871910916
Effect of weighted dilutive restricted stock units and employee stock purchase plan shares697
Denominator for diluted earnings per share877919923
Basic earnings per share$7.49$6.47$3.95
Diluted earnings per share$7.44$6.40$3.92
Potentially weighted dilutive securities3——

Potentially weighted dilutive securities attributable to outstanding restricted stock units are excluded from the calculation of diluted earnings per share where the combined exercise price and average unamortized fair value are greater than the average market price of Applied common stock, and therefore their inclusion would be anti-dilutive.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Note 3 Cash, Cash Equivalents and Investments

Summary of Cash, Cash Equivalents and Investments

The following tables summarize Applied’s cash, cash equivalents and investments by security type:

October 30, 2022CostGross Unrealized GainsGross Unrealized LossesEstimated Fair Value
(In millions)
Cash$1,199$—$—$1,199
Cash equivalents:
Money market funds660——660
U.S. Treasury and agency securities4——4
Municipal securities13——13
Commercial paper, corporate bonds and medium-term notes119——119
Total Cash equivalents796——796
Total Cash and Cash equivalents$1,995$—$—$1,995
Short-term and long-term investments:
Bank certificate of deposit$7$—$—$7
U.S. Treasury and agency securities435—13422
Non-U.S. government securities*7—16
Municipal securities389—16373
Commercial paper, corporate bonds and medium-term notes595—21574
Asset-backed and mortgage-backed securities432—19413
Total fixed income securities1,865—701,795
Publicly traded equity securities856326122
Equity investments in privately-held companies567864649
Total equity investments65214930771
Total short-term and long-term investments$2,517$149$100$2,566
Total Cash, Cash equivalents and Investments$4,512$149$100$4,561

  • Includes Canadian provincial government debt

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

October 31, 2021CostGross Unrealized GainsGross Unrealized LossesEstimated Fair Value
(In millions)
Cash$1,407$—$—$1,407
Cash equivalents:
Money market funds3,556——3,556
Municipal securities22——22
Commercial paper, corporate bonds and medium-term notes10——10
Total Cash equivalents3,588——3,588
Total Cash and Cash equivalents$4,995$—$—$4,995
Short-term and long-term investments:
U.S. Treasury and agency securities$314$—$—$314
Non-U.S. government securities*5——5
Municipal securities36731369
Commercial paper, corporate bonds and medium-term notes58722587
Asset-backed and mortgage-backed securities55531557
Total fixed income securities1,828841,832
Publicly traded equity securities2239358
Equity investments in privately-held companies5618214629
Total equity investments58312117687
Total short-term and long-term investments$2,411$129$21$2,519
Total Cash, Cash equivalents and Investments$7,406$129$21$7,514

*Includes Canadian provincial government debt.

Maturities of Investments

The following table summarizes the contractual maturities of Applied’s investments at October 30, 2022:

CostEstimated Fair Value
(In millions)
Due in one year or less$538$531
Due after one through five years888844
Due after five years77
No single maturity date**1,0841,184
Total$2,517$2,566

** Securities with no single maturity date include publicly-traded and privately-held equity securities and asset-backed and mortgage-backed securities.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Gains and Losses on Investments

At October 30, 2022, gross unrealized losses related to Applied’s debt investment portfolio were not material. Applied regularly reviews its debt investment portfolio to identify and evaluate investments that have indications of possible impairment from credit losses or other factors. Factors considered in determining whether an unrealized loss is considered to be a credit loss include: the significance of the decline in value compared to the cost basis; the financial condition; credit quality and near-term prospects of the investee; and whether it is more likely than not that Applied will be required to sell the security prior to recovery. Credit losses related to available-for-sale debt securities are recorded as an allowance for credit losses through interest and other income, net. Any additional changes in fair value that are not related to credit losses are recognized in accumulated other comprehensive income.

During fiscal 2022, 2021 and 2020, gross realized gains and losses related to Applied’s debt investment portfolio investments were not material.

During fiscal 2022 and 2021, Applied did not recognize significant credit losses and the ending allowance for credit losses was not material. Applied determined that the gross unrealized losses on its marketable fixed-income securities at October 25, 2020 were temporary in nature and therefore it did not recognize any impairment of its marketable fixed-income securities for fiscal 2020. During fiscal 2022, 2021 and 2020, impairment charges on equity investments in privately-held companies were not material. These impairment charges are included in interest and other income, net in the Consolidated Statement of Operations.

The components of gain (loss) on equity investments for each fiscal year were as follows:

202220212020
(In millions)
Publicly traded equity securities
Unrealized gain$30$14$14
Unrealized loss(62)(11)(17)
Realized gain on sales721
Equity investments in privately-held companies
Unrealized gain416518
Unrealized loss(5)(12)(7)
Realized gain on sales3488
Realized loss on sales or impairment(7)(7)(8)
Total gain (loss) on equity investments, net$7$99$9

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Note 4 Fair Value Measurements

Applied’s financial assets are measured and recorded at fair value on a recurring basis, except for equity investments in privately-held companies. These equity investments are generally accounted for under the measurement alternative, defined as cost, less impairments, adjusted for subsequent observable price changes and are periodically assessed for impairment when events or circumstances indicate that a decline in value may have occurred. Applied’s nonfinancial assets, such as goodwill, intangible assets, and property, plant and equipment, are recorded at cost and are assessed for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable.

Fair Value Hierarchy

Applied uses the following fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement:

  • Level 1 — Quoted prices in active markets for identical assets or liabilities;

  • Level 2 — Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and

  • Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

Applied’s investments consist primarily of debt securities that are classified as available-for-sale and recorded at their fair values. In determining the fair value of investments, Applied uses pricing information from pricing services that value securities based on quoted market prices and models that utilize observable market inputs. In the event a fair value estimate is unavailable from a pricing service, Applied generally obtains non-binding price quotes from brokers. Applied then reviews the information provided by the pricing services or brokers to determine the fair value of its short-term and long-term investments. In addition, to validate pricing information obtained from pricing services, Applied periodically performs supplemental analysis on a sample of securities. Applied reviews any significant unanticipated differences identified through this analysis to determine the appropriate fair value. As of October 30, 2022, substantially all of Applied’s available-for-sale, short-term and long-term investments were recognized at fair value that was determined based upon observable inputs.

Applied’s equity investments with readily determinable values consist of publicly traded equity securities. These investments are measured at fair value using quoted prices for identical assets in an active market and the changes in fair value of these equity investments are recognized in the consolidated statements of operations.

Investments with remaining effective maturities of 12 months or less from the balance sheet date are classified as short-term investments. Investments with remaining effective maturities of more than 12 months from the balance sheet date are classified as long-term investments.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Assets Measured at Fair Value on a Recurring Basis

Financial assets (excluding cash balances) measured at fair value on a recurring basis are summarized below:

October 30, 2022October 31, 2021
Level 1Level 2TotalLevel 1Level 2Total
(In millions)
Assets:
Available-for-sale debt security investments
Money market funds*$765$—$765$3,662$—$3,662
Bank certificate of deposit—77———
U.S. Treasury and agency securities4042242629618314
Non-U.S. government securities—66—55
Municipal securities—386386—391391
Commercial paper, corporate bonds and medium-term notes—693693—597597
Asset-backed and mortgage-backed securities—413413—557557
Total available-for-sale debt security investments$1,169$1,527$2,696$3,958$1,568$5,526
Equity investments with readily determinable values
Publicly traded equity securities$122$—$122$58$—$58
Total equity investments with readily determinable values$122$—$122$58$—$58
Total$1,291$1,527$2,818$4,016$1,568$5,584

  • Amounts as of October 30, 2022 and October 31, 2021 include $105 million and $106 million, respectively, invested in money market funds related to deferred compensation plans. Due to restrictions on the distribution of these funds, they are classified as restricted cash equivalents and are included in deferred income taxes and other assets in the Consolidated Condensed Balance Sheets.

Applied did not have any financial assets measured at fair value on a recurring basis within Level 3 fair value measurements as of October 30, 2022 or October 31, 2021.

Assets and Liabilities without Readily Determinable Values Measured on a Non-recurring Basis

Applied’s equity investments without readily determinable values consist of equity investments in privately-held companies. Applied elected the measurement alternative, defined as cost, less impairments, adjusted for subsequent observable price changes on a prospective basis for certain equity investments without readily determinable fair values and is required to account for any subsequent observable changes in fair value within the statements of operations. These investments are classified as Level 3 within the fair value hierarchy and periodically assessed for impairment when an event or circumstance indicates that a decline in value may have occurred.

During fiscal 2022, 2021 and 2020, impairment charges on equity investments in privately-held companies were not material.

Other

The carrying amounts of Applied’s financial instruments, including cash and cash equivalents, restricted cash equivalents, accounts receivable, notes payable - short term, and accounts payable and accrued expenses, approximate fair value due to their short maturities. At October 30, 2022, the aggregate principal amount of long-term senior unsecured notes was $5.5 billion, and the estimated fair value was $4.8 billion. At October 31, 2021, the aggregate principal amount of long-term senior unsecured notes was $5.5 billion and the estimated fair value was $6.4 billion. The estimated fair value of long-term senior unsecured notes is determined by Level 2 inputs and is based primarily on quoted market prices for the same or similar issues. See Note 10 of the Notes to the Consolidated Financial Statements for further detail of existing debt.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Note 5 Derivative Instruments and Hedging Activities

Derivative Financial Instruments

Applied conducts business in a number of foreign countries, with certain transactions denominated in local currencies, such as the Japanese yen, Israeli shekel, euro and Taiwanese dollar. Applied uses derivative financial instruments, such as foreign currency forward and option contracts, to hedge certain forecasted foreign currency denominated transactions expected to occur typically within the next 24 months. The purpose of Applied’s foreign currency management is to mitigate the effect of exchange rate fluctuations on certain foreign currency denominated revenues, costs and eventual cash flows. The terms of currency instruments used for hedging purposes are generally consistent with the timing of the transactions being hedged.

