Item 8. Financial Statements and Supplementary Data

Index to Consolidated Financial Statements						Page
Consolidated Financial Statements:
Report of Independent Registered Public Accounting Firm (PCAOB ID: 238)						54
Consolidated Statement of Operations for each of the three years in the period ended October 31, 2023						56
Consolidated Statement of Comprehensive Income for each of the three years in the period ended October 31, 2023						57
Consolidated Balance Sheet at October 31, 2023 and 2022						58
Consolidated Statement of Cash Flows for each of the three years in the period ended October 31, 2023						59
Consolidated Statement of Equity for each of the three years in the period ended October 31, 2023						60
Notes to Consolidated Financial Statements						61

Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders of Keysight Technologies, Inc.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Keysight Technologies, Inc. and its subsidiaries (the “Company”) as of October 31, 2023 and 2022, and the related consolidated statements of operations, of comprehensive income, of equity and of cash flows for each of the three years in the period ended October 31, 2023, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended October 31, 2023 appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of October 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of October 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended October 31, 2023 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of October 31, 2023, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

Definition and Limitations of Internal Control over Financial Reporting

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

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

Critical Audit Matters

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

U.S. Defined Benefit Plan Obligations

As described in Notes 1 and 12 to the consolidated financial statements, the Company has defined benefit plan obligations of $634 million for its U.S. plans as of October 31, 2023. Management remeasures the defined benefit plan obligations at least annually based on the present value of future benefit payments to reflect the future benefit costs over the employees' average expected future service to Keysight based on the terms of the plans. Management estimates the present value of the future payments using actuarial concepts and assumptions. The critical assumption used by management to estimate the defined benefit plan obligations is the discount rate.

The principal considerations for our determination that performing procedures relating to the Company’s U.S. defined benefit plan obligations is a critical audit matter are (i) the significant judgment by management in determining the present value of the defined benefit plan obligations; (ii) a high degree of auditor judgment, subjectivity, and effort in performing procedures and evaluating the significant assumption related to the discount rate used in determining the present value of the defined benefit plan obligations; and (iii) the audit effort involved the use of professionals with specialized skill and knowledge.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the determination of the present value of the defined benefit plan obligations, including controls over the Company’s methods, significant assumptions, and data. These procedures also included, among others, testing the completeness and accuracy of the underlying data used in the estimate and the involvement of professionals with specialized skill and knowledge to assist in (i) evaluating the appropriateness of the actuarial concepts used to estimate the present value of the defined benefit plan obligations, (ii) developing an independent range of the U.S. discount rate and (iii) comparing management's selected discount rate to the independently developed ranges to evaluate the reasonableness of management’s discount rate assumption. Developing the independent estimate involved developing a range of independent discount rates for each U.S. benefit plan based on publicly available market data for high quality corporate bonds.

/s/ PricewaterhouseCoopers LLP

San Francisco, California

December 15, 2023

We have served as the Company’s auditor since 2013.

KEYSIGHT TECHNOLOGIES, INC.

CONSOLIDATED STATEMENT OF OPERATIONS

(in millions, except per share data)

			Year Ended October 31,
			2023						2022						2021
Revenue:
Products			$	4,336					$	4,386					$	3,993
Services and other			1,128						1,034						948
Total revenue			5,464						5,420						4,941
Costs and expenses:
Cost of products			1,552						1,607						1,511
Cost of services and other			380						363						361
Total costs			1,932						1,970						1,872
Research and development			882						841						811
Selling, general and administrative			1,307						1,283						1,195
Other operating expense (income), net			(15)						(8)						(17)
Total costs and expenses			4,106						4,086						3,861
Income from operations			1,358						1,334						1,080
Interest income			102						16						3
Interest expense			(78)						(79)						(79)
Other income (expense), net			(25)						14						6
Income before taxes			1,357						1,285						1,010
Provision for income taxes			300						161						116
Net income			$	1,057					$	1,124					$	894
Net income per share:
Basic			$	5.95					$	6.23					$	4.84
Diluted			$	5.91					$	6.18					$	4.78
Weighted average shares used in computing net income per share:
Basic			178						180						185
Diluted			179						182						187

The accompanying notes are an integral part of these consolidated financial statements.

