Item 1. Financial Statements (Unaudited)

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Item 1. Financial Statements (Unaudited)

CISCO SYSTEMS, INC.

CONSOLIDATED BALANCE SHEETS

(in millions, except par value)

(Unaudited)

April 27, 2024July 29, 2023
ASSETS
Current assets:
Cash and cash equivalents$8,913$10,123
Investments9,85716,023
Accounts receivable, net of allowance of $81 at April 27, 2024 and $85 at July 29, 20235,1275,854
Inventories3,1183,644
Financing receivables, net3,4433,352
Other current assets5,4284,352
Total current assets35,88643,348
Property and equipment, net2,0002,085
Financing receivables, net3,2513,483
Goodwill58,63338,535
Purchased intangible assets, net11,8191,818
Deferred tax assets5,5276,576
Other assets5,8826,007
TOTAL ASSETS$122,998$101,852
LIABILITIES AND EQUITY
Current liabilities:
Short-term debt$11,891$1,733
Accounts payable2,0542,313
Income taxes payable1,8674,235
Accrued compensation3,2113,984
Deferred revenue15,75113,908
Other current liabilities5,3345,136
Total current liabilities40,10831,309
Long-term debt20,1026,658
Income taxes payable2,8695,756
Deferred revenue11,72411,642
Other long-term liabilities2,4272,134
Total liabilities77,23057,499
Commitments and contingencies (Note 14)
Equity:
Cisco stockholders’ equity:
Preferred stock, $0.001 par value: 5 shares authorized; none issued and outstanding——
Common stock and additional paid-in capital, $0.001 par value: 20,000 shares authorized; 4,031 and 4,066 shares issued and outstanding at April 27, 2024 and July 29, 2023, respectively45,34344,289
Retained earnings2,0551,639
Accumulated other comprehensive loss(1,630)(1,575)
Total equity45,76844,353
TOTAL LIABILITIES AND EQUITY$122,998$101,852

See Notes to Consolidated Financial Statements.

CISCO SYSTEMS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions, except per-share amounts)

(Unaudited)

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
REVENUE:
Product$9,024$11,092$29,395$31,492
Service3,6783,47910,76610,303
Total revenue12,70214,57140,16141,795
COST OF SALES:
Product3,2954,13610,69512,353
Service1,1341,2033,4193,437
Total cost of sales4,4295,33914,11415,790
GROSS MARGIN8,2739,23226,04726,005
OPERATING EXPENSES:
Research and development1,9481,9625,8045,598
Sales and marketing2,5592,5267,5237,301
General and administrative7366412,0501,788
Amortization of purchased intangible assets29770430212
Restructuring and other charges54287677328
Total operating expenses6,0825,28616,48415,227
OPERATING INCOME2,1913,9469,56310,778
Interest income4112621,095650
Interest expense(357)(109)(588)(316)
Other income (loss), net(10)(142)(232)(265)
Interest and other income (loss), net441127569
INCOME BEFORE PROVISION FOR INCOME TAXES2,2353,9579,83810,847
Provision for income taxes3497451,6802,192
NET INCOME$1,886$3,212$8,158$8,655
Net income per share:
Basic$0.47$0.79$2.01$2.11
Diluted$0.46$0.78$2.00$2.11
Shares used in per-share calculation:
Basic4,0424,0894,0514,100
Diluted4,0604,1104,0714,111

See Notes to Consolidated Financial Statements.

CISCO SYSTEMS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in millions)

(Unaudited)

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Net income$1,886$3,212$8,158$8,655
Available-for-sale investments:
Change in net unrealized gains and losses, net of tax benefit (expense) of $19 and $(14) for the third quarter and first nine months of fiscal 2024, respectively, and $(1) and $11 for the corresponding periods of fiscal 2023, respectively(39)3660(28)
Net (gains) losses reclassified into earnings, net of tax (benefit) expense of $(3) and $(12) for the third quarter and first nine months of fiscal 2024, respectively, and $(2) and $(3) for the corresponding periods of fiscal 2023, respectively1144512
(28)40105(16)
Cash flow hedging instruments:
Change in unrealized gains and losses, net of tax benefit (expense) of $(20) and $(29) for the third quarter and first nine months of fiscal 2024, respectively, and $(4) and $(1) for the corresponding periods of fiscal 2023, respectively6313934
Net (gains) losses reclassified into earnings, net of tax (benefit) expense of $4 and $9 for the third quarter and first nine months of fiscal 2024, respectively, and $3 and $12 for the corresponding periods of fiscal 2023, respectively(9)(10)(27)(38)
54366(34)
Net change in cumulative translation adjustment and actuarial gains and losses net of tax benefit (expense) of $(2) and $(1) for the third quarter and first nine months of fiscal 2024, respectively, and $0 and $24 for the corresponding periods of fiscal 2023, respectively(144)(63)(226)66
Other comprehensive income (loss)(118)(20)(55)16
Comprehensive income$1,768$3,192$8,103$8,671

See Notes to Consolidated Financial Statements.

CISCO SYSTEMS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

(Unaudited)

Nine Months Ended
April 27, 2024April 29, 2023
Cash flows from operating activities:
Net income$8,158$8,655
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization, and other1,6841,304
Share-based compensation expense2,2741,720
Provision for receivables1911
Deferred income taxes(245)(1,343)
(Gains) losses on divestitures, investments and other, net224243
Change in operating assets and liabilities, net of effects of acquisitions and divestitures:
Accounts receivable1,2861,494
Inventories530(894)
Financing receivables921,126
Other assets(382)(428)
Accounts payable(300)156
Income taxes, net(5,223)1,120
Accrued compensation(1,092)25
Deferred revenue2111,055
Other liabilities(86)(324)
Net cash provided by operating activities7,15013,920
Cash flows from investing activities:
Purchases of investments(3,044)(7,652)
Proceeds from sales of investments3,874802
Proceeds from maturities of investments5,8043,789
Acquisitions, net of cash and cash equivalents acquired(25,874)(96)
Purchases of investments in privately held companies(82)(162)
Return of investments in privately held companies14672
Acquisition of property and equipment(472)(616)
Other(2)(24)
Net cash used in investing activities(19,650)(3,887)
Cash flows from financing activities:
Issuances of common stock347316
Repurchases of common stock—repurchase program(3,772)(3,029)
Shares repurchased for tax withholdings on vesting of restricted stock units(765)(444)
Short-term borrowings, original maturities of 90 days or less, net1,547(602)
Issuances of debt24,159—
Repayments of debt(2,195)(500)
Repayments of Splunk convertible debt, net(3,140)—
Dividends paid(4,778)(4,713)
Other(52)(4)
Net cash provided by (used in) financing activities11,351(8,976)
Effect of foreign currency exchange rate changes on cash, cash equivalents, restricted cash and restricted cash equivalents(39)(90)
Net increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents(1,188)967
Cash, cash equivalents, restricted cash and restricted cash equivalents, beginning of period11,6278,579
Cash, cash equivalents, restricted cash and restricted cash equivalents, end of period$10,439$9,546
Supplemental cash flow information:
Cash paid for interest$350$306
Cash paid for income taxes, net$7,150$2,414

See Notes to Consolidated Financial Statements.

CISCO SYSTEMS, INC.

CONSOLIDATED STATEMENTS OF EQUITY

(in millions, except per-share amounts)

(Unaudited)

Three Months Ended April 27, 2024Shares of Common StockCommon Stock and Additional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive LossTotal Equity
Balance at January 27, 20244,050$45,002$2,761$(1,512)$46,251
Net income1,8861,886
Other comprehensive income (loss)(118)(118)
Issuance of common stock11(2)(2)
Repurchase of common stock(26)(283)(973)(1,256)
Shares repurchased for tax withholdings on vesting of restricted stock units and other(4)(186)(186)
Cash dividends declared ($0.40 per common share)(1,615)(1,615)
Share-based compensation811811
Other1(4)(3)
Balance at April 27, 20244,031$45,343$2,055$(1,630)$45,768
Nine Months Ended April 27, 2024Shares of Common StockCommon Stock and Additional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive LossTotal Equity
Balance at July 29, 20234,066$44,289$1,639$(1,575)$44,353
Net income8,1588,158
Other comprehensive income (loss)(55)(55)
Issuance of common stock54347347
Repurchase of common stock(74)(811)(2,951)(3,762)
Shares repurchased for tax withholdings on vesting of restricted stock units and other(15)(767)(767)
Cash dividends declared ($1.18 per common share)(4,778)(4,778)
Share-based compensation2,2742,274
Other11(13)(2)
Balance at April 27, 20244,031$45,343$2,055$(1,630)$45,768

CISCO SYSTEMS, INC.

CONSOLIDATED STATEMENTS OF EQUITY

(in millions, except per-share amounts)

(Unaudited)

Three Months Ended April 29, 2023Shares of Common StockCommon Stock and Additional Paid-In CapitalRetained Earnings (Accumulated Deficit)Accumulated Other Comprehensive LossTotal Equity
Balance at January 28, 20234,095$43,424$(364)$(1,586)$41,474
Net income3,2123,212
Other comprehensive income (loss)(20)(20)
Issuance of common stock8——
Repurchase of common stock(25)(270)(989)(1,259)
Shares repurchased for tax withholdings on vesting of restricted stock units and other(3)(139)(139)
Cash dividends declared ($0.39 per common share)(1,593)(1,593)
Share-based compensation623623
Other1(4)(3)
Balance at April 29, 20234,075$43,639$262$(1,606)$42,295
Nine Months Ended April 29, 2023Shares of Common StockCommon Stock and Additional Paid-In CapitalRetained Earnings (Accumulated Deficit)Accumulated Other Comprehensive LossTotal Equity
Balance at July 30, 20224,110$42,714$(1,319)$(1,622)$39,773
Net income8,6558,655
Other comprehensive income (loss)1616
Issuance of common stock38316316
Repurchase of common stock(63)(664)(2,353)(3,017)
Shares repurchased for tax withholdings on vesting of restricted stock units and other(10)(449)(449)
Cash dividends declared ($1.15 per common share)(4,713)(4,713)
Share-based compensation1,7201,720
Other2(8)(6)
Balance at April 29, 20234,075$43,639$262$(1,606)$42,295

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

**1.**Organization and Basis of Presentation

The fiscal year for Cisco Systems, Inc. (the “Company,” “Cisco,” “we,” “us,” or “our”) is the 52 or 53 weeks ending on the last Saturday in July. Fiscal 2024 and fiscal 2023 are each 52-week fiscal years. The Consolidated Financial Statements include our accounts and those of our subsidiaries. All intercompany accounts and transactions have been eliminated. We conduct business globally and are primarily managed on a geographic basis in the following three geographic segments: the Americas; Europe, Middle East, and Africa (EMEA); and Asia Pacific, Japan, and China (APJC).