Applied does not use derivative financial instruments for trading or speculative purposes. Derivative instruments and hedging activities, including foreign exchange and interest rate contracts, are recognized on the balance sheet at fair value. Changes in the fair value of derivatives that do not qualify for hedge accounting treatment are recognized currently in earnings. All of Applied’s derivative financial instruments are recorded at their fair value in other current assets or in accounts payable and accrued expenses.

Hedges related to anticipated transactions are designated and documented at the inception of the hedge as cash flow hedges and foreign exchange derivatives are typically entered into once per month. Cash flow hedges are evaluated for effectiveness quarterly. The effective portion of the gain or loss on these hedges is reported as a component of AOCI in stockholders’ equity and is reclassified into earnings when the hedged transaction affects earnings. The majority of the after-tax net income or loss related to foreign exchange derivative instruments included in AOCI at October 30, 2022 is expected to be reclassified into earnings within 12 months. Changes in fair value caused by changes in time value of option contracts designated as cash flow hedges are excluded from the assessment of effectiveness. The initial value of this excluded component is amortized on a straight-line basis over the life of the hedging instrument and recognized in the financial statement line item to which the hedge relates. If the transaction being hedged is probable not to occur, Applied promptly recognizes the gain or loss on the associated financial instrument in the consolidated condensed statement of operations. The amount recognized due to discontinuance of cash flow hedges that were probable of not occurring by the end of the originally specified time period was not significant for fiscal years 2022, 2021 or 2020.

Foreign currency forward contracts are generally used to hedge certain foreign currency denominated assets or liabilities. Accordingly, changes in the fair value of these hedges are recorded in earnings to offset the changes in the fair value of the assets or liabilities being hedged.

As of October 30, 2022 and October 31, 2021, the total outstanding notional amounts of foreign exchange contracts were both $2.1 billion. The fair values of foreign exchange derivative instruments at October 30, 2022 and October 31, 2021 were not material.

The gain (loss) on derivatives in cash flow hedging relationships recognized in AOCI for derivatives designated as hedging instruments for the indicated periods were as follows:

Derivatives in Cash Flow Hedging Relationships
202220212020
(In millions)
Foreign exchange contracts$128$36$3
Interest rate contracts——(151)
Total$128$36$(148)

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The effects of derivative instruments and hedging activities on the Consolidated Statements of Operations were as follows:

Derivatives in Cash Flow Hedging Relationships
Total Amount Presented in the Consolidated Statement of Operations in which the Effects of Cash Flow Hedges are RecordedAmount of Gain or (Loss) Reclassified from AOCI into Consolidated Statement of OperationsAmounts of Gain (Loss) Excluded from Effectiveness Testing Recognized in Consolidated Statement of Operations
(In millions)
2022
Foreign Exchange Contracts:
Net Sales$25,785$100$—
Cost of products sold$13,792(12)—
Research, development and engineering$2,771(7)(1)
Marketing and selling$703(3)—
General and administrative$735(3)—
Interest Rate Contracts:
Interest expense$228(13)—
$62$(1)
2021
Foreign Exchange Contracts:
Net Sales$23,063$4$—
Cost of products sold$12,1492(2)
Research, development and engineering$2,4853—
General and administrative$6201—
Interest Rate Contracts:
Interest expense$236(13)—
$(3)$(2)
2020
Foreign Exchange Contracts:
Net Sales$17,202$(2)$4
Cost of products sold$9,5106(3)
Research, development and engineering$2,2344—
General and administrative$5671—
Interest Rate Contracts:
Interest expense$240(7)—
$2$1

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Amount of Gain or (Loss) Recognized in Consolidated Statement of Operations
Location of Gain or (Loss) Recognized in Consolidated Statement of Operations202220212020
(In millions)
Derivatives Not Designated as Hedging Instruments
Foreign exchange contractsInterest and other income, net$67$29$(10)
Total return swaps - deferred compensationCost of products sold(3)31
Total return swaps - deferred compensationOperating expenses(29)296
Total return swaps - deferred compensationInterest and other income, net(2)(1)(1)
Total$33$60$(4)

Credit Risk Contingent Features

If Applied’s credit rating were to fall below investment grade, it would be in violation of credit risk contingent provisions of the derivative instruments discussed above, and certain counterparties to the derivative instruments could request immediate payment on derivative instruments in net liability positions. The aggregate fair value of all derivative instruments with credit-risk related contingent features that were in a net liability position was immaterial as of October 30, 2022 and October 31, 2021.

Entering into derivative contracts with banks exposes Applied to credit-related losses in the event of the banks’ nonperformance. However, Applied’s exposure is not considered significant.

Note 6 Accounts Receivable, Net

Applied has agreements with various financial institutions to sell accounts receivable and discount promissory notes from selected customers. Applied sells its accounts receivable generally without recourse. Applied, from time to time, also discounts letters of credit issued by customers through various financial institutions. The discounting of letters of credit depends on many factors, including the willingness of financial institutions to discount the letters of credit and the cost of such arrangements.

Applied sold $1.0 billion, $1.3 billion and $1.2 billion of accounts receivable during fiscal 2022, 2021 and 2020, respectively. Applied did not discount letters of credit issued by customers in fiscal 2022 and 2021. Applied discounted letters of credit issued by customers of $105 million in fiscal 2020. There was no discounting of promissory notes in each of fiscal 2022, 2021 and 2020. Financing charges on the sale of receivables and discounting of letters of credit are included in interest expense in the accompanying Consolidated Statements of Operations and were not material for all years presented.

Accounts receivable are presented net of allowance for credit losses of $29 million at October 30, 2022 and October 31, 2021. Changes in allowance for credit losses in each fiscal year were as follows:

202220212020
(In millions)
Beginning balance$29$30$30
Provision———
Deductions1—(1)—
Ending balance$29$29$30

1 Deductions primarily represent releases of credit losses credited to expense as a result of an overall lower risk profile of Applied’s customers and cash collections.

Applied sells its products principally to manufacturers within the semiconductor and display industries. While Applied believes that its allowance for credit losses is adequate and represents its best estimate as of October 30, 2022, it continues to closely monitor customer liquidity and industry and economic conditions, which may result in changes to Applied’s estimates.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Note 7 Contract Balances

Contract assets primarily result from receivables for goods transferred to customers where payment is conditional upon technical sign off and not just the passage of time. Contract liabilities consist of unsatisfied performance obligations related to advance payments received and billings in excess of revenue recognized. Applied’s contract assets and liabilities are reported in a net position on a contract-by-contract basis at the end of each reporting period.

Contract assets are generally classified as current and are included in Other Current Assets in the Consolidated Balance Sheets. Contract liabilities are classified as current or non-current based on the timing of when performance obligations will be satisfied and associated revenue is expected to be recognized.

Contract balances at the end of each reporting period were as follows:

October 30, 2022October 31, 2021
(In millions)
Contract assets$173$201
Contract liabilities$3,142$2,076

The decrease in contract assets during fiscal 2022, was primarily due to an increase in unsatisfied performance obligations related to goods transferred to customers where payment was conditional upon technical sign off.

During fiscal 2022, Applied recognized revenue of approximately $1.9 billion related to contract liabilities at October 31, 2021. This reduction in contract liabilities was offset by new billings for products and services for which there were unsatisfied performance obligations to customers and revenue had not yet been recognized as of October 30, 2022.

There were no credit losses recognized on Applied’s accounts receivables and contract assets during fiscal 2022 and 2021.

As of October 30, 2022, the amount of remaining unsatisfied performance obligations on contracts with an original estimated duration of one year or more was approximately $4.8 billion, of which approximately 28% is expected to be recognized within 12 months and the remainder is expected to be recognized within the following 24 months thereafter.

New export rules and regulations issued in December 2022 are expected to reduce remaining unsatisfied performance obligations on contracts with an original estimated duration of one year or more by approximately $944 million, none of which was expected to be recognized within 12 months.

Applied has elected the available practical expedient to exclude the value of unsatisfied performance obligations for contracts with an original expected duration of one year or less.

Note 8 Balance Sheet Detail

October 30, 2022October 31, 2021
(In millions)
Inventories
Customer service spares$1,409$1,251
Raw materials1,8071,136
Work-in-process1,029873
Finished goods1,6871,049
$5,932$4,309

Included in finished goods inventory are $704 million at October 30, 2022 and $325 million at October 31, 2021 of systems at customer locations where the sales transaction did not meet Applied’s revenue recognition criteria as set forth in Note 1, of which $45 million at October 30, 2022 and $58 million at October 31, 2021 is related to newly-introduced systems. Finished goods inventory includes $422 million and $380 million of evaluation inventory at October 30, 2022 and October 31, 2021, respectively.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

October 30, 2022October 31, 2021
(In millions)
Other Current Assets
Prepaid income taxes and income taxes receivable$461$593
Prepaid expenses and other883793
$1,344$1,386
Useful LifeOctober 30, 2022October 31, 2021
(In years)(In millions)
Property, Plant and Equipment, Net
Land and improvements$387$334
Buildings and improvements3-302,0271,780
Demonstration and manufacturing equipment3-52,0831,820
Furniture, fixtures and other equipment3-5743720
Construction in progress389326
Gross property, plant and equipment5,6294,980
Accumulated depreciation(3,322)(3,046)
$2,307$1,934

Depreciation expense was $404 million, $345 million and $320 million for fiscal 2022, 2021 and 2020 respectively.