KEYSIGHT TECHNOLOGIES, INC.

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(in millions)

			Year Ended October 31,
			2023						2022						2021
Net income			$	1,057					$	1,124					$	894
Other comprehensive income (loss):
Gains (losses) on derivative instruments, net of tax benefit (expense) of $4, $(19) and $(6)			(15)						73						26
Amounts reclassified into earnings related to derivative instruments, net of tax benefit (expense) of $1, zero and zero			(6)						(3)						(2)
Foreign currency translation, net of tax benefit (expense) of zero			18						(165)						(10)
Net defined benefit pension cost and post retirement plan costs:
Change in net actuarial gain (loss), net of tax benefit (expense) of $10, zero and $(55)			(9)						83						144
Change in net prior service credit, net of tax benefit of zero, zero and zero			—						—						(1)
Other comprehensive income (loss)			(12)						(12)						157
Total comprehensive income			$	1,045					$	1,112					$	1,051

The accompanying notes are an integral part of these consolidated financial statements.

KEYSIGHT TECHNOLOGIES, INC.

CONSOLIDATED BALANCE SHEET

(in millions, except par value and share data)

			October 31,
			2023						2022
ASSETS
Current assets:
Cash and cash equivalents			$	2,472					$	2,042
Accounts receivable, net			900						905
Inventory			985						858
Other current assets			452						429
Total current assets			4,809						4,234
Property, plant and equipment, net			761						690
Operating lease right-of-use assets			226						220
Goodwill			1,640						1,582
Other intangible assets, net			155						189
Long-term investments			81						62
Long-term deferred tax assets			671						667
Other assets			340						454
Total assets			$	8,683					$	8,098
LIABILITIES AND EQUITY
Current liabilities:
Current portion of long-term debt			$	599					$	—
Accounts payable			286						348
Employee compensation and benefits			304						333
Deferred revenue			541						495
Income and other taxes payable			90						96
Operating lease liabilities			40						39
Other accrued liabilities			189						96
Total current liabilities			2,049						1,407
Long-term debt			1,195						1,793
Retirement and post-retirement benefits			64						58
Long-term deferred revenue			216						197
Long-term operating lease liabilities			192						186
Other long-term liabilities			313						296
Total liabilities			4,029						3,937
Commitments and contingencies (Note 14)
Stockholders' equity:
Preferred stock; $0.01 par value; 100 million shares authorized; none issued and outstanding			—						—
Common stock; $0.01 par value; 1 billion shares authorized; issued and outstanding shares: 200 million and 199 million, respectively			2						2
Treasury stock, at cost; 25.4 million shares and 20.5 million shares, respectively			(2,980)						(2,274)
Additional paid-in-capital			2,487						2,333
Retained earnings			5,611						4,554
Accumulated other comprehensive loss			(466)						(454)
Total stockholders' equity			4,654						4,161
Total liabilities and equity			$	8,683					$	8,098

The accompanying notes are an integral part of these consolidated financial statements.

KEYSIGHT TECHNOLOGIES, INC.

CONSOLIDATED STATEMENT OF CASH FLOWS

(in millions)