We have prepared the accompanying financial data as of April 27, 2024 and for the third quarter and first nine months of fiscal 2024 and 2023, without audit, pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States (GAAP) have been condensed or omitted pursuant to such rules and regulations. The July 29, 2023 Consolidated Balance Sheet was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States. However, we believe that the disclosures are adequate to make the information presented not misleading. These Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and the notes thereto included in our Annual Report on Form 10-K for the fiscal year ended July 29, 2023.

In the opinion of management, all normal recurring adjustments necessary to state fairly the consolidated balance sheet as of April 27, 2024, the results of operations, the statements of comprehensive income and the statements of equity for the third quarter and first nine months of fiscal 2024 and 2023, and the statements of cash flows for the first nine months of fiscal 2024 and 2023, as applicable, have been made. The results of operations for the third quarter and first nine months of fiscal 2024 are not necessarily indicative of the operating results for the full fiscal year or any future periods.

Our consolidated financial statements include our accounts and investments consolidated under the voting interest model. The noncontrolling interests attributed to these investments are not presented as a separate component in the equity section of the Consolidated Balance Sheets as these amounts are not material for any of the fiscal periods presented. The share of earnings attributable to the noncontrolling interests are not presented separately in the Consolidated Statements of Operations as these amounts are not material for any of the fiscal periods presented.

Certain reclassifications have been made to the amounts in prior periods in order to conform to the current period’s presentation. We have evaluated subsequent events through the date that the financial statements were issued.

**2.**Recent Accounting Pronouncements

**(a)**Recent Accounting Standards or Updates Not Yet Effective

Segment Reporting In November 2023, the Financial Accounting Standards Board (FASB) issued an accounting standard update that expands the disclosure requirements for reportable segments, primarily through enhanced disclosures around significant segment expenses. The accounting standard update will be effective for our fiscal 2025 Form 10-K on a retrospective basis, and early adoption is permitted. We are currently evaluating the impact of this accounting standard update on our segment disclosures.

Improvements on Income Tax Disclosures In December 2023, the FASB issued an accounting standard update expanding the requirements for disclosure of disaggregated information about the effective tax rate reconciliation and income taxes paid. The accounting standard update will be effective for our fiscal 2026 Form 10-K. We are currently evaluating the impact of this accounting standard update on our income tax disclosures.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

**3.**Revenue

We enter into contracts with customers that can include various combinations of products and services which are generally distinct and accounted for as separate performance obligations. As a result, our contracts may contain multiple performance obligations. We determine whether arrangements are distinct based on whether the customer can benefit from the product or service on its own or together with other resources that are readily available and whether our commitment to transfer the product or service to the customer is separately identifiable from other obligations in the contract. We classify our hardware, perpetual software licenses, and software-as-a-service (SaaS) as distinct performance obligations. Term software licenses represent multiple obligations, which include software licenses and software maintenance. In transactions where we deliver hardware or software, we are typically the principal and we record revenue and costs of goods sold on a gross basis. We refer to our term software licenses, security software licenses, SaaS, and associated service arrangements as subscription offers.

We recognize revenue upon transfer of control of promised goods or services in a contract with a customer in an amount that reflects the consideration we expect to receive in exchange for those products or services. Transfer of control occurs once the customer has the contractual right to use the product, generally upon shipment, electronic delivery (or when the software is available for download by the customer), or once title and risk of loss has transferred to the customer. Transfer of control can also occur over time for software maintenance and services as the customer receives the benefit over the contract term. Our hardware and perpetual software licenses are distinct performance obligations where revenue is recognized upfront upon transfer of control. Term software licenses include multiple performance obligations where the term licenses are recognized upfront upon transfer of control, with the associated software maintenance revenue recognized ratably over the contract term as services and software updates are provided. SaaS arrangements do not include the right for the customer to take possession of the software during the term, and therefore have one distinct performance obligation which is satisfied over time with revenue recognized ratably over the contract term as the customer consumes the services. On our product sales, we record consideration from shipping and handling on a gross basis within net product sales. We record our revenue net of any associated sales taxes.

An allowance for future sales returns is established based on historical trends in product return rates. The allowance for future sales returns as of April 27, 2024 and July 29, 2023 was $35 million and $39 million, respectively, and was recorded as a reduction of our accounts receivable and revenue.

Significant Judgments

Revenue is allocated among these performance obligations in a manner that reflects the consideration that we expect to be entitled to for the promised goods or services based on standalone selling prices (SSP). SSP is estimated for each distinct performance obligation and judgment may be required in their determination. The best evidence of SSP is the observable price of a product or service when we sell the goods separately in similar circumstances and to similar customers. In instances where SSP is not directly observable, we determine SSP using information that may include market conditions and other observable inputs.

We assess relevant contractual terms in our customer contracts to determine the transaction price. We apply judgment in identifying contractual terms and determining the transaction price as we may be required to estimate variable consideration when determining the amount of revenue to recognize. Variable consideration includes potential contractual penalties and various rebate, cooperative marketing and other incentive programs that we offer to our distributors, channel partners and customers. When determining the amount of revenue to recognize, we estimate the expected usage of these programs, applying the expected value or most likely estimate and update the estimate at each reporting period as actual utilization becomes available. We also consider the customers’ right of return in determining the transaction price, where applicable.

We assess certain software licenses, such as for security software, that contain critical updates or upgrades which customers can download throughout the contract term. Without these updates or upgrades, the functionality of the software would diminish over a relatively short time period. These updates or upgrades provide the customer the full functionality of the purchased security software licenses and are required to maintain the security license’s utility as the risks and threats in the environment are rapidly changing. In these circumstances, the revenue from these software arrangements is recognized as a single performance obligation satisfied over the contract term.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

**(a)**Disaggregation of Revenue

We disaggregate our revenue into groups of similar products and services that depict the nature, amount, and timing of revenue and cash flows for our various offerings. The sales cycle, contractual obligations, customer requirements, and go-to-market strategies differ for each of our product categories, resulting in different economic risk profiles for each category. Effective in the first quarter of fiscal 2024, we began reporting our product and service revenue in the following categories: Networking, Security, Collaboration, Observability, and Services and conformed our product revenue for prior periods to the current period presentation. The following table presents this disaggregation of revenue (in millions):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Product revenue:
Networking$6,522$8,982$22,425$25,105
Security1,3049583,2882,872
Collaboration9879853,0933,029
Observability211167589486
Total Product9,02411,09229,39531,492
Services3,6783,47910,76610,303
Total$12,702$14,571$40,161$41,795

Amounts may not sum due to rounding.

Networking consists of our core networking technologies of switching, routing, wireless, 5G, silicon, optics solutions and compute products. These technologies consist of both hardware and software offerings, including software licenses and SaaS. Our hardware and perpetual software in this category are distinct performance obligations where revenue is recognized upfront upon transfer of control. Term software licenses are multiple performance obligations where the term license is recognized upfront upon transfer of control with the associated software maintenance revenue recognized ratably over the contract term. SaaS arrangements in this category have one distinct performance obligation which is satisfied over time with revenue recognized ratably over the contract term.

Security consists of our Cloud and Application Security, Industrial Security, Network Security, and User and Device Security offerings. This product category includes the Splunk Platform and Splunk Security offerings after our acquisition of Splunk, although the Splunk Platform has use cases that can also be applicable for observability offerings. See Note 4. These products consist of both hardware and software offerings, including software licenses and SaaS. Updates and upgrades for the term software licenses are critical for our software to perform its intended commercial purpose because of the continuous need for our software to secure our customers’ network environments against frequent threats. Therefore, security software licenses are generally represented by a single distinct performance obligation with revenue recognized ratably over the contract term. Our hardware and perpetual software in this category are distinct performance obligations where revenue is recognized upfront upon transfer of control. SaaS arrangements in this category have one distinct performance obligation which is satisfied over time with revenue recognized ratably over the contract term.

Collaboration consists of our Meetings, Collaboration Devices, Calling, Contact Center and Communication Platform as a Service (CPaaS) offerings. These products consist primarily of software offerings, including software licenses and SaaS, as well as hardware. Our perpetual software and hardware in this category are distinct performance obligations where revenue is recognized upfront upon transfer of control. Term software licenses are multiple performance obligations where the term license is recognized upfront upon transfer of control with the associated software maintenance revenue recognized ratably over the contract term. SaaS arrangements in this category have one distinct performance obligation which is satisfied over time with revenue recognized ratably over the contract term.

Observability consists of our full stack observability offerings. This product category includes the Splunk Observability Suite after our acquisition of Splunk. This product category excludes the Splunk Platform which includes use cases that can also be associated with observability offerings. See Note 4. These products consist primarily of software offerings, including software licenses and SaaS. Our perpetual software in this category are distinct performance obligations where revenue is recognized upfront upon transfer of control. Term software licenses are multiple performance obligations where the term license is recognized upfront upon transfer of control with the associated software maintenance revenue recognized ratably over the contract term. SaaS arrangements in this category have one distinct performance obligation which is satisfied over time with revenue recognized ratably over the contract term.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

In addition to our product offerings, we provide a broad range of service and support options for our customers, including technical support services and advanced services. Technical support services represent the majority of these offerings which are distinct performance obligations that are satisfied over time with revenue recognized ratably over the contract term. Advanced services are distinct performance obligations that are satisfied over time with revenue recognized as services are delivered.

The sales arrangements as discussed above are typically made pursuant to customer purchase orders based on master purchase or partner agreements. Cash is received based on our standard payment terms which is typically 30 days. We provide financing arrangements to customers for our hardware, software and service offerings. Refer to Note 9 for additional information. For these arrangements, cash is typically received over time.

**(b)**Contract Balances

Accounts Receivable

Accounts receivable, net was $5.1 billion as of April 27, 2024 compared to $5.9 billion as of July 29, 2023, as reported on the Consolidated Balance Sheets.

The allowances for credit loss for our accounts receivable are summarized as follows (in millions):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Allowance for credit loss at beginning of period$79$86$85$83
Provisions1092123
Recoveries (write-offs), net(8)(12)(25)(23)
Allowance for credit loss at end of period$81$83$81$83

Contract Assets and Liabilities

Gross contract assets by our internal risk ratings are summarized as follows (in millions):

April 27, 2024July 29, 2023
1 to 4$1,176$672
5 to 61,383954
7 and Higher7060
Total$2,629$1,686

Contract assets consist of unbilled receivables and are recorded when revenue is recognized in advance of scheduled billings to our customers. These amounts are primarily related to software and service arrangements where transfer of control has occurred but we have not yet invoiced. Our contract assets for these unbilled receivables, net of allowances, were $2.6 billion as of April 27, 2024 and $1.6 billion as of July 29, 2023, and were included in other current assets and other assets.