October 30, 2022October 31, 2021
(In millions)
Deferred Income Taxes and Other Assets
Non-current deferred income taxes$1,395$1,623
Operating lease right-of-use assets389294
Income tax receivables and other assets691229
$2,475$2,146
October 30, 2022October 31, 2021
(In millions)
Accounts Payable and Accrued Expenses
Accounts payable$1,755$1,472
Compensation and employee benefits905924
Warranty286242
Dividends payable220214
Income taxes payable319734
Other accrued taxes3024
Interest payable3939
Operating lease liabilities, current8573
Other598546
$4,237$4,268

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

October 30, 2022October 31, 2021
(In millions)
Other Liabilities
Defined and postretirement benefit plans$107$193
Operating lease liabilities, non-current287228
Other338271
$732$692

Note 9 Goodwill, Purchased Technology and Other Intangible Assets

Goodwill and Purchased Intangible Assets

Applied’s methodology for allocating the purchase price relating to purchase acquisitions is determined through established and generally accepted valuation techniques. Goodwill is measured as the excess of the purchase price over the sum of the amounts assigned to tangible and identifiable intangible assets acquired less liabilities assumed. Applied assigns assets acquired (including goodwill) and liabilities assumed to one or more reporting units as of the date of acquisition. Typically, acquisitions relate to a single reporting unit and thus do not require the allocation of goodwill to multiple reporting units. If the products obtained in an acquisition are assigned to multiple reporting units, the goodwill is distributed to the respective reporting units as part of the purchase price allocation process.

Goodwill and purchased intangible assets with indefinite useful lives are not amortized but are reviewed for impairment annually during the fourth quarter of each fiscal year and whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. The process of evaluating the potential impairment of goodwill and intangible assets requires significant judgment, especially in emerging markets. When reviewing goodwill for impairment, Applied first performs a qualitative assessment to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying value.

In performing a qualitative assessment, Applied considers business conditions and other factors including, but not limited to (i) adverse industry or economic trends, (ii) restructuring actions and lower projections that may impact future operating results, (iii) sustained decline in share price, and (iv) overall financial performance and other events affecting the reporting units. If Applied concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then a quantitative impairment test is performed by estimating the fair value of the reporting unit and comparing it to its carrying value. If the carrying value of a reporting unit exceeds its fair value, Applied would record an impairment charge equal to the excess of the carrying value of the reporting unit over its fair value.

As of October 30, 2022, Applied’s reporting units include Semiconductor Products Group and Imaging and Process Control Group, which combine to form the Semiconductor Systems reporting segment, Applied Global Services, Display and Adjacent Markets and other reporting units recorded under Corporate and Other.

In the fourth quarter of fiscal 2022, Applied performed a qualitative assessment to test goodwill for all of its reporting units for impairment. Applied determined that it was more likely than not that each of its reporting units’ fair values exceeded their respective carrying values and that it was not necessary to perform the quantitative goodwill impairment test for any of its reporting units. The evaluation of goodwill and intangible assets for impairment requires the exercise of significant judgment. In the event of future changes in business conditions, Applied will be required to reassess and update its forecasts and estimates used in future impairment analyses. If the results of these future analyses are lower than current estimates, a material impairment charge may result at that time.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Details of goodwill and indefinite-lived intangible assets as of:

October 30, 2022October 31, 2021
GoodwillIndefinite-lived Intangible AssetsTotalGoodwillIndefinite-lived Intangible AssetsTotal
(In millions)
Semiconductor Systems$2,428$16$2,444$2,207$—$2,207
Applied Global Services1,032—1,0321,032—1,032
Display and Adjacent Markets199—199199—199
Corporate and Other4114241—41
Carrying amount$3,700$17$3,717$3,479$—$3,479

From time to time, Applied makes acquisitions of companies related to existing or new markets for Applied. During fiscal 2022, goodwill and indefinite-lived intangible assets increased by $221 million and $17 million, respectively, primarily due to the preliminary purchase accounting for acquisitions during the third quarter of fiscal 2022, which were not material to Applied’s results of operations.

A summary of Applied’s purchased technology and intangible assets is set forth below:

October 30, 2022October 31, 2021
(In millions)
Purchased technology, net$256$46
Intangible assets - finite-lived, net6658
Intangible assets - indefinite-lived17—
Total$339$104

The increase in purchased technology and intangible assets during fiscal 2022 was primarily due to the preliminary purchase accounting for acquisitions during the third quarter of fiscal 2022, which were not material to Applied’s results of operations.

Intangible assets that are not subject to amortization consist primarily of in-process technology, which will be subject to amortization upon commercialization. If an in-process technology project is abandoned, the acquired technology attributable to the project will be written-off.

Finite-Lived Purchased Intangible Assets

Applied amortizes purchased intangible assets with finite lives using the straight-line method over the estimated economic lives of the assets, ranging from 1 to 15 years.

Applied evaluates long-lived assets for impairment whenever events or changes in circumstances indicate the carrying value of an asset group may not be recoverable. Applied assesses the fair value of the assets based on the amount of the undiscounted future cash flow that the assets are expected to generate and recognizes an impairment loss when estimated undiscounted future cash flow expected to result from the use of the asset, plus net proceeds expected from disposition of the asset, if any, are less than the carrying value of the asset. When Applied identifies an impairment, Applied reduces the carrying value of the group of assets to comparable market values, when available and appropriate, or to its estimated fair value based on a discounted cash flow approach.

Intangible assets, such as purchased technology, are generally recorded in connection with a business acquisition. The value assigned to intangible assets is usually based on estimates and judgments regarding expectations for the success and life cycle of products and technology acquired. Applied evaluates the useful lives of its intangible assets each reporting period to determine whether events and circumstances require revising the remaining period of amortization. In addition, Applied reviews intangible assets for impairment when events or changes in circumstances indicate their carrying value may not be recoverable. Management considers such indicators as significant differences in actual product acceptance from the estimates, changes in the competitive and economic environments, technological advances, and changes in cost structure.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Details of finite-lived intangible assets were as follows:

October 30, 2022October 31, 2021
Purchased TechnologyOther Intangible AssetsTotalPurchased TechnologyOther Intangible AssetsTotal
(In millions)
Gross carrying amount:
Semiconductor Systems$1,707$278$1,985$1,476$256$1,732
Applied Global Services354479354479
Display and Adjacent Markets1583619416338201
Corporate and Other181836131629
Gross carrying amount$1,918$376$2,294$1,687$354$2,041
Accumulated amortization:
Semiconductor Systems$(1,461)$(214)$(1,675)$(1,446)$(203)$(1,649)
Applied Global Services(33)(44)(77)(32)(44)(76)
Display and Adjacent Markets(158)(36)(194)(161)(38)(199)
Corporate and Other(10)(16)(26)(2)(11)(13)
Accumulated amortization$(1,662)$(310)$(1,972)$(1,641)$(296)$(1,937)
Carrying amount$256$66$322$46$58$104

Details of amortization expense for each fiscal year by segment were as follows:

202220212020
(In millions)
Semiconductor Systems$31$41$40
Applied Global Services111
Display and Adjacent Markets2513
Corporate and Other622
Total$40$49$56

Amortization expense for each fiscal year was charged to the following categories:

202220212020
(In millions)
Cost of products sold$27$29$37
Research, development and engineering—11
Marketing and selling131918
Total$40$49$56

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

As of October 30, 2022, future estimated amortization expense of intangible assets with finite lives is expected to be as follows:

Amortization Expense
(In millions)
2023$42
202439
202537
202637
202724
Thereafter143
Total$322

Note 10 Borrowing Facilities and Debt

Revolving Credit Facilities

In February 2020, Applied entered into a five-year $1.5 billion committed unsecured revolving credit agreement (Revolving Credit Agreement) with a group of banks. The Revolving Credit Agreement includes a provision under which Applied may request an increase in the amount of the facility of up to $500 million for a total commitment of no more than $2.0 billion, subject to the receipt of commitments from one or more lenders for any such increase and other customary conditions. The Revolving Credit Agreement is scheduled to expire in February 2025, unless extended as permitted under the Revolving Credit Agreement. The Revolving Credit Agreement provides for borrowings that bear interest for each advance at one of two rates selected by Applied, plus an applicable margin, which varies according to Applied’s public debt credit ratings. In July 2022, Applied entered into an amendment to the Revolving Credit Agreement which replaced the London interbank offered rate (LIBOR) as a reference rate for borrowings with the secured overnight financing rate (SOFR).

No amounts were outstanding under the Revolving Credit Agreement as of October 30, 2022 and October 31, 2021.

In addition, Applied has revolving credit facilities with Japanese banks pursuant to which it may borrow up to approximately $54 million in aggregate at any time. Applied’s ability to borrow under these facilities is subject to bank approval at the time of the borrowing request, and any advances will be at rates indexed to the banks’ prime reference rate denominated in Japanese yen. As of October 30, 2022 and October 31, 2021, no amounts were outstanding under these revolving credit facilities.