			Year Ended October 31,
			2023						2022						2021
Cash flows from operating activities:
Net income			$	1,057					$	1,124					$	894
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation			120						117						117
Amortization			92						106						176
Share-based compensation			135						125						103
Deferred tax expense (benefit)			(3)						7						(53)
Excess and obsolete inventory-related charges			27						27						27
Loss on settlement of pension plan			—						—						16
Unrealized loss (gain) on investments in equity securities			(5)						31						—
Other non-cash expenses (income), net			4						11						6
Changes in assets and liabilities, net of effects of businesses acquired:
Accounts receivable			14						(204)						(122)
Inventory			(148)						(125)						(43)
Accounts payable			(62)						56						53
Employee compensation and benefits			(43)						(17)						50
Deferred revenue			61						79						96
Income taxes payable			(40)						(14)						34
Retirement and post-retirement benefits			(8)						(19)						7
Interest rate swap agreement termination proceeds			107						—						—
Prepaid assets			7						(124)						(43)
Other assets and liabilities			93						(36)						4
Net cash provided by operating activities			1,408						1,144						1,322
Cash flows from investing activities:
Investments in property, plant and equipment			(196)						(185)						(174)
Acquisitions of businesses and intangible assets, net of cash acquired			(85)						(33)						(178)
Purchase of investments			(7)						(33)						(1)
Net cash used in investing activities			(288)						(251)						(353)
Cash flows from financing activities:
Proceeds from issuance of common stock under employee stock plans			67						63						59
Payment of taxes related to net share settlement of equity awards			(49)						(74)						(53)
Treasury stock repurchases			(702)						(849)						(673)
Other financing activities			(3)						(1)						(4)
Net cash used in financing activities			(687)						(861)						(671)
Effect of exchange rate movements			(2)						(43)						3
Net increase (decrease) in cash, cash equivalents, and restricted cash			431						(11)						301
Cash, cash equivalents, and restricted cash at beginning of year			2,057						2,068						1,767
Cash, cash equivalents, and restricted cash at end of year			$	2,488					$	2,057					$	2,068
Supplemental cash flow information:
Interest payments			$	75					$	75					$	75
Income tax paid, net			$	343					$	191					$	130
Investments in property, plant and equipment included in accounts payable			$	30					$	31					$	22

The accompanying notes are an integral part of these consolidated financial statements.

KEYSIGHT TECHNOLOGIES, INC.

CONSOLIDATED STATEMENT OF EQUITY

(in millions, except number of shares in thousands)

			Common Stock																		Treasury Stock
			Number of Shares						Par Value						Additional Paid-in Capital						Number of Shares						Treasury Stock at Cost						Retained Earnings						Accumulated Other Comprehensive Loss						Total Stockholders' Equity
Balance as of October 31, 2020			195,661						$	2					$	2,110					(10,732)						$	(752)					$	2,536					$	(599)					$	3,297
Net income			—						—						—						—						—						894						—						894
Other comprehensive income (loss), net of tax			—						—						—						—						—						—						157						157
Issuance of common stock			1,587						—						59						—						—						—						—						59
Taxes related to net share settlement of equity awards			—						—						(53)						—						—						—						—						(53)
Share-based compensation			—						—						103						—						—						—						—						103
Repurchase of common stock			—						—						—						(4,362)						(673)						—						—						(673)
Balance as of October 31, 2021			197,248						2						2,219						(15,094)						(1,425)						3,430						(442)						3,784
Net income			—						—						—						—						—						1,124						—						1,124
Other comprehensive income (loss), net of tax			—						—						—						—						—						—						(12)						(12)
Issuance of common stock			1,321						—						63						—						—						—						—						63
Taxes related to net share settlement of equity awards			—						—						(74)						—						—						—						—						(74)
Share-based compensation			—						—						125						—						—						—						—						125
Repurchase of common stock			—						—						—						(5,442)						(849)						—						—						(849)
Balance as of October 31, 2022			198,569						2						2,333						(20,536)						(2,274)						4,554						(454)						4,161
Net income			—						—						—						—						—						1,057						—						1,057
Other comprehensive income (loss), net of tax			—						—						—						—						—						—						(12)						(12)
Issuance of common stock			1,202						—						67						—						—						—						—						67
Taxes related to net share settlement of equity awards			—						—						(49)						—						—						—						—						(49)
Share-based compensation			—						—						136						—						—						—						—						136
Repurchase of common stock			—						—						—						(4,913)						(706)						—						—						(706)
Balance as of October 31, 2023			199,771						$	2					$	2,487					(25,449)						$	(2,980)					$	5,611					$	(466)					$	4,654

The accompanying notes are an integral part of these consolidated financial statements.

KEYSIGHT TECHNOLOGIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. OVERVIEW, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Overview. Keysight Technologies, Inc. ("we," "us," "Keysight" or the "company"), incorporated in Delaware on December 6, 2013, is a global innovator in the computing, communications and electronics market, committed to advancing our customers’ business success by helping them solve critical challenges in the development and commercialization of their products and services. Our mission, "accelerating innovation to connect and secure the world," speaks to the value we provide our customers in a world of ever-increasing technological complexity. We deliver this value through a broad range of design and test solutions that address the critical challenges our customers face in bringing their innovations to market faster.