Contract liabilities consist of deferred revenue. Deferred revenue was $27.5 billion as of April 27, 2024 compared to $25.6 billion as of July 29, 2023. We recognized approximately $3.0 billion and $11.5 billion of revenue during the third quarter and first nine months of fiscal 2024 that was included in the deferred revenue balance at July 29, 2023.

**(c)**Capitalized Contract Acquisition Costs

We capitalize direct and incremental costs incurred to acquire contracts, primarily sales commissions, for which the associated revenue is expected to be recognized in future periods. We incur these costs in connection with both initial contracts and renewals. These costs are initially deferred and typically amortized over the term of the customer contract which corresponds to the period of benefit. Capitalized contract acquisition costs were $1.3 billion and $1.1 billion as of April 27, 2024 and July 29, 2023, respectively, and were included in other current assets and other assets. The amortization expense associated with these costs was $201 million and $525 million for the third quarter and first nine months fiscal 2024, respectively, and $172 million and $549 million for the corresponding periods of fiscal 2023, respectively, and was included in sales and marketing expenses.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

**4.**Acquisitions

Acquisition of Splunk Inc.

On March 18, 2024, we completed the acquisition of Splunk Inc. (“Splunk”), a public cybersecurity and observability company. Under the terms of the agreement, we agreed to pay $157 per share in cash, representing approximately $27 billion in merger consideration.

Purchase Consideration

The following table summarizes the purchase consideration for the Splunk acquisition (in millions):

Amount
Cash paid for outstanding Splunk common stock$26,950
Fair value of converted Splunk equity awards attributable to pre-acquisition services137
Settlement of pre-existing relationships3
Total purchase consideration$27,090

A summary of the preliminary allocation of the total purchase consideration for Splunk is presented as follows (in millions):

Amount
Cash and cash equivalents$2,422
Investments285
Accounts receivable, net623
Goodwill19,301
Purchased intangible assets10,550
Deferred tax assets1,308
Other current and other assets1,176
Accounts payable(39)
Accrued compensation(337)
Current portion of deferred revenue(1,768)
Splunk convertible notes(3,344)
Deferred tax liabilities(2,572)
Long-term portion of deferred revenue(86)
Other current and other long-term liabilities(429)
Total$27,090

The purchase price allocation for Splunk is preliminary and subject to revision as additional information about fair value of assets and liabilities becomes available. Additional information that existed as of the acquisition date but is currently unknown to us may become known during the remainder of the measurement period, a period not to exceed 12 months from the acquisition date.

Our Consolidated Statements of Operations for the third quarter and first nine months of fiscal 2024 include revenue of $413 million and a net loss of $212 million attributable to Splunk since the date of acquisition.

We incurred $85 million of transaction costs related to the Splunk acquisition and these costs were expensed as incurred in general and administrative expenses (“G&A”) expenses in the Consolidated Statements of Operations. We incurred $49 million and $84 million of these costs in the third quarter and first nine months of fiscal 2024, respectively.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

In connection with the Splunk acquisition, we assumed $3.1 billion aggregate principal amount of notes consisting of Splunk's 1.125% Convertible Senior Notes due 2025, 0.75% Convertible Senior Notes due 2026 and 1.125% Convertible Senior Notes due 2027 (collectively, the “Splunk Convertible Notes”). The Splunk Convertible Notes had an aggregate fair value of $3.3 billion as of the acquisition date. The Splunk Convertible Notes are convertible and may be settled into cash based on a defined conversion ratio for each note. On the date of the acquisition, we notified holders of their right to convert their notes. In addition, we assumed Splunk’s capped call contracts which were intended to reduce potential dilution or offset any cash payments. The capped calls were settled in full in the third quarter of fiscal 2024, which resulted in receipt of aggregate cash proceeds of $202 million, and were included in other current assets in total purchase consideration noted above. As of April 27, 2024, we have settled $3.1 billion of the Splunk Convertible Notes, net of capped calls.

The goodwill generated from Splunk is primarily related to expected synergies. Goodwill is not deductible for income tax purposes.

Purchased Intangible Assets

The following table presents as of the acquisition date details of the purchased intangible assets acquired (in millions, except years):

Weighted-Average Useful Life (in Years)Amount
Technology6.0$3,900
Customer related9.16,140
Trade name12.0510
Total$10,550

Technology represents the preliminary estimated fair value of Splunk's security and observability technologies. Customer related represents preliminary estimated fair value of the underlying relationships with Splunk's customers. Trade name represents the preliminary estimated fair value of the Splunk trade name.

Compensation Expense Related to Splunk

In connection with the Splunk acquisition, we have agreed to pay certain additional amounts contingent upon the continued employment with Cisco of certain Splunk employees. For the third quarter and first nine months of fiscal 2024, the compensation expense was $165 million. As of April 27, 2024, we estimated that future cash compensation expense of up to $1.5 billion may be required to be recognized pursuant to acquisition-related agreements.

Pro forma Financial Information

The unaudited pro forma financial information in the table below summarizes the combined results of our operations and Splunk's operations, as though the acquisition of Splunk had been completed as of the beginning of fiscal 2023. The pro forma financial information for the third quarter of fiscal 2024 combines our results for this period with that of Splunk's results for the three month period beginning February 1, 2024 through April 27, 2024. The pro forma financial information for the first nine months of fiscal 2024 combines our results for this period with the results of Splunk for the nine month period beginning August 1, 2023 through April 27, 2024. The pro forma financial information for the third quarter and first nine months of fiscal 2023 combines our historical results for those periods, with the historical results of Splunk for the three and nine months ended April 30, 2023.

The following table summarizes the pro forma financial information (in millions):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Total revenue$13,107$15,323$43,119$44,727
Net income$1,490$2,423$7,127$6,776

The pro forma financial information is presented for informational purposes only and is not indicative of the results of operations that would have been achieved if the acquisition and the cost of financing the acquisition had taken place at the beginning of fiscal 2023. The financial information for the periods presented above includes pro forma adjustments for amortization of purchased intangible assets, costs related to financing the acquisition and transaction costs.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

The above pro forma financial information includes only the impacts of the Splunk acquisition because the effects of the other acquisitions detailed below, individually and in the aggregate, were not material to our financial results.

Other Acquisitions

We completed several additional acquisitions during the first nine months of fiscal 2024 for an aggregate cash consideration of $1.4 billion. A summary of the allocation of the total purchase consideration of these additional acquisitions completed during the first nine months of fiscal 2024 is presented as follows (in millions):

Purchase ConsiderationNet Tangible Assets Acquired (Liabilities Assumed)Purchased Intangible AssetsGoodwill
Total other acquisitions$1,370$(82)$500$952

The total purchase consideration related to these other acquisitions completed during the first nine months of fiscal 2024 consisted primarily of cash consideration. The total cash and cash equivalents acquired from these acquisitions was approximately $24 million. Total transaction costs related to these acquisition activities were $18 million and $6 million for the first nine months of fiscal 2024 and 2023, respectively. These transaction costs were expensed as incurred in G&A in the Consolidated Statements of Operations.

The purchase price allocation for these acquisitions completed during recent periods is preliminary and subject to revision as additional information about fair value of assets and liabilities becomes available. Additional information that existed as of the acquisition date but is currently unknown to us may become known during the remainder of the measurement period, a period not to exceed 12 months from the acquisition date.

The goodwill generated from these acquisitions completed during the first nine months of fiscal 2024 is primarily related to expected synergies. The goodwill is generally not deductible for income tax purposes.

Compensation Expense Related to Acquisitions including Splunk

In connection with our acquisitions, we have agreed to pay certain additional amounts contingent upon the continued employment with Cisco of certain employees of the acquired entities.

The following table summarizes the compensation expense related to acquisitions (in millions):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Compensation expense related to acquisitions$216$53$310$176

As of April 27, 2024, we estimated that future cash compensation expense of up to $2.0 billion may be required to be recognized pursuant to these applicable acquisition agreements, which includes up to $1.5 billion related to the Splunk acquisition. Total compensation for the third quarter and first nine months of fiscal 2024 includes $165 million related to the Splunk acquisition.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

**5.**Goodwill and Purchased Intangible Assets

**(a)**Goodwill

The following table presents the goodwill allocated to our reportable segments as of April 27, 2024 and during the first nine months of fiscal 2024 (in millions):

Balance at July 29, 2023SplunkOther AcquisitionsForeign Currency Translation and OtherBalance at April 27, 2024
Americas$24,035$11,619$594$(96)$36,152
EMEA9,1184,980216(37)14,277
APJC5,3822,702142(22)8,204
Total$38,535$19,301$952$(155)$58,633

**(b)**Purchased Intangible Assets

The following table presents details of our intangible assets acquired through acquisitions completed during the first nine months of fiscal 2024 (in millions, except years):

FINITE LIVESINDEFINITE LIVESTOTAL
TECHNOLOGYCUSTOMER RELATEDTRADE NAMEIPR&D
Weighted- Average Useful Life (in Years)AmountWeighted- Average Useful Life (in Years)AmountWeighted- Average Useful Life (in Years)AmountAmountAmount
Splunk6.0$3,9009.1$6,14012.0$510$—$10,550
Others4.84054.9781.3314500
Total$4,305$6,218$513$14$11,050

The following tables present details of our purchased intangible assets (in millions):

April 27, 2024GrossAccumulated AmortizationNet
Purchased intangible assets with finite lives:
Technology$6,946$(1,948)$4,998
Customer related6,882(619)6,263
Trade name553(35)518
Total purchased intangible assets with finite lives14,381(2,602)11,779
In-process research and development, with indefinite lives40—40
Total$14,421$(2,602)$11,819
July 29, 2023GrossAccumulated AmortizationNet
Purchased intangible assets with finite lives:
Technology$2,998$(1,691)$1,307
Customer related1,228(905)323
Other40(22)18
Total purchased intangible assets with finite lives4,266(2,618)1,648
In-process research and development, with indefinite lives170—170
Total$4,436$(2,618)$1,818

Purchased intangible assets include intangible assets acquired through acquisitions as well as through direct purchases or licenses.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Impairment charges related to purchased intangible assets were $139 million and $145 million for the third quarter and first nine months of fiscal 2024, respectively. Impairment charges were as a result of declines in estimated fair value resulting from the reductions in or the elimination of expected future cash flows associated with certain of our IPR&D intangible assets.