Short-term Commercial Paper

Applied has a short-term commercial paper program under which Applied may issue unsecured commercial paper notes of up to a total amount of $1.5 billion. At October 30, 2022 and October 31, 2021, Applied did not have any commercial paper outstanding. Subsequent to the end of fiscal 2022, Applied issued $200 million of short-term commercial paper with a weighted-average interest rate of 4.30% and maturities ranging from 43 days to 71 days.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Senior Unsecured Notes

Debt outstanding as of October 30, 2022 and October 31, 2021 was as follows:

Principal Amount
October 30, 2022October 31, 2021Effective Interest RateInterest Pay Dates
(In millions)
Long-term debt:
3.900% Senior Notes Due 2025$700$7003.944%April 1, October 1
3.300% Senior Notes Due 20271,2001,2003.342%April 1, October 1
1.750% Senior Notes Due 20307507501.792%June 1, December 1
5.100% Senior Notes Due 20355005005.127%April 1, October 1
5.850% Senior Notes Due 20416006005.879%June 15, December 15
4.350% Senior Notes Due 20471,0001,0004.361%April 1, October 1
2.750% Senior Notes Due 20507507502.773%June 1, December 1
5,5005,500
Total unamortized discount(12)(14)
Total unamortized debt issuance costs(31)(34)
Total long-term debt$5,457$5,452

Note 11 Leases

A contract contains a lease when Applied has the right to control the use of an identified asset for a period of time in exchange for consideration. Applied leases certain facilities, vehicles and equipment under non-cancelable operating leases, many of which include options to renew. Options that are reasonably certain to be exercised are included in the calculation of the right-of-use asset and lease liability. Applied’s leases do not contain residual value guarantees or significant restrictions that impact the accounting for leases. As implicit rates are not available for the leases, Applied uses the incremental borrowing rate as of the lease commencement date in order to measure the right-of-use asset and liability. Operating lease expense is generally recognized on a straight-line basis over the lease term.

Applied elected the practical expedient to account for lease and non-lease components as a single lease component for all leases. For leases with a term of one year or less, Applied elected not to record a right-of-use asset or lease liability and to account for the associated lease payments as they become due.

The components of lease expense and supplemental information were as follows:

202220212020
(In millions, except percentage)
Operating lease cost$93$79$69
Weighted-average remaining lease term (in years)6.35.15.2
Weighted-average discount rate2.5%1.7%1.8%

Supplemental cash flow information related to leases are as follows:

202220212020
(In millions)
Operating cash flows paid for operating leases$107$79$70
Right-of-use assets obtained in exchange for operating lease liabilities$204$123$156

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

As of October 30, 2022, the maturities of lease liabilities are as follows:

Operating Leases
Fiscal(In millions)
2023$93
202484
202565
202634
202726
Thereafter105
Total lease payments407
Less imputed interest(35)
Total$372

Note 12 Severance and Related Charges

Fiscal 2021 Severance Plan

In the first quarter of fiscal 2021, Applied enacted a severance plan to realign its workforce. Under this plan, Applied implemented a one-time voluntary retirement program and other workforce reduction actions. The voluntary retirement program was available to certain U.S. employees who met minimum age and length of service requirements, as well as other business-specific criteria. The payments under this plan are paid at the time of termination and the related costs were not allocated to the segments. In addition, Applied implemented other workforce reduction actions globally across the Display and Adjacent Markets business. These costs were recorded under the Display and Adjacent Markets segment.

During fiscal 2022 and 2021, Applied recorded an adjustment of $4 million and recognized a total expense of $157 million, of severance and related charges, respectively, in connection with the Fiscal 2021 Severance Plan.

Severance and related charges and adjustments by segment were as follows:

20222021
(In millions)
Display and Adjacent Markets$—$8
Corporate and Other(4)149
Total$(4)$157

Changes in severance and related charges reserves related to the Fiscal 2021 Severance Plan described above were as follows:

Severance and Related Charges Reserves
(In millions)
Balance as of October 25, 2020$—
Provision for severance158
Adjustment to provision for severance(1)
Consumption of reserves(140)
Balance as of October 31, 202117
Adjustment to provision for severance(4)
Consumption of reserves(13)
Balance as of October 30, 2022$—

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Note 13 Stockholders’ Equity, Comprehensive Income and Share-Based Compensation

Accumulated Other Comprehensive Income (Loss)

Changes in the components of accumulated other comprehensive income (AOCI), net of tax, were as follows:

Unrealized Gain (Loss) on Investments, NetUnrealized Gain (Loss) on Derivative Instruments Qualifying as Cash Flow HedgesDefined and Postretirement Benefit PlansCumulative Translation AdjustmentsTotal
(In millions)
Balance at October 27, 2019$11$(16)$(188)$13(180)
Other comprehensive income (loss) before reclassifications16(115)(21)—(120)
Amounts reclassified out of AOCI(7)(2)10—1
Other comprehensive income (loss), net of tax9(117)(11)—(119)
Balance at October 25, 2020$20$(133)$(199)$13$(299)
Other comprehensive income (loss) before reclassifications(14)2820—34
Amounts reclassified out of AOCI(7)210—5
Other comprehensive income, net of tax(21)3030—39
Balance at October 31, 2021$(1)$(103)$(169)$13$(260)
Other comprehensive income (loss) before reclassifications(60)10071—111
Amounts reclassified out of AOCI(14)(49)10—(53)
Other comprehensive income (loss), net of tax(74)5181—58
Balance at October 30, 2022$(75)$(52)$(88)$13$(202)

The tax effects on net income of amounts reclassified from AOCI for the fiscal years 2022, 2021 and 2020 were $36 million, $19 million and $35 million, respectively.

Stock Repurchase Program

In March 2022, Applied’s Board of Directors approved a common stock repurchase program authorizing $6.0 billion in repurchases, which supplemented the previously existing $7.5 billion authorization approved in March 2021. At October 30, 2022, approximately $4.9 billion remained available for future stock repurchases under the repurchase program.

The following table summarizes Applied’s stock repurchases for each fiscal year:

202220212020
(In millions, except per share amounts)
Shares of common stock repurchased542812
Cost of stock repurchased$6,103$3,750$649
Average price paid per share$113.84$134.03$56.32

Applied records treasury stock purchases under the cost method using the first-in, first-out (FIFO) method. Upon reissuance of treasury stock, amounts in excess of the acquisition cost are credited to additional paid in capital. If Applied reissues treasury stock at an amount below its acquisition cost and additional paid in capital associated with prior treasury stock transactions is insufficient to cover the difference between the acquisition cost and the reissue price, this difference is recorded against retained earnings.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Dividends

During fiscal 2022, Applied’s Board of Directors declared one quarterly cash dividend of $0.24 per share and three quarterly cash dividends of $0.26 per share. During fiscal 2021, Applied’s Board of Directors declared one quarterly cash dividend of $0.22 per share and three quarterly cash dividends of $0.24 per share. During fiscal 2020, Applied’s Board of Directors declared one quarterly cash dividend of $0.21 per share and three quarterly cash dividends of $0.22 per share. Dividends paid during fiscal 2022, 2021 and 2020 amounted to $873 million, $838 million and $787 million, respectively. Applied currently anticipates that cash dividends will continue to be paid on a quarterly basis, although the declaration of any future cash dividend is at the discretion of the Board of Directors and will depend on Applied’s financial condition, results of operations, capital requirements, business conditions and other factors, as well as a determination by the Board of Directors that cash dividends are in the best interests of Applied’s stockholders.

Share-Based Compensation

Applied has a stockholder-approved equity plan, the Employee Stock Incentive Plan (ESIP), which permits grants to employees of share-based awards, including stock options, stock appreciation rights, restricted stock, restricted stock units, performance share units and performance units. In addition, the plan provides for the automatic grant of restricted stock units to non-employee directors and permits the grant of share-based awards to non-employee directors and consultants. Share-based awards made under the plan may be subject to accelerated vesting under certain circumstances in the event of a change in control of Applied. In addition, Applied has an Omnibus Employees’ Stock Purchase Plan (ESPP), which enables eligible employees to purchase Applied common stock.

Applied recognized share-based compensation expense related to equity awards and ESPP shares. The effect of share-based compensation on the results of operations and the related tax benefits for each fiscal year were as follows:

202220212020
(In millions)
Cost of products sold$147$118$103
Research, development, and engineering151129116
Marketing and selling494336
General and administrative665652
Total share-based compensation$413$346$307
Income tax benefits recognized$51$43$39

The cost associated with share-based awards is recognized over the awards’ service period for the entire award on a straight-line basis, adjusting for estimated forfeitures. Applied calculates estimated forfeiture rate on an annual basis, based on historical forfeiture activities. Share-based awards granted to certain members of senior management allow for partial accelerated vesting in the event of a qualifying retirement based on age and years of service. The cost associated with performance-based equity awards, which include performance and/or market goals, is recognized for each tranche over the service period. The cost of the portion of performance-based equity awards subject to performance goals is recognized based on an assessment of the likelihood that the applicable performance goals will be achieved, and the cost of the portion of performance-based equity awards subject to market goals is recognized based on the assumption of 100% achievement of the goal.

At October 30, 2022, Applied had $678 million in total unrecognized compensation expense, net of estimated forfeitures, related to grants of share-based awards and shares issued under the ESPP, which will be recognized over a weighted average period of 2.6 years. At October 30, 2022, there were 31 million shares available for grant of share-based awards under the ESIP, and an additional 14 million shares available for issuance under the ESPP.