Basis of Presentation. We have prepared the accompanying financial statements pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and in conformity with generally accepted accounting principles in the U.S. ("GAAP"). Our fiscal year end is October 31. Unless otherwise stated, all years and dates refer to our fiscal year.

Management is responsible for the fair presentation of the accompanying consolidated financial statements, prepared in accordance with GAAP, and has full responsibility for their integrity and accuracy. In the opinion of management, the accompanying consolidated financial statements contain all normal and recurring adjustments necessary to present fairly our consolidated balance sheet and our consolidated statement of operations, statement of comprehensive income, statement of cash flows and statement of equity.

Principles of consolidation. The consolidated financial statements include the accounts of the company and our wholly- and majority-owned subsidiaries. All significant inter-company transactions have been eliminated.

Use of Estimates. The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and various other assumptions believed to be reasonable. Although these estimates are based on management's knowledge of current events and actions that may impact the company in the future, actual results may be different from the estimates. We are not aware of any specific event or circumstance that would require an update to our estimates or judgments or a revision of the carrying value of our assets or liabilities as of October 31, 2023. Our critical accounting policies are those that affect our financial statements materially and involve difficult, subjective or complex judgments by management. Those policies are revenue recognition, inventory valuation, share-based compensation, retirement and post-retirement plan assumptions, valuation of goodwill and other intangible assets, warranty, loss contingencies, restructuring and accounting for income taxes.

Reclassifications. Beginning in fiscal year 2023, to align the presentation of revenue with the manner in which management reviews such information, the presentation of "products" and "services and other" revenue and "costs and expenses" in the consolidated statement of operations were reclassified to move revenue and costs and expenses primarily related to bundled licenses and technical support services from "products" to "services and other." This resulted in reclassification of $88 million and $57 million, respectively, from "products" revenue to "services and other" revenue for the fiscal year ended October 31, 2022 and 2021, and $10 million and $11 million, respectively, from "cost of products" to "cost of services and other" for the fiscal year ended October 31, 2022 and 2021 to conform to the current presentation. This change had no impact on reported total revenue, income from operations and net income in our consolidated statement of operations.

Revenue recognition. Revenue is recognized upon transfer of control of the promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. We primarily generate revenue from the sale of products (hardware and/or software), services, or a combination thereof. We enter into contracts that may involve multiple performance obligations, and we allocate the transaction price between each performance obligation on the basis of relative standalone selling price ("SSP"). Revenue is recognized net of allowances for returns and any taxes collected from customers, which are subsequently remitted to governmental authorities.

Product revenues are generated predominantly from the sale of various types of design and test software and hardware. Products consist of standalone software and hardware generally installed with software applications that are licensed on a perpetual and term basis. Our hardware products generally do not have any substantive acceptance terms that would otherwise preclude the transfer of control. Performance obligations related to our software licenses, including the license portion of our software subscriptions, grant the customer the right to use our software primarily via electronic delivery.

Service revenues consist of repair and calibration services, extended warranties, technical support for hardware and software, when-and-if available software updates and upgrades, and professional services, including installation and implementation, consulting, and training. Services include both hardware and software services. Repair and calibration services for hardware products are sold both as per-incident customer services and as customer agreements to provide such services over the contractual period. Extended warranties are optional to the customer and provide warranty on hardware products for additional years beyond the standard one-year warranty. Technical support for software and when-and-if available software updates and upgrades are sold either together with our software licenses and software subscriptions, or separately as part of our customer support programs. These are considered stand-ready performance obligations where customers benefit from the services evenly throughout the license or service period. These performance obligations provide the customer access evenly over the contract period. Our professional services may be sold on a time and material basis (e.g., consulting) or on a fixed-fee basis (e.g., non-recurring engineering).

We also generate revenues from a combination of products and services ("custom solutions"), including combinations of hardware, software, software subscriptions, installation, professional services, and other support services. Custom solutions provide the customer with a combination of hardware, software and professional services to meet customers' unique specifications and are accounted for as one performance obligation.