The following table presents the amortization of purchased intangible assets, including impairment charges (in millions):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Amortization of purchased intangible assets:
Cost of sales$254$160$620$476
Operating expenses29770430212
Total$551$230$1,050$688

The estimated future amortization expense of purchased intangible assets with finite lives as of April 27, 2024 is as follows (in millions):

Fiscal YearAmount
2024 (remaining three months)$604
2025$2,133
2026$1,785
2027$1,441
2028$1,361
Thereafter$4,455

**6.**Restructuring and Other Charges

In the third quarter of fiscal 2024, we initiated a restructuring plan (the “Fiscal 2024 Plan”) in order to realign the organization and enable further investment in key priority areas. The Fiscal 2024 Plan will impact approximately 5% of our global workforce, with estimated pretax charges of up to approximately $800 million. These aggregate pretax charges will be primarily cash-based and consist of severance and other one-time termination benefits and other costs. In connection with the Fiscal 2024 Plan, we incurred charges of $542 million for the third quarter and first nine months of fiscal 2024. We expect this plan to be substantially completed during the first half of fiscal 2025.

In the second quarter of fiscal 2023, we announced a restructuring plan (the “Fiscal 2023 Plan”) in order to rebalance the organization and enable further investment in key priority areas. In connection with the Fiscal 2023 Plan, we incurred charges of $135 million for the first nine months of fiscal 2024, and $87 million and $330 million for the third quarter and first nine months of fiscal 2023, respectively. These aggregate pretax charges were primarily cash-based and consist of severance and other one-time termination benefits, real estate-related charges, and other costs. We completed the Fiscal 2023 Plan in the second quarter of fiscal 2024 and incurred cumulative charges of $670 million.

The following table summarizes the activities related to the restructuring and other charges (in millions):

FISCAL 2023 PLANFISCAL 2024 PLAN
Employee SeveranceOtherEmployee SeveranceOtherTotal
Liability as of July 29, 2023$166$44$—$—$210
Charges1043152616677
Cash payments(244)(10)(303)(1)(558)
Non-cash items—(20)(2)(7)(29)
Liability as of April 27, 2024$26$45$221$8$300

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

**7.**Balance Sheet and Other Details

The following tables provide details of selected balance sheet and other items (in millions, except percentages):

Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents

April 27, 2024July 29, 2023
Cash and cash equivalents$8,913$10,123
Restricted cash and restricted cash equivalents included in other current assets765191
Restricted cash and restricted cash equivalents included in other assets7611,313
Total$10,439$11,627

Our restricted cash and restricted cash equivalents are funds primarily related to contractual obligations with suppliers.

Inventories

April 27, 2024July 29, 2023
Raw materials$1,789$1,685
Work in process111264
Finished goods9961,493
Service-related spares212186
Demonstration systems1016
Total$3,118$3,644

Property and Equipment, Net

April 27, 2024July 29, 2023
Gross property and equipment:
Land, buildings, and building and leasehold improvements$4,221$4,229
Computer equipment and related software696744
Production, engineering, and other equipment4,4114,611
Operating lease assets120135
Furniture, fixtures and other348339
Total gross property and equipment9,79610,058
Less: accumulated depreciation and amortization(7,796)(7,973)
Total$2,000$2,085

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Remaining Performance Obligations (RPO)

April 27, 2024July 29, 2023
Product$18,876$15,802
Service19,89819,066
Total$38,774$34,868
Short-term RPO$20,089$17,910
Long-term RPO18,68516,958
Total$38,774$34,868
Amount to be recognized as revenue over the next 12 months52%51%
Deferred revenue$27,475$25,550
Unbilled contract revenue11,2999,318
Total$38,774$34,868

Unbilled contract revenue represents noncancelable contracts for which we have not invoiced, have an obligation to perform, and revenue has not yet been recognized in the financial statements.

Deferred Revenue

April 27, 2024July 29, 2023
Product$12,856$11,505
Service14,61914,045
Total$27,475$25,550
Reported as:
Current$15,751$13,908
Noncurrent11,72411,642
Total$27,475$25,550

Transition Tax Payable

Our income tax payable associated with the one-time U.S. transition tax on accumulated earnings for foreign subsidiaries as a result of the Tax Cuts and Jobs Act is as follows (in millions):

April 27, 2024July 29, 2023
Current$1,819$1,364
Noncurrent2,2734,092
Total$4,092$5,456

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

**8.**Leases

**(a)**Lessee Arrangements

The following table presents our operating lease balances (in millions):

Balance Sheet Line ItemApril 27, 2024July 29, 2023
Operating lease right-of-use assetsOther assets$1,008$971
Operating lease liabilitiesOther current liabilities$344$313
Operating lease liabilitiesOther long-term liabilities861707
Total operating lease liabilities$1,205$1,020

The components of our lease expenses were as follows (in millions):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Operating lease expense$101$106$304$300
Short-term lease expense19165550
Variable lease expense4361149182
Total lease expense$163$183$508$532

Supplemental information related to our operating leases is as follows (in millions):

Nine Months Ended
April 27, 2024April 29, 2023
Cash paid for amounts included in the measurement of lease liabilities — operating cash flows$279$290
Right-of-use assets obtained in exchange for operating leases liabilities$307$278

The weighted-average lease term was 4.9 years and 4.6 years as of April 27, 2024 and July 29, 2023, respectively. The weighted-average discount rate was 3.8% and 3.1% as of April 27, 2024 and July 29, 2023, respectively.

The maturities of our operating leases (undiscounted) as of April 27, 2024 are as follows (in millions):

Fiscal YearAmount
2024 (remaining three months)$105
2025359
2026259
2027179
2028126
Thereafter315
Total lease payments1,343
Less interest(138)
Total$1,205

**(b)**Lessor Arrangements

Our leases primarily represent sales-type leases with terms of four years on average. We provide leasing of our equipment and complementary third-party products primarily through our channel partners and distributors, for which the income arising from these leases is recognized through interest income. Interest income was $18 million and $48 million for the third quarter and the first nine months of fiscal 2024, respectively, and $13 million and $36 million for the corresponding periods of fiscal 2023, respectively, and was included in interest income in the Consolidated Statement of Operations. The net investment of our lease receivables is measured at the commencement date as the gross lease receivable, residual value less unearned income and allowance for credit loss. For additional information, see Note 9.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Future minimum lease payments on our lease receivables as of April 27, 2024 are summarized as follows (in millions):

Fiscal YearAmount
2024 (remaining three months)$192
2025360
2026251
2027154
2028126
Thereafter82
Total1,165
Less: Present value of lease payments(1,051)
Unearned income$114

Actual cash collections may differ from the contractual maturities due to early customer buyouts, refinancings, or defaults.

We provide financing of certain equipment through operating leases, and the amounts are included in property and equipment in the Consolidated Balance Sheets. Amounts relating to equipment on operating lease assets held by us and the associated accumulated depreciation are summarized as follows (in millions):

April 27, 2024July 29, 2023
Operating lease assets$120$135
Accumulated depreciation(63)(78)
Operating lease assets, net$57$57

Our operating lease income was $14 million and $45 million for the third quarter and first nine months of fiscal 2024, respectively, and $18 million and $56 million for the corresponding periods of fiscal 2023, respectively, and was included in product revenue in the Consolidated Statements of Operations.

Minimum future rentals on noncancelable operating leases as of April 27, 2024 are summarized as follows (in millions):

Fiscal YearAmount
2024 (remaining three months)$8
202521
202613
20272
Total$44

**9.**Financing Receivables

**(a)**Financing Receivables

Financing receivables primarily consist of loan receivables and lease receivables. Loan receivables represent financing arrangements related to the sale of our hardware, software, and services (including technical support and advanced services), and also may include additional funding for other costs associated with network installation and integration of our products and services. Loan receivables have terms of one year to three years on average. Lease receivables represent sales-type leases resulting from the sale of Cisco’s and complementary third-party products and are typically collateralized by a security interest in the underlying assets. Lease receivables consist of arrangements with terms of four years on average.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

A summary of our financing receivables is presented as follows (in millions):

April 27, 2024Loan ReceivablesLease ReceivablesTotal
Gross$5,639$1,165$6,804
Residual value—6868
Unearned income—(114)(114)
Allowance for credit loss(49)(15)(64)
Total, net$5,590$1,104$6,694
Reported as:
Current$3,027$416$3,443
Noncurrent2,5636883,251
Total, net$5,590$1,104$6,694
July 29, 2023Loan ReceivablesLease ReceivablesTotal
Gross$5,910$1,015$6,925
Residual value—7070
Unearned income—(88)(88)
Allowance for credit loss(53)(19)(72)
Total, net$5,857$978$6,835
Reported as:
Current$2,988$364$3,352
Noncurrent2,8696143,483
Total, net$5,857$978$6,835

**(b)**Credit Quality of Financing Receivables

The tables below present our gross financing receivables, excluding residual value, less unearned income, categorized by our internal credit risk rating by period of origination (in millions):

April 27, 2024Fiscal YearNine Months Ended
Internal Credit Risk RatingPriorJuly 25, 2020July 31, 2021July 30, 2022July 29, 2023April 27, 2024Total
Loan Receivables:
1 to 4$12$120$445$675$1,009$1,423$3,684
5 to 618461451875259151,836
7 and Higher311182184119
Total Loan Receivables$33$167$601$944$1,552$2,342$5,639
Lease Receivables:
1 to 4$2$21$54$61$213$268$619
5 to 63203160154150418
7 and Higher——334414
Total Lease Receivables$5$41$88$124$371$422$1,051
Total$38$208$689$1,068$1,923$2,764$6,690

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

July 29, 2023Fiscal Year
Internal Credit Risk RatingPriorJuly 27, 2019July 25, 2020July 31, 2021July 30, 2022July 29, 2023Total
Loan Receivables:
1 to 4$10$53$251$791$1,077$1,784$3,966
5 to 63141312874659361,836
7 and Higher1715172939108
Total Loan Receivables$14$74$397$1,095$1,571$2,759$5,910
Lease Receivables:
1 to 4$2$20$57$111$84$235$509
5 to 6213445887191395
7 and Higher—12451123
Total Lease Receivables$4$34$103$173$176$437$927
Total$18$108$500$1,268$1,747$3,196$6,837

The following tables present the aging analysis of gross receivables as of April 27, 2024 and July 29, 2023 (in millions):

DAYS PAST DUE (INCLUDES BILLED AND UNBILLED)
April 27, 202431-6061-9091+Total Past DueCurrentTotal120+ Still AccruingNonaccrual Financing ReceivablesImpaired Financing Receivables
Loan receivables$41$14$36$91$5,548$5,639$16$8$8
Lease receivables17114321,0191,0517——
Total$58$15$50$123$6,567$6,690$23$8$8
DAYS PAST DUE (INCLUDES BILLED AND UNBILLED)
July 29, 202331-6061-9091+Total Past DueCurrentTotal120+ Still AccruingNonaccrual Financing ReceivablesImpaired Financing Receivables
Loan receivables$47$20$37$104$5,806$5,910$17$12$12
Lease receivables1642343884927633
Total$63$24$60$147$6,690$6,837$23$15$15

Past due financing receivables are those that are 31 days or more past due according to their contractual payment terms. The data in the preceding tables is presented by contract, and the aging classification of each contract is based on the oldest outstanding receivable, and therefore past due amounts also include unbilled and current receivables within the same contract.