Stock Options

Stock options are rights to purchase, at future dates, shares of Applied common stock. The exercise price of each stock option equals the fair market value of Applied common stock on the date of grant. Options typically vest over three to four years, subject to the grantee’s continued service with Applied through the scheduled vesting date, and expire no later than seven years from the grant date. There were no stock options granted during fiscal 2022, 2021 and 2020. There were no outstanding stock options at the end of fiscal 2022.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Restricted Stock Units, Restricted Stock, Performance Share Units and Performance Units

Restricted stock units are converted into shares of Applied common stock upon vesting on a one-for-one basis. Restricted stock has the same rights as other issued and outstanding shares of Applied common stock except these shares generally have no right to dividends and are held in escrow until the award vests. Performance share units and performance units are awards that result in a payment to a grantee, generally in shares of Applied common stock on a one-for-one basis, if performance goals, market goals and/or other vesting criteria are achieved or the awards otherwise vest. Restricted stock units, restricted stock, performance share units and performance units typically vest over three to four years and vesting is usually subject to the grantee’s continued service with Applied and, in some cases, achievement of specified performance and/or market goals. The compensation expense related to share-based awards subject solely to time-based vesting requirements (Service-Based Awards) is determined using the market value of Applied common stock, adjusted to exclude the present value of expected dividends during the vesting period. The market value of Applied common stock is calculated using the closing price of Applied common stock on the date of grant or if the grant date is not a trading date, the average of the closing prices on the trading dates immediately preceding and following the grant date. The compensation expense is recognized over the vesting period.

During fiscal 2022, 2021 and 2020, certain members of senior management were granted awards that are subject to the achievement of certain levels of specified performance and/or market goals, in addition to time-based vesting requirements (Performance Based-Awards).

Certain of Performance-Based Awards are subject to the achievement of targeted levels of adjusted operating margin and targeted levels of total shareholder return (TSR) relative to the TSR of the companies in the Standard & Poor’s 500 Index. Each of these two metrics will be weighted 50% and will be measured over a three-year period. The number of shares that may vest in full after three years ranges from 0% to 200% of the target amount. The awards become eligible to vest only if the goals are achieved and will vest only if the grantee remains employed by Applied through each applicable vesting date, subject to a qualifying retirement based on age and years of service. The awards provide for a partial payout based on actual performance at the conclusion of the three-year performance period in the event of a qualifying retirement.

During fiscal 2021, certain executive officers were also granted non-recurring long-term Performance-Based Awards that are subject to the achievement of targeted levels of Applied’s absolute TSR. The awards become eligible to vest only if targeted levels of TSR are achieved during a five-year performance period and will vest only if the grantee remains employed by Applied through the vesting date in October 2025, except in the event of involuntary termination of employment without cause, death or following a change of control. The number of shares that may vest in full after five years ranges from 0% to 200% of the target amount.

The fair value of the portion of the Performance-Based Awards subject to targeted levels of adjusted operating margin is estimated on the date of grant based on the market value of Applied common stock, adjusted to exclude the present value of expected dividends during the vesting period. The market value of Applied common stock is calculated using the closing price of Applied common stock on the date of the grant or if the grant date is not a trading date, the average of the closing prices on the trading dates immediately preceding and following the grant date. If the performance goals are not met as of the end of the performance period, no compensation expense is recognized and any previously recognized compensation expense is reversed. The expected cost is based on the portion of the awards that is probable to vest and is reflected over the service period and reduced for estimated forfeitures.

The fair value of the portion of the Performance-Based Awards subject to targeted levels of relative TSR or absolute TSR is estimated on the date of grant using a Monte Carlo simulation model. Compensation expense is recognized based upon the assumption of 100% achievement of the TSR goal and will not be reversed even if the threshold level of TSR is never achieved, and is reflected over the service period and reduced for estimated forfeitures.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following tables summarize the assumptions used for the valuation of share-based awards for the periods presented:

202220212020
Service-Based Awards and the portion of Performance-Based Awards subject to performance goals:
Grant date market value$74.62 - $157.29$74.37 - $143.05$39.18 - $66.43
Risk-free interest rate0.16% - 4.48%0.04% - 0.82%0.11% - 1.70%
Dividend yield0.47% - 3.83%0.20% - 3.09%1.69% - 6.23%
Fair value$72.24 - $154.88$72.20 - $140.66$37.02 - $64.37
20222021*****2020
Portion of Performance-Based Awards subject to market goals:
Grant date market value$146.49$86.10 - $88.84$55.84
Risk-free interest rate0.87%0.20% - 0.41%1.59%
Dividend yield0.66%0.99% - 1.02%1.50%
Expected volatility47.35%40.51% - 47.00%34.96%
Fair value$210.69$129.27 - $136.81$74.00

*Fiscal 2021 included both annual and non-recurring long-term Performance-Based Awards.

A summary of the changes in restricted stock units, restricted stock, performance shares and performance units outstanding under Applied’s equity compensation plans is presented below:

SharesWeighted Average Grant Date Fair ValueWeighted Average Remaining Contractual TermAggregate Intrinsic Value
(In millions, except per share amounts)
Non-vested restricted stock units, restricted stock, performance shares and performance units at October 27, 201918$35.782.1 years$985
Granted6$53.89
Vested(8)$31.25
Canceled(1)$42.61
Non-vested restricted stock units, restricted stock, performance shares and performance units at October 25, 202015$45.362.2 years$914
Granted5$92.04
Vested(6)$43.11
Canceled(1)$59.41
Non-vested restricted stock units, restricted stock, performance shares and performance units at October 31, 202113$63.292.2 years$1,752
Granted4$132.44
Vested(5)$54.00
Canceled(1)$82.54
Non-vested restricted stock units, restricted stock, performance shares and performance units at October 30, 202211$92.312.2 years$1,024
Non-vested restricted stock units, restricted stock, performance shares and performance units expected to vest11$90.782.0 years$997

At October 30, 2022, 0.9 million additional Performance-Based Awards could be earned based upon achievement of certain levels of specified performance and/or market goals.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Employee Stock Purchase Plans

Under the ESPP, substantially all employees may purchase Applied common stock through payroll deductions at a price equal to 85 percent of the lower of the fair market value of Applied common stock at the beginning or end of each 6-month purchase period, subject to certain limits. Applied’s purchasing cycle began in March and September of each of fiscal 2022, 2021 and 2020. Applied issued 2 million shares in fiscal 2022 at a weighted average price of $93.30 per share, 3 million shares in fiscal 2021 at a weighted average price of $70.29 per share and 3 million shares in fiscal 2020 at a weighted average price of $45.37 per share, under the ESPP. Compensation expense is calculated using the fair value of the employees’ purchase rights under the Black-Scholes model. Underlying assumptions used in the model are outlined in the following table:

202220212020
ESPP:
Dividend yield0.97%0.72%1.41%
Expected volatility46.8%41.3%48.2%
Risk-free interest rate2.24%0.05%0.58%
Expected life (in years)0.50.50.5
Weighted average estimated fair value$30.23$33.77$17.30

Note 14 Employee Benefit Plans

Employee Bonus Plans

Applied has various employee bonus plans. A discretionary bonus plan provides for the distribution of a percentage of pre-tax income to Applied employees who are not participants in other performance-based incentive plans, up to a maximum percentage of eligible compensation. Other plans provide for bonuses to Applied’s executives and other key contributors based on the achievement of profitability and/or other specified performance criteria. Charges under these plans for fiscal 2022, 2021 and 2020 were $623 million, $631 million and $471 million, respectively.

Employee Savings and Retirement Plan

Applied’s Employee Savings and Retirement Plan (the 401(k) Plan) is qualified under Sections 401(a) and (k) of the Internal Revenue Code (the Code). Eligible employees may make salary deferral and catch-up contributions under the 401(k) Plan on a pre-tax basis and on a Roth basis, subject to an annual dollar limit established by the Code. Applied matches 100% of participant salary and/or Roth deferral contributions up to the first 3% of eligible contribution and then 50% of every dollar between 4% and 6% of eligible contribution. Applied does not make matching contributions on any catch-up contributions made by participants. Plan participants who were employed by Applied or any of its affiliates became 100% vested in their Applied matching contribution account balances. Applied’s matching contributions under the 401(k) Plan were approximately $67 million for fiscal 2022, $61 million for fiscal 2021 and $52 million for fiscal 2020.