For our contracts with customers, we account for individual performance obligations separately if they are distinct. Our standard payment terms are net 30 to 90 days, and we generally do not offer extended payment terms beyond one year. Our contracts typically contain various forms of variable consideration, including trade discounts, trade-in credits, rebates, and rights of return. The transaction price is allocated to the separate performance obligations based on relative SSP. SSPs for a majority of our products and services are estimated based on our established pricing practices and maximize the use of observable inputs. An observable input is the price of the good or service when it is sold as a separate item in a similar circumstance and to a similar customer as in the contract for which SSPs are being determined. We have elected to exclude from the measurement of the transaction price all taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction and collected by Keysight from a customer (e.g., sales, use, value added, and some excise taxes). We have also elected to account for shipping and handling activities that occur after control of the related good transfers as fulfillment activities instead of assessing such activities as performance obligations.

Our typical performance obligations include the following:

Performance obligation			When performance obligation is typically satisfied			When payment is typically due			How standalone selling price is typically determined
Product Revenues
Hardware			When customer obtains control of the product, typically at delivery (point in time)			Within 30-90 days of shipment			Estimated based on established pricing practices or observable based on standalone sales for certain hardware products
Software licenses			Primarily upon electronic delivery of the software, and the applicable license period has begun (point in time)			Within 30-90 days of the beginning of license period			Estimated based on established pricing practices or observable based on standalone sales for certain software products
Software subscriptions			Ratably over the subscription period (over time)			Within 30-90 days of the beginning of subscription period			Estimated based on established pricing practices
Service Revenues
Calibration contracts			Ratably over the service contract period (over time)			Within 30-90 days of the beginning of service contract period			Estimated based on established pricing practices
Repair and calibration (per- incident)			As services are performed (point in time)			Within 30-90 days of invoicing for services rendered			Estimated based on established pricing practices
Extended hardware warranty			Ratably over the warranty period (over time)			Within 30-90 days of invoicing			Estimated based on established pricing practices or observable based on standalone sales of certain hardware warranty contracts
Technical support and when-and-if-available software updates			Ratably over the license service contract period (over time)			Within 30-90 days of the beginning of license or service contract period			Estimated based on established pricing practices or observable based on standalone sales for certain support contracts
Professional services			As services are performed based on measures of progress (over time) or at a point in time			Within 30-90 days of invoicing for services rendered			Estimated based on established pricing practices
Custom Solutions
Custom solutions (milestone-based; percentage-of-completion)			As milestones are achieved based on transfer of control to customer (over time)			Within 30-90 days of milestone achievement			Transaction price, as pricing is custom and can vary significantly from contract to contract
Custom solutions (point in time)			When customer obtains control of the solution, typically at delivery or customer acceptance, as defined by the contract (point in time)			Within 30-90 days of delivery of solution			Transaction price, as pricing is custom and can vary significantly from contract to contract

Significant judgment is required to determine the SSP for each distinct performance obligation. As most of our products and services are not sold on a standalone basis, we typically estimate the SSP. In doing so, we consider our internal price list for each product and service, which reflects our desired profitability, based on an expected level of sales, and adjust for factors such as competition, customer relationship, discount provided in the contract, geographic location, and the products and services purchased in the arrangement. We use a range based on actual historical sales to determine whether the calculated SSP for a product or service is a fair representation of the SSP.

For capitalized contract costs, we use judgment in determining the capitalized amount and amortization period.

Our products are generally sold with a right of return, and we may provide other credits, discounts, or incentives, which are accounted for as variable consideration at the portfolio level and estimated based on historical information. Returns, credits, and discounts are estimated at contract inception and updated at the end of each reporting period as additional information becomes available to the extent that it is probable a significant reversal of the cumulative amount of revenue recognized will not occur once the variability is subsequently resolved.

Shipping and handling costs. Our shipping and handling costs charged to customers are included in revenue, and the associated expense is recorded in cost of products for all periods presented.

Deferred revenue. We recognize contract liabilities in our consolidated balance sheet as deferred revenue, which represents the amount of service and software revenue deferred and recognized over the contractual period or as services are rendered and accepted by the customer. In addition, it includes the amount allocated to undelivered performance obligations.