**(c)**Allowance for Credit Loss Rollforward

The allowances for credit loss and the related financing receivables are summarized as follows (in millions):

Three Months Ended April 27, 2024CREDIT LOSS ALLOWANCES
Loan ReceivablesLease ReceivablesTotal
Allowance for credit loss as of January 27, 2024$53$16$69
Provisions (benefits)(3)—(3)
Recoveries (write-offs), net—(1)(1)
Other(1)—(1)
Allowance for credit loss as of April 27, 2024$49$15$64

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

Three Months Ended April 29, 2023CREDIT LOSS ALLOWANCES
Loan ReceivablesLease ReceivablesTotal
Allowance for credit loss as of January 28, 2023$94$19$113
Provisions (benefits)(3)(1)(4)
Recoveries (write-offs), net(38)(1)(39)
Allowance for credit loss as of April 29, 2023$53$17$70
Nine Months Ended April 27, 2024CREDIT LOSS ALLOWANCES
Loan ReceivablesLease ReceivablesTotal
Allowance for credit loss as of July 29, 2023$53$19$72
Provisions (benefits)1(3)(2)
Recoveries (write-offs), net(4)(1)(5)
Other(1)—(1)
Allowance for credit loss as of April 27, 2024$49$15$64
Nine Months Ended April 29, 2023CREDIT LOSS ALLOWANCES
Loan ReceivablesLease ReceivablesTotal
Allowance for credit loss as of July 30, 2022$103$23$126
Provisions (benefits)(7)(5)(12)
Recoveries (write-offs), net(38)(1)(39)
Other(5)—(5)
Allowance for credit loss as of April 29, 2023$53$17$70

**10.**Investments

**(a)**Summary of Available-for-Sale Debt Investments

The following tables summarize our available-for-sale debt investments (in millions):

April 27, 2024Amortized CostGross Unrealized GainsGross Unrealized and Credit LossesFair Value
U.S. government securities$2,411$—$(49)$2,362
U.S. government agency securities248—(3)245
Non-U.S. government and agency securities390——390
Corporate debt securities3,9851(198)3,788
U.S. agency mortgage-backed securities2,058—(228)1,830
Commercial paper563——563
Certificates of deposit229——229
Total$9,884$1$(478)$9,407

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

July 29, 2023Amortized CostGross Unrealized GainsGross Unrealized and Credit LossesFair Value
U.S. government securities$3,587$1$(62)$3,526
U.S. government agency securities428—(5)423
Non-U.S. government and agency securities364—(1)363
Corporate debt securities7,2383(327)6,914
U.S. agency mortgage-backed securities2,42114(230)2,205
Commercial paper1,484——1,484
Certificates of deposit677——677
Total$16,199$18$(625)$15,592

The following table presents the gross realized gains and gross realized losses related to available-for-sale debt investments (in millions):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Gross realized gains$2$1$7$4
Gross realized losses(16)(7)(64)(19)
Total$(14)$(6)$(57)$(15)

The following tables present the breakdown of the available-for-sale debt investments with gross unrealized losses and the duration that those losses had been unrealized at April 27, 2024 and July 29, 2023 (in millions):

UNREALIZED LOSSES LESS THAN 12 MONTHSUNREALIZED LOSSES 12 MONTHS OR GREATERTOTAL
April 27, 2024Fair ValueGross Unrealized LossesFair ValueGross Unrealized LossesFair ValueGross Unrealized Losses
U.S. government securities$1,740$(25)$570$(24)$2,310$(49)
U.S. government agency securities175(1)65(2)240(3)
Non-U.S. government and agency securities239———239—
Corporate debt securities629(7)2,967(161)3,596(168)
U.S. agency mortgage-backed securities486(13)1,344(215)1,830(228)
Commercial paper91———91—
Total$3,360$(46)$4,946$(402)$8,306$(448)

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

UNREALIZED LOSSES LESS THAN 12 MONTHSUNREALIZED LOSSES 12 MONTHS OR GREATERTOTAL
July 29, 2023Fair ValueGross Unrealized LossesFair ValueGross Unrealized LossesFair ValueGross Unrealized Losses
U.S. government securities$2,394$(26)$931$(36)$3,325$(62)
U.S. government agency securities343(2)72(3)415(5)
Non-U.S. government and agency securities363(1)——363(1)
Corporate debt securities1,736(22)4,315(275)6,051(297)
U.S. agency mortgage-backed securities658(13)1,438(217)2,096(230)
Commercial paper97———97—
Certificates of deposit2———2—
Total$5,593$(64)$6,756$(531)$12,349$(595)

The following table summarizes the maturities of our available-for-sale debt investments as of April 27, 2024 (in millions):

Amortized CostFair Value
Within 1 year$2,745$2,696
After 1 year through 5 years5,0814,881
Mortgage-backed securities with no single maturity2,0581,830
Total$9,884$9,407

Actual maturities may differ from the contractual maturities because borrowers may have the right to call or prepay certain obligations.

**(b)**Summary of Equity Investments

We held marketable equity securities of $450 million and $431 million as of April 27, 2024 and July 29, 2023, respectively. We recognized a net unrealized gain of $20 million and $40 million during the third quarter and first nine months of fiscal 2024, respectively, and a net unrealized loss of $2 million and $11 million during the corresponding periods of fiscal 2023, respectively, on our marketable securities still held as of the reporting date. Our net adjustments to non-marketable equity securities measured using the measurement alternative still held was a net loss of $21 million and $155 million for the third quarter and first nine months of fiscal 2024, respectively, and a net gain of $7 million and a net loss of $2 million for the corresponding periods of fiscal 2023, respectively. We held equity interests in certain private equity funds of $0.8 billion and $0.9 billion as of April 27, 2024 and July 29, 2023, respectively, which are accounted for under the NAV practical expedient.

In the ordinary course of business, we have investments in privately held companies and provide financing to certain customers. These privately held companies and customers are evaluated for consolidation under the variable interest or voting interest entity models. We evaluate on an ongoing basis our investments in these privately held companies and our customer financings, and have determined that as of April 27, 2024, there were no additional significant variable interest or voting interest entities required to be consolidated in our Consolidated Financial Statements.

The carrying value of our investments in privately held companies was $1.6 billion and $1.8 billion as of April 27, 2024 and July 29, 2023, respectively. Of the total carrying value of our investments in privately held companies as of April 27, 2024, $0.9 billion of such investments are considered to be in variable interest entities which are unconsolidated. As of April 27, 2024, we have total funding commitments of $0.2 billion related to privately held investments. The carrying value of these investments and the additional funding commitments, collectively, represent our maximum exposure related to privately held investments.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

**11.**Fair Value

**(a)**Assets and Liabilities Measured at Fair Value on a Recurring Basis

Assets and liabilities measured at fair value on a recurring basis were as follows (in millions):

APRIL 27, 2024JULY 29, 2023
FAIR VALUE MEASUREMENTSFAIR VALUE MEASUREMENTS
Level 1Level 2Total BalanceLevel 1Level 2Total Balance
Assets:
Cash equivalents:
Money market funds$4,625$—$4,625$6,496$—$6,496
Commercial paper—519519—1,0901,090
Certificates of deposit————4747
Corporate debt securities—1919—2525
Available-for-sale debt investments:
U.S. government securities—2,3622,362—3,5263,526
U.S. government agency securities—245245—423423
Non-U.S. government and agency securities—390390—363363
Corporate debt securities—3,7883,788—6,9146,914
U.S. agency mortgage-backed securities—1,8301,830—2,2052,205
Commercial paper—563563—1,4841,484
Certificates of deposit—229229—677677
Equity investments:
Marketable equity securities450—450431—431
Other current assets:
Money market funds750—750188—188
Other assets:
Money market funds750—7501,313—1,313
Derivative assets—6666—3232
Total$6,575$10,011$16,586$8,428$16,786$25,214
Liabilities:
Derivative liabilities$—$84$84$—$75$75
Total$—$84$84$—$75$75

Level 1 marketable equity securities are determined by using quoted prices in active markets for identical assets. Level 2 available-for-sale debt investments are priced using quoted market prices for similar instruments or nonbinding market prices that are corroborated by observable market data. We use inputs such as actual trade data, benchmark yields, broker/dealer quotes, and other similar data, which are obtained from quoted market prices, independent pricing vendors, or other sources, to determine the ultimate fair value of these assets and liabilities. We use such pricing data as the primary input to make our assessments and determinations as to the ultimate valuation of our investment portfolio and have not made, during the periods presented, any material adjustments to such inputs. We are ultimately responsible for the financial statements and underlying estimates. Our derivative instruments are primarily classified as Level 2, as they are not actively traded and are valued using pricing models that use observable market inputs. We did not have any transfers between Level 1 and Level 2 fair value measurements during the periods presented.

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**(b)**Assets Measured at Fair Value on a Nonrecurring Basis

Our non-marketable equity securities using the measurement alternative are adjusted to fair value on a non-recurring basis. Adjustments are made when observable transactions for identical or similar investments of the same issuer occur, or due to impairment. These securities are classified as Level 3 in the fair value hierarchy because we estimate the value based on valuation methods using the observable transaction price at the transaction date and other unobservable inputs such as volatility, rights, and obligations of the securities we hold.

The fair value for purchased intangible assets measured at fair value on a nonrecurring basis was categorized as Level 3 due to the use of significant unobservable inputs in the valuation. Significant unobservable inputs that were used included expected revenues and net income related to the assets and the expected life of the assets. The difference between the estimated fair value and the carrying value of the assets was recorded as an impairment charge, which was included in product cost of sales and operating expenses as applicable. See Note 5.

(c) Other Fair Value Disclosures

The fair value of our short-term loan receivables approximates their carrying value due to their short duration. The aggregate carrying value of our long-term loan receivables as of April 27, 2024 and July 29, 2023 was $2.6 billion and $2.9 billion, respectively. The estimated fair value of our long-term loan receivables approximates their carrying value. We use unobservable inputs in determining discounted cash flows to estimate the fair value of our long-term loan receivables, and therefore they are categorized as Level 3.