Defined Benefit Pension Plans of Foreign Subsidiaries and Other Postretirement Benefits

Several of Applied’s foreign subsidiaries have defined benefit pension plans covering substantially all of their eligible employees. Benefits under these plans are typically based on years of service and final average compensation levels. The plans are managed in accordance with applicable local statutes and practices. Applied deposits funds for certain of these plans with insurance companies, pension trustees, government-managed accounts, and/or accrues the expense for the unfunded portion of the benefit obligation on its Consolidated Financial Statements. Applied’s practice is to fund the various pension plans in amounts sufficient to meet the minimum requirements as established by applicable local governmental oversight and taxing authorities. Depending on the design of the plan, local custom and market circumstances, the liabilities of a plan may exceed the qualified plan assets. The differences between the aggregate projected benefit obligations and aggregate plan assets of these plans have been recorded as liabilities by Applied and are included in other liabilities and accrued expenses in the Consolidated Balance Sheets.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

A summary of the changes in benefit obligations and plan assets, which includes post-retirement benefits, for each fiscal year is presented below:

202220212020
(In millions, except percentages)
Change in projected benefit obligation
Beginning projected benefit obligation$685$674$617
Service cost141513
Interest cost988
Plan participants’ contributions111
Actuarial (gain) loss(201)(1)6
Foreign currency exchange rate changes(84)333
Benefits paid(10)(15)(10)
Plan amendments and other adjustments——6
Ending projected benefit obligation$414$685$674
Ending accumulated benefit obligation$371$626$627
Range of assumptions to determine benefit obligations
Discount rate1.5% - 7.3%0.6% - 6.6%0.4% - 6.5%
Rate of compensation increase2.7% - 10.0%2.4% - 10.0%2.3% - 10.0%
Change in plan assets
Beginning fair value of plan assets$491$431$409
Return on plan assets(78)49—
Employer contributions112212
Plan participants’ contributions111
Foreign currency exchange rate changes(64)319
Benefits paid(10)(15)(10)
Ending fair value of plan assets$351$491$431
Funded status$(63)$(194)$(243)
Amounts recognized in the consolidated balance sheets
Noncurrent asset$45$1$—
Current liability(1)(2)(2)
Noncurrent liability(107)(193)(241)
Total$(63)$(194)$(243)
Estimated amortization from accumulated other comprehensive loss into net periodic benefit cost over the next fiscal period
Actuarial loss$4$11$14
Prior service credit———
Total$4$11$14
Amounts recognized in accumulated other comprehensive loss
Net actuarial loss$98$200$242
Prior service credit11—
Total$99$201$242
Plans with projected benefit obligations in excess of plan assets
Projected benefit obligation$126$472$674
Fair value of plan assets$17$277$431
Plans with accumulated benefit obligations in excess of plan assets
Accumulated benefit obligation$88$413$627
Fair value of plan assets$17$277$431

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

20222021
Plan assets — allocation
Equity securities26%35%
Debt securities37%33%
Insurance contracts21%23%
Other investments15%9%
Cash1%—%

The following table presents a summary of the ending fair value of the plan assets:

October 30, 2022October 31, 2021
Level 1Level 2Level 3TotalLevel 1Level 2Level 3Total
(In millions)
Equity securities$84$—$—$84$137$—$—$137
Debt securities56——5679——79
Insurance contracts——7272——110110
Other investments—52—52—17—17
Cash3——32——2
Total assets at fair value$143$52$72267$218$17$110345
Assets measured at net asset value84146
Total$351$491

The following table presents the activity in Level 3 instruments for each fiscal year:

20222021
(In millions)
Balance, beginning of year$110$39
Actual return on plan assets:
Relating to assets still held at reporting date(24)—
Purchases, sales, settlements, net—72
Currency impact(14)(1)
Balance, end of year$72$110

Applied’s investment strategy for its defined benefit plans is to invest plan assets in a prudent manner, maintaining well-diversified portfolios with the long-term objective of meeting the obligations of the plans as they come due. Asset allocation decisions are typically made by plan fiduciaries with input from Applied’s international pension committee. Applied’s asset allocation strategy incorporates a sufficient equity exposure in order for the plans to benefit from the expected better long-term performance of equities relative to the plans’ liabilities. Applied retains investment managers, where appropriate, to manage the assets of the plans. Performance of investment managers is monitored by plan fiduciaries with the assistance of local investment consultants. The investment managers make investment decisions within the guidelines set forth by plan fiduciaries. Risk management practices include diversification across asset classes and investment styles, and periodic rebalancing toward target asset allocation ranges. Investment managers may use derivative instruments for efficient portfolio management purposes.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

A summary of the components of net periodic benefit costs and the weighted average assumptions used for net periodic benefit cost calculations for each fiscal year is presented below:

202220212020
(In millions, except percentages)
Components of net periodic benefit cost
Service cost$14$15$13
Interest cost988
Expected return on plan assets(21)(21)(22)
Amortization of actuarial loss and prior service credit101412
Net periodic benefit cost$12$16$11
Weighted average assumptions
Discount rate1.41%1.18%1.23%
Expected long-term return on assets4.56%4.80%5.10%
Rate of compensation increase2.89%2.74%2.69%

Asset return assumptions are derived based on actuarial and statistical methodologies, from analysis of long-term historical data relevant to the country in which each plan is in effect and the investments applicable to the corresponding plan. The discount rate for each plan was derived by reference to appropriate benchmark yields on high quality corporate bonds, allowing for the approximate duration of both plan obligations and the relevant benchmark yields.

Future expected benefit payments for the pension plans and the postretirement plan over the next ten fiscal years are as follows:

Benefit Payments
(In millions)
2023$8
202413
202513
202613
202714
2028-203294
Total$155

Company contributions to these plans for fiscal 2023 are expected to be approximately $6 million.

Executive Deferred Compensation Plans

Applied sponsors two unfunded deferred compensation plans, the Executive Deferred Compensation Plan (Predecessor EDCP) and the 2016 Deferred Compensation Plan (2016 DCP) (formerly known as the 2005 Executive Deferred Compensation Plan), under which certain employees may elect to defer a portion of their following year’s eligible earnings. The Predecessor EDCP was frozen as of December 31, 2004 such that no new deferrals could be made under the plan after that date and the plan would qualify for “grandfather” relief under Section 409A of the Code. The Predecessor EDCP participant accounts continue to be maintained under the plan and credited with deemed interest. The 2016 DCP was originally implemented by Applied effective as of January 1, 2005, and amended and restated as of October 12, 2015, and is intended to comply with the requirements of Section 409A of the Code. In addition, Applied also sponsors a non-qualified deferred compensation plan as a result of the acquisition of Varian. Amounts payable for all plans, including accrued deemed interest, totaled $200 million and $206 million at October 30, 2022 and October 31, 2021, respectively, which were included in other liabilities in the Consolidated Balance Sheets.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Note 15 Income Taxes

The components of income before income taxes for each fiscal year were as follows:

202220212020
(In millions)
U.S.$1,171$512$92
Foreign6,4286,2594,074
$7,599$6,771$4,166

The components of the provision for income taxes for each fiscal year were as follows:

202220212020
(In millions)
Current:
U.S.$590$462$196
Foreign275344263
State141720
879823479
Deferred:
U.S.(62)(3)(3)
Foreign2656776
State(8)(4)(5)
1956068
$1,074$883$547

A reconciliation between the statutory U.S. federal income tax rate and Applied’s actual effective income tax rate for each fiscal year is presented below:

202220212020
Tax provision at U.S. statutory rate21.0%21.0%21.0%
Effect of foreign operations taxed at various rates(4.4)(7.0)(5.9)
Changes in prior years’ unrecognized tax benefits(0.9)0.20.5
Resolutions of prior years’ income tax filings(0.2)(0.1)(1.0)
Research and other tax credits(1.0)(0.9)(1.3)
Other(0.4)(0.2)(0.2)
14.1%13.0%13.1%

Applied’s provision for income taxes and effective tax rate are affected by the geographical composition of pre-tax income which includes jurisdictions with differing tax rates, conditional reduced tax rates and other income tax incentives. It is also affected by events that vary from period to period, such as changes in income tax laws and the resolution of prior years’ income tax filings.

Applied’s effective tax rate for fiscal 2022 was higher than fiscal 2021 primarily due to a reduction of deferred tax assets related to a new tax incentive in Singapore, partially offset by changes in uncertain tax positions. Applied’s effective tax rate for fiscal 2021 was slightly lower than fiscal 2020 primarily due to higher proportion of pre-tax income in lower tax jurisdictions, partially offset by resolutions of prior years’ income tax filings.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

In the reconciliation between the statutory U.S. federal income tax rate and the effective income tax rate, the effect of foreign operations taxed at various rates represents the difference between an income tax provision at the U.S. federal statutory income tax rate and the recorded income tax provision, with the difference expressed as a percentage of worldwide income before income taxes. This effect is substantially related to the tax effect of pre-tax income in jurisdictions with lower statutory tax rates. The foreign operations with the most significant effective tax rate impact are in Singapore. The statutory tax rate for fiscal 2022 for Singapore is 17%. Applied has been granted conditional reduced tax rates that expire beginning in fiscal 2025, excluding potential renewal and subject to certain conditions with which Applied expects to comply. The tax benefits arising from these tax rates were $232 million or $0.26 per diluted share and $370 million or $0.40 per diluted share and $215 million or $0.23 per diluted share for fiscal 2022, 2021 and 2020, respectively.

Deferred tax assets and liabilities are recognized for the estimated future tax effects of temporary differences between the book and tax bases of assets and liabilities. Deferred tax assets are also recognized for net operating loss and tax credit carryovers. Deferred tax assets are offset by a valuation allowance to the extent it is more likely than not that they are not expected to be realized. The components of deferred income tax assets and liabilities were as follows:

October 30, 2022October 31, 2021
(In millions)
Deferred tax assets:
Allowance for doubtful accounts$5$4
Inventory reserves and basis difference131112
Installation and warranty reserves2929
Intangible assets9841,281
Accrued liabilities3531
Deferred revenue8225
Tax credits453369
Deferred compensation125133
Share-based compensation4234
Lease liability8161
Other6789
Gross deferred tax assets2,0342,168
Valuation allowance(460)(361)
Total deferred tax assets1,5741,807
Deferred tax liabilities:
Fixed assets(111)(93)
Right of use assets(80)(62)
Undistributed foreign earnings(39)(37)
Total deferred tax liabilities(230)(192)
Net deferred tax assets$1,344$1,615

A valuation allowance is recorded to reflect the estimated amount of net deferred tax assets that may not be realized. Changes in the valuation allowance in each fiscal year were as follows:

202220212020
(In millions)
Beginning balance$361$314$257
Increases994757
Ending balance$460$361$314

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

At October 30, 2022, Applied has state research and development tax credit carryforwards of $453 million, including $427 million of credits that are carried over until exhausted and $23 million that are carried over for 15 years and begin to expire in fiscal 2031. It is more likely than not that all tax credit carryforwards, net of valuation allowance, will be utilized.