As of April 27, 2024, the estimated fair value of our short-term debt approximates its carrying value due to the short maturities. As of April 27, 2024, the fair value of our senior notes was $20.0 billion with a carrying amount of $20.1 billion. This compares to a fair value of $8.7 billion and a carrying amount of $8.4 billion as of July 29, 2023. The fair value of the senior notes was determined based on observable market prices in a less active market and was categorized as Level 2.

**12.**Borrowings

**(a)**Short-Term Debt

The following table summarizes our short-term debt (in millions, except percentages):

April 27, 2024July 29, 2023
AmountEffective RateAmountEffective Rate
Current portion of long-term debt$——$1,7334.45%
Commercial paper11,8915.42%——
Total$11,891$1,733

We have a short-term debt financing program of up to $15.0 billion through the issuance of commercial paper notes. We use the proceeds from the issuance of commercial paper notes for general corporate purposes.

The effective rates for the short- and long-term debt include the interest on the notes, the accretion of the discount, the issuance costs, and, if applicable, adjustments related to hedging.

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**(b)**Long-Term Debt

The following table summarizes our long-term debt (in millions, except percentages):

April 27, 2024July 29, 2023
Maturity DateAmountEffective RateAmountEffective Rate
Senior notes:
Fixed-rate notes:
2.20%September 20, 2023$——$7502.27%
3.625%March 4, 2024——1,0006.08%
3.50%June 15, 20255006.64%5006.38%
4.90%February 26, 20261,0005.00%——
2.95%February 28, 20267503.01%7503.01%
2.50%September 20, 20261,5002.55%1,5002.55%
4.80%February 26, 20272,0004.90%——
4.85%February 26, 20292,5004.91%——
4.95%February 26, 20312,5005.04%——
5.05%February 26, 20342,5004.97%——
5.90%February 15, 20392,0006.11%2,0006.11%
5.50%January 15, 20402,0005.67%2,0005.67%
5.30%February 26, 20542,0005.28%——
5.35%February 26, 20641,0005.42%——
Other long-term debt31.13%——
Total20,2538,500
Unaccreted discount/issuance costs(135)(68)
Hedge accounting fair value adjustments(16)(41)
Total$20,102$8,391
Reported as:
Current portion of long-term debt$—$1,733
Long-term debt20,1026,658
Total$20,102$8,391

In February 2024, we issued senior notes for an aggregate principal amount of $13.5 billion.

We have entered into interest rate swaps in prior periods with an aggregate notional amount of $0.5 billion designated as fair value hedges of certain of our fixed-rate senior notes. These swaps convert the fixed interest rates of the fixed-rate notes to floating interest rates based on Secured Overnight Financing Rate (SOFR). The gains and losses related to changes in the fair value of the interest rate swaps substantially offset changes in the fair value of the hedged portion of the underlying debt that are attributable to the changes in market interest rates. For additional information, see Note 13.

Interest is payable semiannually on each class of the senior fixed-rate notes. Each of the senior fixed-rate notes is redeemable by us at any time, subject to a make-whole premium. The senior notes rank at par with the commercial paper notes that have been issued pursuant to our short-term debt financing program, as discussed above under “(a) Short-Term Debt.” As of April 27, 2024, we were in compliance with all debt covenants.

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As of April 27, 2024, future principal payments for long-term debt, including the current portion, are summarized as follows (in millions):

Fiscal YearAmount
2024 (remaining three months)$—
2025500
20261,751
20273,502
2028—
Thereafter14,500
Total$20,253

**(c)**Credit Facility

On May 13, 2021, we entered into a 5-year $3.0 billion unsecured revolving credit agreement, as amended on April 18, 2023. On February 2, 2024, we entered into an amended and restated 5-year $5.0 billion unsecured revolving credit agreement. The interest rate for the credit agreement is determined based on a formula using certain market rates. The credit agreement requires that we comply with certain covenants, including that we maintain an interest coverage ratio (defined in the agreement as the ratio of consolidated EBITDA to consolidated interest expense) of not less than 3.0 to 1.0. As of April 27, 2024, we were in compliance with all associated covenants and we had not borrowed any funds under our credit agreement.

**13.**Derivative Instruments

**(a)**Summary of Derivative Instruments

We use derivative instruments primarily to manage exposures to foreign currency exchange rate, interest rate, and equity price risks. Our primary objective in holding derivatives is to reduce the volatility of earnings and cash flows associated with changes in foreign currency exchange rates, interest rates, and equity prices. Our derivatives expose us to credit risk to the extent that the counterparties may be unable to meet the terms of the agreement. We seek to mitigate such risks by limiting our counterparties to major financial institutions and requiring collateral in certain cases. In addition, the potential risk of loss with any one counterparty resulting from credit risk is monitored. Management does not expect material losses as a result of defaults by counterparties.

The fair values of our derivative instruments and the line items on the Consolidated Balance Sheets to which they were recorded are summarized as follows (in millions):

DERIVATIVE ASSETSDERIVATIVE LIABILITIES
Balance Sheet Line ItemApril 27, 2024July 29, 2023Balance Sheet Line ItemApril 27, 2024July 29, 2023
Derivatives designated as hedging instruments:
Foreign currency derivativesOther current assets$45$22Other current liabilities$1$—
Foreign currency derivativesOther assets199Other long-term liabilities——
Interest rate derivativesOther current assets——Other current liabilities—17
Interest rate derivativesOther assets——Other long-term liabilities1624
Total64311741
Derivatives not designated as hedging instruments:
Foreign currency derivativesOther current assets21Other current liabilities4725
Foreign currency derivativesOther assets——Other long-term liabilities209
Total216734
Total$66$32$84$75

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The following amounts were recorded on the Consolidated Balance Sheets related to cumulative basis adjustments for our fair value hedges (in millions):

CARRYING AMOUNT OF THE HEDGED ASSETS/(LIABILITIES)CUMULATIVE AMOUNT OF FAIR VALUE HEDGING ADJUSTMENT INCLUDED IN THE CARRYING AMOUNT OF THE HEDGED ASSETS/LIABILITIES
Balance Sheet Line Item of Hedged ItemApril 27, 2024July 29, 2023April 27, 2024July 29, 2023
Short-term debt$—$(983)$—$17
Long-term debt$(484)$(476)$16$24

The effect of derivative instruments designated as fair value hedges, recognized in interest and other income (loss), net is summarized as follows (in millions):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Interest rate derivatives:
Hedged items$(2)$(6)$(25)$26
Derivatives designated as hedging instruments2625(26)
Total$—$—$—$—

The effect on the Consolidated Statements of Operations of derivative instruments not designated as hedges is summarized as follows (in millions):

GAINS (LOSSES) FOR THE THREE MONTHS ENDEDGAINS (LOSSES) FOR THE NINE MONTHS ENDED
Derivatives Not Designated as Hedging InstrumentsLine Item in Statements of OperationsApril 27, 2024April 29, 2023April 27, 2024April 29, 2023
Foreign currency derivativesOther income (loss), net$(84)$(46)$(161)$22
Total return swaps—deferred compensationOperating expenses and other16(12)337
Equity derivativesOther income (loss), net—418
Total$(68)$(54)$(127)$37

The notional amounts of our outstanding derivatives are summarized as follows (in millions):

April 27, 2024July 29, 2023
Foreign currency derivatives$7,077$5,419
Interest rate derivatives5001,500
Total return swaps—deferred compensation915792
Total$8,492$7,711

**(b)**Offsetting of Derivative Instruments

We present our derivative instruments at gross fair values in the Consolidated Balance Sheets. However, our master netting and other similar arrangements with the respective counterparties allow for net settlement under certain conditions, which are designed to reduce credit risk by permitting net settlement with the same counterparty.

To further limit credit risk, we also enter into collateral security arrangements related to certain derivative instruments whereby cash is posted as collateral between the counterparties based on the fair market value of the derivative instrument. Under these collateral security arrangements, the net cash collateral provided for was $16 million and $40 million as of April 27, 2024 and July 29, 2023, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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**(c)**Foreign Currency Exchange Risk

We conduct business globally in numerous currencies. Therefore, we are exposed to adverse movements in foreign currency exchange rates. To limit the exposure related to foreign currency changes, we enter into foreign currency contracts. We do not enter into such contracts for speculative purposes.

We hedge forecasted foreign currency transactions related to certain revenues, operating expenses and service cost of sales with currency options and forward contracts. These currency options and forward contracts, designated as cash flow hedges, generally have maturities of less than 24 months. The derivative instrument’s gain or loss is initially reported as a component of accumulated other comprehensive income (AOCI) and subsequently reclassified into earnings when the hedged exposure affects earnings.

We enter into foreign exchange forward and option contracts to reduce the short-term effects of foreign currency fluctuations on assets and liabilities such as foreign currency receivables, long-term customer financings and payables. These derivatives are not designated as hedging instruments. Gains and losses on the contracts are included in other income (loss), net, and substantially offset foreign exchange gains and losses from the remeasurement of monetary assets and liabilities denominated in currencies other than the functional currency of the reporting entity.

We hedge certain net investments in our foreign operations with forward contracts to reduce the effects of foreign currency fluctuations on our net investment in those foreign subsidiaries. These derivative instruments generally have maturities of up to six months.

**(d)**Interest Rate Risk

We hold an interest rate swap designated as a fair value hedge related to a fixed-rate senior note that is due in fiscal 2025. Under the interest rate swap, we receive fixed-rate interest payments and make interest payments based on SOFR plus a fixed number of basis points. The effect of the swap is to convert the fixed interest rate of the senior fixed-rate note to a floating interest rate based on SOFR. The gain and loss related to changes in the fair value of the interest rate swap is included in interest expense and substantially offset the change in the fair value of the hedged portion of the underlying debt attributable to the change in market interest rates.

**(e)**Equity Price Risk

We hold marketable equity securities in our portfolio that are subject to price risk. To diversify our overall portfolio, we also hold equity derivatives that are not designated as accounting hedges. The change in the fair value of each of these investment types are included in other income (loss), net.

We are also exposed to variability in compensation charges related to certain deferred compensation obligations to employees and directors. Although not designated as accounting hedges, we utilize derivatives such as total return swaps to economically hedge this exposure and offset the related compensation expense.

**14.**Commitments and Contingencies

**(a)**Purchase Commitments with Contract Manufacturers and Suppliers

We purchase components from a variety of suppliers and use several contract manufacturers to provide manufacturing services for our products. During the normal course of business, in order to manage manufacturing lead times and help ensure adequate component supply, we enter into agreements with contract manufacturers and suppliers that allow them to procure inventory based upon criteria as defined by us or establish the parameters defining our requirements. A significant portion of our reported purchase commitments arising from these agreements consists of firm, noncancelable, and unconditional commitments. Certain of these inventory purchase commitments with contract manufacturers and suppliers relate to arrangements to secure supply and pricing for certain product components for multi-year periods. In certain instances, these agreements allow us the option to cancel, reschedule, and adjust our requirements based on our business needs prior to firm orders being placed.

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The following table summarizes our inventory purchase commitments with contract manufacturers and suppliers by period (in millions):

April 27, 2024July 29, 2023
Less than 1 year$4,581$5,270
1 to 3 years1,3681,783
3 to 5 years55200
Total$6,004$7,253

We record a liability for firm, noncancelable, and unconditional purchase commitments for quantities in excess of our future demand forecasts consistent with the valuation of our excess and obsolete inventory. As of April 27, 2024 and July 29, 2023, the liability for these purchase commitments was $550 million and $529 million, respectively, and was included in other current liabilities.

**(b)**Other Commitments

We have certain funding commitments, primarily related to our privately held investments. The funding commitments were $0.2 billion and $0.3 billion as of April 27, 2024 and July 29, 2023, respectively.

**(c)**Product Warranties

The following table summarizes the activity related to the product warranty liability (in millions):

Nine Months Ended
April 27, 2024April 29, 2023
Balance at beginning of period$329$333
Provisions for warranties issued316285
Adjustments for pre-existing warranties2015
Settlements(302)(321)
Balance at end of period$363$312

We accrue for warranty costs as part of our cost of sales based on associated material product costs, labor costs for technical support staff, and associated overhead. Our products are generally covered by a warranty for periods ranging from 90 days to five years, and for some products we provide a limited lifetime warranty.

**(d)**Financing and Other Guarantees

In the ordinary course of business, we provide financing guarantees for various third-party financing arrangements extended to channel partners customers. Payments under these financing guarantee arrangements were not material for the periods presented.

Channel Partner Financing Guarantees We facilitate arrangements for third-party financing extended to channel partners, consisting of revolving short-term financing, with payment terms generally ranging from 60 to 90 days. These financing arrangements facilitate the working capital requirements of the channel partners, and, in some cases, we guarantee a portion of these arrangements. The volume of channel partner financing was $6.1 billion and $8.3 billion for the third quarter of fiscal 2024 and 2023, respectively, and $20.9 billion and $23.4 billion for the first nine months of fiscal 2024 and 2023, respectively. The balance of the channel partner financing subject to guarantees was $1.1 billion and $1.7 billion as of April 27, 2024 and July 29, 2023, respectively.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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Financing Guarantee Summary The aggregate amounts of channel partner financing guarantees outstanding at April 27, 2024 and July 29, 2023, representing the total maximum potential future payments under financing arrangements with third parties along with the related deferred revenue, are summarized in the following table (in millions):

April 27, 2024July 29, 2023
Maximum potential future payments$126$159
Deferred revenue(25)(34)
Total$101$125

**(e)**Indemnifications

In the normal course of business, we have indemnification obligations to other parties, including customers, lessors, and parties to other transactions with us, with respect to certain matters. We have agreed to indemnify against losses arising from a breach of representations or covenants or out of intellectual property infringement or other claims made against certain parties. These agreements may limit the time or circumstances within which an indemnification claim can be made and the amount of the claim.

It is not possible to determine the maximum potential amount for claims made under the indemnification obligations due to uncertainties in the litigation process, coordination with and contributions by other parties and the defendants in these types of cases, and the unique facts and circumstances involved in each particular case and agreement. Historically, indemnity payments made by us have not had a material effect on our Consolidated Financial Statements.

In addition, we have entered into indemnification agreements with our officers and directors, and our Amended and Restated Bylaws contain similar indemnification obligations to our agents.

**(f)**Legal Proceedings

Brazil Brazilian authorities have investigated our Brazilian subsidiary and certain of its former employees, as well as a Brazilian importer of our products, and its affiliates and employees, relating to alleged evasion of import taxes and alleged improper transactions involving the subsidiary and the importer. Brazilian tax authorities have assessed claims against our Brazilian subsidiary based on a theory of joint liability with the Brazilian importer for import taxes, interest, and penalties. In addition to claims asserted by the Brazilian federal tax authorities in prior fiscal years, tax authorities from the Brazilian state of Sao Paulo have asserted similar claims on the same legal basis in prior fiscal years. The asserted claims by Brazilian federal tax authorities are for calendar years 2003 through 2007, and the asserted claims by the tax authorities from the state of Sao Paulo are for calendar years 2005 through 2007. The total asserted claims by Brazilian state and federal tax authorities aggregate to $157 million for the alleged evasion of import and other taxes, $902 million for interest, and $357 million for various penalties, all determined using an exchange rate as of April 27, 2024.

We have completed a thorough review of the matters and believe the asserted claims against our Brazilian subsidiary are without merit, and we are defending the claims vigorously. While we believe there is no legal basis for the alleged liability, due to the complexities and uncertainty surrounding the judicial process in Brazil and the nature of the claims asserting joint liability with the importer, we are unable to determine the likelihood of an unfavorable outcome against our Brazilian subsidiary and are unable to reasonably estimate a range of loss, if any. We do not expect a final judicial determination for several years.

Centripetal On February 13, 2018, Centripetal Networks, Inc. (“Centripetal”) asserted patent infringement claims against us in the U.S. District Court for the Eastern District of Virginia, alleging that several of our products and services infringe eleven Centripetal U.S. patents. After two bench trials and various administrative actions and appeals, we have been found either to not have infringed any of the patents or the patents have been invalidated. There is an appeal of one of the invalidity decisions and we expect a further appeal by Centripetal.

Between April 2020 and February 2022, Centripetal also filed complaints in the District Court of Dusseldorf in Germany (“German Court”), asserting a total of five patents and one utility model. Centripetal sought damages and injunctive relief in all cases. In various proceedings in 2021, 2022, and 2023, we have been found to have not infringed three patents, one patent was invalidated, the utility model was invalidated, and the infringement action on the final patent is stayed due to a pending invalidity action, which has a hearing set for June 6, 2024. Centripetal’s appeals of two of the non-infringement findings remain pending and, on March 27, 2024, the Court of Appeals rejected Centripetal’s appeal of the third non-infringement finding.

On July 10, 2023, Centripetal filed a complaint in the Paris Judiciary Court asserting the French counterpart of a European Patent. Centripetal seeks damages and injunctive relief in the case. Centripetal previously asserted the German counterpart of the same European Patent in Germany and the German Court rejected Centripetal’s complaint finding no infringement. We

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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have filed our response and defenses to the complaint and, on May 24, 2024, we expect the Paris Judiciary Court to decide our motion to dismiss and, if denied, it will set the schedule for the remainder of the proceedings.

Due to uncertainty surrounding patent litigation processes in the U.S. and Europe, we are unable to reasonably estimate the ultimate outcome of the litigations at this time. If we do not prevail in these litigations, we believe that any damages ultimately assessed would not have a material effect on our Consolidated Financial Statements.

Ramot On June 12, 2019 and on February 26, 2021, Ramot at Tel Aviv University Ltd. (“Ramot”) asserted patent infringement claims against Cisco and Acacia in the U.S. District Court for the Eastern District of Texas (“E.D. Tex.”) and in the District of Delaware (“D. Del.”), respectively. Ramot is seeking damages, including enhanced damages, and a royalty on future sales. Ramot alleges that certain optical transceiver modules and line cards infringe three patents. We challenged the validity of the patents in the U.S. Patent and Trademark Office (“PTO”) and the pending District Court cases have been stayed. On September 28, 2021 and May 24, 2022, Cisco and Acacia filed two declaratory judgment actions of noninfringement against Ramot in D. Del on other Ramot patents and those proceedings are ongoing.

While we believe that we have strong non-infringement and invalidity arguments in these litigations, and that Ramot’s damages theories in such cases are not supported by prevailing law, we are unable to reasonably estimate the ultimate outcome of these litigations at this time due to uncertainties in the litigation processes. If we do not prevail in court in these litigations, we believe any damages ultimately assessed would not have a material effect on our Consolidated Financial Statements.

Egenera On August 8, 2016, Egenera, Inc. (“Egenera”) asserted infringement claims against us in the U.S. District Court for the District of Massachusetts, alleging that Cisco’s Unified Computing System Manager infringes three patents. Egenera sought damages, including enhanced damages, and an injunction. Two of the asserted patents were dismissed, leaving Egenera’s infringement claim based on one asserted patent. On March 25, 2022, the PTO preliminarily found all of the asserted claims of the remaining patent unpatentable in ex parte reexamination proceedings. On August 15, 2022, after a jury trial for the remaining patent, the jury returned a verdict in favor of Cisco. The District Court denied Egenera’s post-trial motions, and Egenera filed an appeal to the Federal Circuit on January 13, 2023, the appeal is fully briefed and we are awaiting a hearing date from the Federal Circuit.

Viasat On November 6, 2019, Viasat, Inc. (“Viasat”) filed suit against Acacia in the California Superior Court for San Diego County (“SDSC”), alleging contract and trade secret claims for certain Acacia products sold from January 1, 2019 forward. On June 9, 2020, Viasat filed another suit in SDSC alleging contract and trade secret claims for sales of additional Acacia products. Both matters have been formally dismissed and resolved during fiscal 2024 through a settlement for an amount that did not have a material effect on our Consolidated Financial Statements.

In addition to the above matters, we are subject to other legal proceedings, claims, and litigation arising in the ordinary course of business, including intellectual property litigation. While the outcome of these matters is currently not determinable, we do not believe that the ultimate costs to resolve these matters will have a material effect on our Consolidated Financial Statements. For additional information regarding intellectual property litigation, see “Part II, Item 1A. Risk Factors—We may be found to infringe on intellectual property rights of others” herein.

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**15.**Stockholders’ Equity

**(a)**Stock Repurchase Program

In September 2001, our Board of Directors authorized a stock repurchase program. As of April 27, 2024, the remaining authorized amount for stock repurchases under this program was approximately $7.2 billion with no termination date. The stock repurchase activity for fiscal 2024 and 2023 under the stock repurchase program, reported based on the trade date, is summarized as follows (in millions, except per-share amounts):

Quarter EndedSharesWeighted-Average Price per ShareAmount
Fiscal 2024
April 27, 202426$49.22$1,256
January 27, 202425$49.54$1,254
October 28, 202323$54.53$1,252
Fiscal 2023
July 29, 202325$50.49$1,254
April 29, 202325$49.45$1,259
January 28, 202326$47.72$1,256
October 29, 202212$43.76$502

There were stock repurchases of $38 million and $48 million that were pending settlement as of April 27, 2024 and July 29, 2023, respectively.