Applied maintains liabilities for uncertain tax positions. These liabilities involve considerable judgment and estimation and are continuously monitored based on the best information available. Gross unrecognized tax benefits are classified as non-current income taxes payable or as a reduction in deferred tax assets. A reconciliation of the beginning and ending balances of gross unrecognized tax benefits in each fiscal year is as follows:

202220212020
(In millions)
Beginning balance of gross unrecognized tax benefits$537$496$845
Settlements with tax authorities(25)—(446)
Lapses of statutes of limitation—(4)(3)
Increases in tax positions for current year262644
Increases in tax positions for prior years282391
Decreases in tax positions for prior years(68)(4)(35)
Ending balance of gross unrecognized tax benefits$498$537$496

In fiscal 2020, Applied settled tax audits in Singapore related to fiscal 2012 through fiscal 2019 for additional tax payments of $72 million and a reduction of future tax deductions of $374 million. The tax expense impact of these settlements was $26 million.

Tax expense for interest and penalties on unrecognized tax benefits for fiscal 2022, 2021 and 2020 was $14 million, $14 million and $24 million, respectively. The income tax liability for interest and penalties for fiscal 2022, 2021 and 2020 was $103 million, $88 million and $74 million, respectively, and was classified as non-current income taxes payable.

Included in the balance of unrecognized tax benefits for fiscal 2022, 2021 and 2020 are $388 million, $442 million, and $410 million, respectively, of tax benefits that, if recognized, would affect the effective tax rate.

Applied’s tax returns remain subject to examination by taxing authorities. These include U.S. returns for fiscal 2015 and later years, and foreign tax returns for fiscal 2011 and later years.

The timing of the resolution of income tax examinations, as well as the amounts and timing of various tax payments that may be part of the settlement process, is highly uncertain. This could cause fluctuations in Applied’s financial condition and results of operations. Applied continues to have ongoing negotiations with various taxing authorities throughout the year.

Note 16 Warranty, Guarantees, Commitments and Contingencies

Warranty

Changes in the warranty reserves during each fiscal year were as follows:

202220212020
(In millions)
Beginning balance$242$201$196
Provisions for warranty254223165
Changes in reserves related to preexisting warranty1192
Consumption of reserves(221)(191)(162)
Ending balance$286$242$201

Applied products are generally sold with a warranty for a 12-month period following installation. The provision for the estimated cost of warranty is recorded when revenue is recognized. Parts and labor are covered under the terms of the warranty agreement. The warranty provision is based on historical experience by product, configuration and geographic region. Quarterly warranty consumption is generally associated with sales that occurred during the preceding four quarters, and quarterly warranty provisions are generally related to the current quarter’s sales.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

Guarantees

In the ordinary course of business, Applied provides standby letters of credit or other guarantee instruments to third parties as required for certain transactions initiated by either Applied or its subsidiaries. As of October 30, 2022, the maximum potential amount of future payments that Applied could be required to make under these guarantee agreements was approximately $618 million. Applied has not recorded any liability in connection with these guarantee agreements beyond that required to appropriately account for the underlying transaction being guaranteed. Applied does not believe, based on historical experience and information currently available, that it is probable that any amounts will be required to be paid under these guarantee agreements.

Applied also has agreements with various banks to facilitate subsidiary banking operations worldwide, including overdraft arrangements, issuance of bank guarantees, and letters of credit. As of October 30, 2022, Applied has provided parent guarantees to banks for approximately $294 million to cover these arrangements.

Legal Matters

From time to time, Applied receives notification from third parties, including customers and suppliers, seeking indemnification, litigation support, payment of money or other actions by Applied in connection with claims made against them. In addition, from time to time, Applied receives notification from third parties claiming that Applied may be or is infringing or misusing their intellectual property or other rights. Applied also is subject to various other legal proceedings, regulatory investigations or inquires, and claims, both asserted and unasserted, that arise in the ordinary course of business.

Although the outcome of the above-described matters, claims and proceedings cannot be predicted with certainty, Applied does not believe at this time that any will have a material effect on its consolidated financial condition or results of operations.

Note 17 Industry Segment Operations

Applied’s three reportable segments are: Semiconductor Systems, Applied Global Services, and Display and Adjacent Markets. As defined under the accounting literature, Applied’s chief operating decision-maker has been identified as the President and Chief Executive Officer, who reviews operating results to make decisions about allocating resources and assessing performance for the entire Company. Segment information is presented based upon Applied’s management organization structure as of October 30, 2022 and the distinctive nature of each segment. Future changes to this internal financial structure may result in changes to Applied’s reportable segments.

The Semiconductor Systems reportable segment includes semiconductor capital equipment for etch, rapid thermal processing, deposition, chemical mechanical planarization, metrology and inspection, wafer packaging, and ion implantation.

The Applied Global Services segment provides integrated solutions to optimize equipment and fab performance and productivity, including spares, upgrades, services, certain remanufactured earlier generation equipment and factory automation software for semiconductor, display and other products.

The Display and Adjacent Markets segment includes products for manufacturing liquid crystal displays (LCDs), organic light-emitting diodes (OLEDs), equipment upgrades and other display technologies for TVs, monitors, laptops, personal computers, smart phones, other consumer-oriented devices and solar energy cells.

Each operating segment is separately managed and has separate financial results that are reviewed by Applied’s chief operating decision-maker. Each reportable segment contains closely related products that are unique to the particular segment. Segment operating income is determined based upon internal performance measures used by Applied’s chief operating decision-maker. The chief operating decision-maker does not evaluate operating segments using total asset information.

Applied derives the segment results directly from its internal management reporting system. The accounting policies Applied uses to derive reportable segment results are substantially the same as those used for external reporting purposes. Management measures the performance of each reportable segment based upon several metrics including orders, net sales and operating income. Management uses these results to evaluate the performance of, and to assign resources to, each of the reportable segments.

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The Corporate and Other category includes revenues from products, as well as costs of products sold, for fabricating solar photovoltaic cells and modules, and certain operating expenses that are not allocated to its reportable segments and are managed separately at the corporate level. These operating expenses include costs related to share-based compensation; certain management, finance, legal, human resources, and research, development and engineering functions provided at the corporate level; and unabsorbed information technology and occupancy. In addition, Applied does not allocate to its reportable segments restructuring, severance and asset impairment charges and any associated adjustments related to restructuring actions, unless these actions pertain to a specific reportable segment. Segment operating income also excludes interest income/expense and other financial charges and income taxes. Management does not consider the unallocated costs in measuring the performance of the reportable segments.

Information for each reportable segment for and as of the end of each fiscal year were as follows:

Net SalesOperating Income (Loss)Depreciation/ AmortizationCapital ExpendituresAccounts ReceivableInventories
(In millions)
2022:
Semiconductor Systems$18,797$6,969$203$249$4,924$3,995
Applied Global Services5,5431,66131389971,788
Display and Adjacent Markets1,3312603130148129
Corporate and Other114(1,102)179470(1)20
Total$25,785$7,788$444$787$6,068$5,932
2021:
Semiconductor Systems$16,286$6,311$194$228$3,886$2,586
Applied Global Services5,0131,50832299221,561
Display and Adjacent Markets1,6343142732207153
Corporate and Other130(1,244)141379(62)9
Total$23,063$6,889$394$668$4,953$4,309
2020:
Semiconductor Systems$11,367$3,714$219$226$2,061$2,139
Applied Global Services4,1551,12734307641,545
Display and Adjacent Markets1,6072913129179195
Corporate and Other73(767)92137(41)25
Total$17,202$4,365$376$422$2,963$3,904

Semiconductor Systems and Display and Adjacent Markets revenues are recognized at a point in time. Applied Global Services revenue is recognized at a point in time for tangible goods such as spare parts and equipment, and over time for service agreements. The majority of revenue recognized over time is recognized within 12 months of the contract inception.

Operating income (loss) for fiscal 2021 included severance and related charges as discussed in Note 12, Severance and Related Charges and a $154 million deal termination fee associated with the termination of a Share Purchase Agreement with Kokusai Electric Corporation and KKR HKE Investment L. P. during the second quarter of fiscal 2021.