The purchase price for the shares of our stock repurchased is reflected as a reduction to stockholders’ equity. We are required to allocate the purchase price of the repurchased shares as (i) a reduction to retained earnings or an increase to accumulated deficit and (ii) a reduction of common stock and additional paid-in capital.

(b) Dividends Declared

On May 15, 2024, our Board of Directors declared a quarterly dividend of $0.40 per common share to be paid on July 24, 2024, to all stockholders of record as of the close of business on July 5, 2024. Future dividends will be subject to the approval of our Board of Directors.

(c) Preferred Stock

Under the terms of our Amended and Restated Certificate of Incorporation, the Board of Directors is authorized to issue preferred stock in one or more series and, in connection with the creation of such series, to fix by resolution the designation, powers (including voting powers (if any)), preferences and relative, participating, optional or other special rights, if any, of such series, and any qualifications, limitations or restrictions thereof, of the shares of such series. As of April 27, 2024, we had not issued any shares of preferred stock.

**16.**Employee Benefit Plans

**(a)**Employee Stock Incentive Plans

We have one stock incentive plan: the 2005 Stock Incentive Plan (the “2005 Plan”). In addition, we have, in connection with our acquisitions of various companies, assumed the share-based awards granted under stock incentive plans of the acquired companies or issued share-based awards in replacement thereof. Share-based awards are designed to reward employees for their long-term contributions to us and provide incentives for them to remain with us. The number and frequency of share-based awards are based on competitive practices, our operating results, government regulations, and other factors. Our primary stock incentive plan is summarized as follows:

The 2005 Plan provides for the granting of stock options, stock grants, stock units and stock appreciation rights (SARs), the vesting of which may be time-based or upon satisfaction of performance goals, or both, and/or other conditions. Employees (including employee directors and executive officers) and consultants of Cisco and its subsidiaries and affiliates and non-employee directors of Cisco are eligible to participate in the 2005 Plan. The 2005 Plan may be terminated by our Board of Directors at any time and for any reason, and is currently set to terminate at the 2030 Annual Meeting unless re-adopted or extended by our stockholders prior to or on such date.

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Under the 2005 Plan’s share reserve feature, a distinction is made between the number of shares in the reserve attributable to (i) stock options and SARs and (ii) “full value” awards (i.e., stock grants and stock units). Shares issued as stock grants, pursuant to stock units or pursuant to the settlement of dividend equivalents are counted against shares available for issuance under the 2005 Plan on a 1.5-to-1 ratio. For each share awarded as restricted stock or a restricted stock unit award under the 2005 Plan, 1.5 shares was deducted from the available share-based award balance. If awards issued under the 2005 Plan are forfeited or terminated for any reason before being exercised or settled, then the shares underlying such awards, plus the number of additional shares, if any, that counted against shares available for issuance under the 2005 Plan at the time of grant as a result of the application of the share ratio described above, will become available again for issuance under the 2005 Plan. As of April 27, 2024, 165 million shares were authorized for future grant under the 2005 Plan.

**(b)**Employee Stock Purchase Plan

We have an Employee Stock Purchase Plan under which eligible employees are offered shares through a 24-month offering period, which consists of four consecutive 6-month purchase periods. Employees may purchase a limited amount of shares of our stock at a discount of up to 15% of the lesser of the fair market value at the beginning of the offering period or the end of each 6-month purchase period. The Employee Stock Purchase Plan is scheduled to terminate on the earlier of (i) January 3, 2030 and (ii) the date on which all shares available for issuance under the Employee Stock Purchase Plan are sold pursuant to exercised purchase rights. No shares were issued under the Employee Stock Purchase Plan during each of the third quarters of fiscal 2024 and 2023. As of April 27, 2024, 78 million shares were available for issuance under the Employee Stock Purchase Plan.

**(c)**Summary of Share-Based Compensation Expense

Share-based compensation expense consists primarily of expenses for RSUs and stock purchase rights, granted to employees or assumed from acquisitions. The following table summarizes share-based compensation expense (in millions):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Cost of sales—product$57$40$157$111
Cost of sales—service8266224182
Share-based compensation expense in cost of sales139106381293
Research and development349272967737
Sales and marketing221175628494
General and administrative9571282200
Restructuring and other charges7(1)16(4)
Share-based compensation expense in operating expenses6725171,8931,427
Total share-based compensation expense$811$623$2,274$1,720
Income tax benefit for share-based compensation$179$111$524$319

As of April 27, 2024, the total compensation cost related to unvested share-based awards not yet recognized was $4.5 billion which is expected to be recognized over approximately 2.0 years on a weighted-average basis.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

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**(d)**Restricted Stock Unit Awards

A summary of the restricted stock and stock unit activity, which includes time-based and performance-based or market-based RSUs, is as follows (in millions, except per-share amounts):

Restricted Stock/ Stock UnitsWeighted-Average Grant Date Fair Value per ShareAggregate Fair Value
Unvested balance at July 30, 202297$46.67
Granted and assumed7242.08
Vested(39)46.69$1,746
Canceled/forfeited/other(8)45.17
Unvested balance at July 29, 2023122$44.04
Granted and assumed5050.42
Vested(44)43.10$2,264
Canceled/forfeited/other(9)45.30
Unvested balance at April 27, 2024119$46.97

**17.**Comprehensive Income (Loss)

The components of AOCI, net of tax, and the other comprehensive income (loss), for the first nine months of fiscal 2024 and 2023 are summarized as follows (in millions):

Net Unrealized Gains (Losses) on Available-for-Sale InvestmentsNet Unrealized Gains (Losses) Cash Flow Hedging InstrumentsCumulative Translation Adjustment and Actuarial Gains (Losses)Accumulated Other Comprehensive Income (Loss)
Balance at July 29, 2023$(440)$18$(1,153)$(1,575)
Other comprehensive income (loss) before reclassifications74122(223)(27)
(Gains) losses reclassified out of AOCI57(36)(2)19
Tax benefit (expense)(26)(20)(1)(47)
Balance at April 27, 2024$(335)$84$(1,379)$(1,630)
Net Unrealized Gains (Losses) on Available-for-Sale InvestmentsNet Unrealized Gains (Losses) Cash Flow Hedging InstrumentsCumulative Translation Adjustment and Actuarial Gains (Losses)Accumulated Other Comprehensive Income (Loss)
Balance at July 30, 2022$(379)$44$(1,287)$(1,622)
Other comprehensive income (loss) before reclassifications(39)5428
(Gains) losses reclassified out of AOCI15(50)—(35)
Tax benefit (expense)8112443
Balance at April 29, 2023$(395)$10$(1,221)$(1,606)

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

**18.**Income Taxes

The following table provides details of income taxes (in millions, except percentages):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Income before provision for income taxes$2,235$3,957$9,838$10,847
Provision for income taxes$349$745$1,680$2,192
Effective tax rate15.6%18.8%17.1%20.2%

As of April 27, 2024, we had $2.2 billion of unrecognized tax benefits, of which $1.5 billion, if recognized, would favorably impact the effective tax rate. We regularly engage in discussions and negotiations with tax authorities regarding tax matters in various jurisdictions. We believe it is reasonably possible that certain federal, foreign, and state tax matters may be concluded in the next 12 months. Specific positions that may be resolved include issues involving transfer pricing and various other matters.

**19.**Segment Information and Major Customers

**(a)**Revenue and Gross Margin by Segment

We conduct business globally and are primarily managed on a geographic basis consisting of three segments: the Americas, EMEA, and APJC. Our management makes financial decisions and allocates resources based on the information it receives from our internal management system. Sales are attributed to a segment based on the ordering location of the customer. We do not allocate research and development, sales and marketing, or general and administrative expenses to our segments in this internal management system because management does not include the information in our measurement of the performance of the operating segments. In addition, we do not allocate amortization and impairment of acquisition-related intangible assets, share-based compensation expense, significant litigation settlements and other contingencies, charges related to asset impairments and restructurings, and certain other charges to the gross margin for each segment because management does not include this information in our measurement of the performance of the operating segments.

Summarized financial information by segment for the third quarter and first nine months of fiscal 2024 and 2023, based on our internal management system and as utilized by our Chief Operating Decision Maker (“CODM”), is as follows (in millions):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Revenue:
Americas$7,372$8,634$23,904$24,372
EMEA3,4583,80610,60611,209
APJC1,8732,1315,6526,214
Total$12,702$14,571$40,161$41,795
Gross margin:
Americas$5,006$5,545$15,906$15,449
EMEA2,4062,5367,3247,330
APJC1,2621,4153,8163,986
Segment total8,6739,49527,04626,764
Unallocated corporate items(400)(263)(999)(759)
Total$8,273$9,232$26,047$26,005

Amounts may not sum due to rounding.

Revenue in the United States was $6.6 billion and $7.7 billion for the third quarter of fiscal 2024 and 2023, respectively and $21.4 billion and $21.7 billion for the first nine months of fiscal 2024 and 2023, respectively.

CISCO SYSTEMS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued)

(Unaudited)

**(b)**Revenue for Groups of Similar Products and Services

We design and sell Internet Protocol (IP)-based networking and other products related to the communications and IT industry and provide services associated with these products and their use. Effective in the first quarter of fiscal 2024, we began reporting our product and service revenue in the following categories: Networking, Security, Collaboration, Observability, and Services and conformed our product revenue for prior periods to the current period presentation.

The following table presents revenue for groups of similar products and services (in millions):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Revenue:
Networking$6,522$8,982$22,425$25,105
Security1,3049583,2882,872
Collaboration9879853,0933,029
Observability211167589486
Total Product9,02411,09229,39531,492
Services3,6783,47910,76610,303
Total$12,702$14,571$40,161$41,795

Amounts may not sum due to rounding.

**20.**Net Income per Share

The following table presents the calculation of basic and diluted net income per share (in millions, except per-share amounts):

Three Months EndedNine Months Ended
April 27, 2024April 29, 2023April 27, 2024April 29, 2023
Net income$1,886$3,212$8,158$8,655
Weighted-average shares—basic4,0424,0894,0514,100
Effect of dilutive potential common shares18212011
Weighted-average shares—diluted4,0604,1104,0714,111
Net income per share—basic$0.47$0.79$2.01$2.11
Net income per share—diluted$0.46$0.78$2.00$2.11
Antidilutive employee share-based awards, excluded11245875

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