Net sales for Semiconductor Systems by end use application for the periods indicated were as follows:

202220212020
Foundry, logic and other66%60%59%
Dynamic random-access memory (DRAM)19%19%20%
Flash memory15%21%21%
100%100%100%

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The reconciling items included in Corporate and Other were as follows:

202220212020
(In millions)
Unallocated net sales$114$130$73
Unallocated cost of products sold and expenses(807)(725)(533)
Share-based compensation(413)(346)(307)
Severance and related charges4(149)—
Deal termination fee—(154)—
Total$(1,102)$(1,244)$(767)

For geographical reporting, revenue by geographic location is determined by the location of customers’ facilities to which products were shipped. Long-lived assets consist primarily of property, plant and equipment and right-of-use assets and are attributed to the geographic location in which they are located. Fiscal 2021 long-lived asset amount has been updated to include right-of-use assets to conform with the current year presentation. Net sales and long-lived assets by geographic region for and as of each fiscal year were as follows:

202220212020
(In millions)
Net sales:
United States$3,104$2,038$1,619
China7,2547,5355,456
Korea4,3955,0123,031
Taiwan6,2624,7423,953
Japan2,0121,9621,996
Europe1,6741,097736
Southeast Asia1,084677411
Total outside United States22,68121,02515,583
Consolidated total$25,785$23,063$17,202
October 30, 2022October 31, 2021
(In millions)
Long-lived assets:
United States$2,725$2,241
China610
Korea1416
Taiwan6262
Japan79
Europe7525
Southeast Asia818
Total outside United States172140
Consolidated total$2,897$2,381

APPLIED MATERIALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS — (Continued)

The following customers accounted for at least 10 percent of Applied’s net sales in each fiscal year, which were for products and services in multiple reportable segments:

202220212020
Samsung Electronics Co., Ltd.12%20%18%
Taiwan Semiconductor Manufacturing Company Limited20%15%18%
Intel Corporation10%**

  • Less than 10%

INDEX TO EXHIBITS

These Exhibits are numbered in accordance with the Exhibit Table of Item 601 of Regulation S-K:

Incorporated by Reference
Exhibit No.DescriptionFormFile No.Exhibit No.Filing Date
2.1Amendment to Share Purchase Agreement, dated as of January 1, 2021, by and among Applied Materials, Inc., Kokusai Electric Corporation and KKR HKE Investment L.P.8-K000-069202.11/4/2021
3.1Amended and Restated Certificate of Incorporation of Applied Materials, Inc., as amended and restated through March 16, 20208-K000-069203.13/16/2020
3.2Amended and Restated Bylaws of Applied Materials, Inc., as amended and restated through December 13, 20228-K000-069203.0212/16/2022
4.1Indenture, dated June 8, 2011, by and between Applied Materials, Inc. and U.S. Bank National Association, as Trustee8-K000-069204.16/10/2011
4.2First Supplemental Indenture, dated June 8, 2011, by and between Applied Materials, Inc. and U.S. Bank National Association, as Trustee8-K000-069204.26/10/2011
4.3Second Supplemental Indenture, dated September 24, 2015, by and between Applied Materials, Inc. and U.S. Bank National Association, as Trustee8-K000-069204.19/24/2015
4.4Third Supplemental Indenture, dated March 31, 2017, by and between Applied Materials, Inc. and U.S. Bank National Association, as Trustee8-K000-069204.13/31/2017
4.5Fourth Supplemental Indenture dated May 29, 2020, by and between Applied Materials, Inc. and U.S. Bank National Association8-K000-069204.15/29/2020
4.6Description of Registrant’s Securities Registered Under Section 12 of the Securities Exchange Act of 193410-K000-069204.612/11/2020
10.1Form of Indemnification Agreement between Applied Materials, Inc. and Directors and certain officers†
10.2Applied Materials, Inc. Profit Sharing Scheme (Ireland)S-8333-450114.11/27/1998
10.3*Applied Materials Inc. Employee Financial Assistance Plan, amended and restated as of December 18, 200810-Q000-0692010.583/3/2009
10.4Deed of Amendment to Applied Materials Profit Sharing Scheme, dated February 7, 2006, to amend Clause 20 of the Trust Deed thereunder10-K000-0692010.4812/12/2008
10.5Deed of Amendment to Applied Materials Profit Sharing Scheme, dated February 7, 2006, to amend the definition of Eligible Employee in the First Schedule to the Trust Deed thereunder.10-K000-0692010.4912/12/2008
10.6*Form of Restricted Stock Unit Agreement for use under the amended and restated Applied Materials, Inc. Employee Stock Incentive Plan10-Q000-0692010.35/27/2021
10.7*Form of Restricted Stock Unit Agreement for Nonemployee Directors for use under the amended and restated Applied Materials, Inc. Employee Stock Incentive Plan10-Q000-0692010.45/27/2021
10.8*Form of Performance Shares Agreement for certain executive officers for use under the Applied Materials, Inc. Employee Stock Incentive Plan10-Q000-0692010.32/25/2021
10.9*Form of Restricted Stock Agreement for use under the amended and restated Applied Materials, Inc. Employee Stock Incentive Plan10-Q000-0692010.38/23/2012
10.10*Applied Materials, Inc. Omnibus Employees’ Stock Purchase Plan, effective September 1, 20218-K000-0692010.23/16/2021
10.11*Offer Letter, dated August 14, 2013, between Applied Materials, Inc. and Gary E. Dickerson10-Q000-0692010.28/22/2013
Incorporated by Reference
Exhibit No.DescriptionFormFile No.Exhibit No.Filing Date
10.12*Form of Non-Qualified Stock Option Agreement for Employees for use under the Applied Materials, Inc. Employee Stock Incentive Plan, as amended10-Q000-0692010.48/22/2013
10.13*Form of Performance Unit Agreement for use under the Applied Materials, Inc. Employee Stock Incentive Plan, as amended10-Q000-0692010.22/20/2014
10.14*Applied Materials, Inc. Applied Incentive Plan, amended and restated effective October 27, 201410-Q000-0692010.42/19/2015
10.15*Applied Materials, Inc. 2016 Deferred Compensation Plan, as amended and restated on January 1, 2021†
10.16*Applied Materials, Inc. Employee Stock Incentive Plan, as amended and restated effective March 11, 20218-K000-0692010.13/16/2021
10.17*Applied Materials, Inc. Senior Executive Bonus Plan, as amended and restated effective March 9, 201710-Q000-0692010.25/25/2017
10.18*Form of Performance Share Unit Agreement for members of the Executive Staff for use under the amended and restated Applied Materials, Inc. Employee Stock Incentive Plan10-Q000-0692010.55/27/2021
10.19*Form of Restricted Stock Unit Agreement for members of the Executive Staff for use under the amended and restated Applied Materials, Inc. Employee Stock Incentive Plan10-Q000-0692010.65/27/2021
10.20Share Purchase Agreement, dated as of June 30, 2019, among Applied Materials, Inc., Kokusai Electric Corporation and KKR HKE Investment L.P.8-K000-069202.17/1/2019
10.21*Offer Letter, dated February 26, 2022, between Applied Materials, Inc. and Brice Hill10-Q000-0692010.15/26/2022
10.22Credit Agreement, dated as of February 21, 2020, among Applied Materials, Inc., JPMorgan Chase Bank, N.A., as administrative agent, and other lenders named therein8-K000-0692010.12/21/2020
10.23Amendment No. 1, dated as of July 27, 2022, to the Credit Agreement, dated as of February 21, 2020, among Applied Materials, Inc., JPMorgan Chase Bank, N.A., as administrative agent, and other lenders named therein10-Q000-0692010.18/25/2022
10.24*Separation Agreement and Release, dated as of September 23, 2022, by and between Ali Salehpour and Applied Materials, Inc.8-K000-0692010.19/29/2022
21Subsidiaries of Applied Materials, Inc.†
23Consent of Independent Registered Public Accounting Firm, KPMG LLP†
24Power of Attorney (included on the signature page of this Annual Report on Form 10-K)†
31.1Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002†
31.2Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002†
32.1Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002‡
32.2Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002‡
101.INSXBRL Instance Document‡
101.SCHXBRL Taxonomy Extension Schema Document‡
101.CALXBRL Taxonomy Extension Calculation Linkbase Document‡
101.DEFXBRL Taxonomy Extension Definition Linkbase Document‡
101.LABXBRL Taxonomy Extension Label Linkbase Document‡
Incorporated by Reference
Exhibit No.DescriptionFormFile No.Exhibit No.Filing Date
101.PREXBRL Taxonomy Extension Presentation Linkbase Document‡
104Cover Page Interactive Data File (formatted as inline XBRL)
*Indicates a management contract or compensatory plan or arrangement, as required by Item 15(a)(3).
†Filed herewith.
‡Furnished herewith.

SIGNATURES

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

APPLIED MATERIALS, INC.
By:/s/ GARY E. DICKERSON
Gary E. Dickerson
President, Chief Executive Officer

Dated: December 16, 2022

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Gary E. Dickerson, Brice Hill and Teri Little, jointly and severally, his or her attorneys-in-fact, each with the power of substitution, for him or her in any and all capacities, to sign any amendments to this Annual Report on Form 10-K, and to file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his substitute or substitutes, may do or cause to be done by virtue hereof.


Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

TitleDate
/s/ GARY E. DICKERSONPresident, Chief Executive Officer and Director (Principal Executive Officer)December 16, 2022
Gary E. Dickerson
/s/ BRICE HILLSenior Vice President, Chief Financial Officer (Principal Financial Officer)December 16, 2022
Brice Hill
/s/ JEFF BODNERCorporate Vice President, Corporate Controller and Chief Accounting Officer (Principal Accounting Officer)December 16, 2022
Jeff Bodner
/S/ THOMAS J. IANNOTTI
Thomas J. IannottiChairman of the BoardDecember 16, 2022
/S/ RANI BORKAR
Rani BorkarDirectorDecember 16, 2022
/S/ JUDY BRUNER
Judy BrunerDirectorDecember 16, 2022
/S/ XUN CHEN
Xun ChenDirectorDecember 16, 2022
/S/ AART J. DE GEUS
Aart J. de GeusDirectorDecember 16, 2022
/S/ ALEXANDER A. KARSNER
Alexander A. KarsnerDirectorDecember 16, 2022
/S/ ADRIANNA C. MA
Adrianna C. MaDirectorDecember 16, 2022
/S/ KEVIN P. MARCH
Kevin P. MarchDirectorDecember 16, 2022
/s/ YVONNE MCGILL
Yvonne McGillDirectorDecember 16, 2022
/s/ SCOTT A. MCGREGOR
Scott A. McGregorDirectorDecember 16, 2022

Previous: Item 15. Exhibits, Financial Statement Schedules