Accounts receivable, net. Trade accounts receivable are recorded at the invoiced amount and do not bear interest. Such accounts receivable have been reduced by an allowance for credit losses, which is our best estimate of the amount of probable credit losses in our existing accounts receivable. We determine the allowance based on customer specific experience and the aging of such receivables, among other factors. The allowance for credit losses was approximately $5 million and $4 million, respectively, as of October 31, 2023 and 2022. We do not have any off-balance-sheet credit exposure related to our customers.

Share-based compensation. We account for share-based awards made to our employees and directors, including restricted stock units ("RSUs"), employee stock purchases made under Keysight's employee stock purchase plan under Section 423(b) of the Internal Revenue Code ("ESPP"), employee stock option awards, and performance share awards under Keysight Technologies, Inc. Long-Term Performance ("the LTP") Program, using the estimated grant date fair value method of accounting. Forfeitures are recognized as they occur and are reductions from share-based compensation expense. We recorded compensation expense for all share-based awards of $136 million in 2023, $126 million in 2022 and $104 million in 2021.

Inventory. Inventory is valued at standard cost, which approximates actual cost computed on a first-in, first-out basis, not in excess of market value. We assess the valuation of our inventory on a periodic basis and make adjustments to the value for estimated excess and obsolete inventory based on estimates about future demand and actual usage. The excess balance determined by this analysis becomes the basis for our excess inventory charge. Our excess inventory review process includes analysis of sales unit forecasts, managing product rollovers and working with manufacturing to maximize recovery of excess inventory.

Warranty. Keysight warranties on products sold through direct sales channels are primarily for one year. Warranties for products sold through distribution channels are primarily for three years. We accrue for standard warranty costs based on historical trends in warranty charges. The accrual is reviewed regularly and periodically adjusted to reflect changes in warranty cost estimates. Estimated warranty charges are recorded within cost of products at the time related product revenue is recognized. See Note 13, "Supplemental Financial Information."

We also sell extended warranties that provide warranty coverage beyond the standard warranty term. Revenue associated with extended warranties is deferred and recognized over the extended coverage period.

Loss contingencies. We accrue for probable losses from contingencies, including legal settlement costs, on an undiscounted basis when such costs are considered probable of being incurred and are reasonably estimable. We periodically evaluate available information, both internal and external, relative to such contingencies and adjust this accrual as necessary.

Taxes on income. Income tax expense is based on income or loss before taxes. Deferred income taxes reflect the effect of temporary differences between asset and liability amounts that are recognized for financial reporting purposes and the amounts that are recognized for income tax purposes. These deferred taxes are measured by applying currently enacted tax laws. Valuation allowances are recognized to reduce deferred tax assets to the amount that is more likely than not to be realized.

We account for uncertainty in income taxes using a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50 percent likely of being realized upon settlement. We make adjustments to these reserves when facts and circumstances change, such as the closing of a tax audit or the refinement of an estimate due to new information. We classify the liability for unrecognized tax benefits as current to the extent that the company anticipates payment (or receipt) of cash within one year. Interest and penalties related to uncertain tax positions are recognized in the provision for income taxes. Given the number of years and numerous matters that remain subject to examination in various tax jurisdictions, we are unable to estimate the range of possible changes to the balance of our unrecognized tax benefits.

Goodwill and other intangible assets. Goodwill is assessed for impairment on a reporting unit basis at least annually in the fourth quarter, as of September 30, or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The impairment test compares the fair value of a reporting unit with its carrying amount, with an impairment charge recorded for the amount by which the carrying amount exceeds the reporting unit’s fair value up to a maximum amount of the goodwill balance for the reporting unit. We determine fair values for each of the reporting units using the market approach, when available and appropriate, or the income approach, or a combination of both. If multiple valuation methodologies are used, the results are weighted appropriately. Valuations using the market approach are derived from metrics of publicly traded comparable companies. The selections of comparable businesses are based on the markets in which our reporting units operate, giving consideration to risk profiles, size, geography and diversity of products and services. Under the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an appropriate risk-adjusted rate. We use our internal forecasts to estimate future cash flows and include an estimate of long-term future growth rates based on our most recent views of the long-term outlook for each business.

As defined in the authoritative guidance, a reporting unit is an operating segment or one level below an operating segment. During the fourth quarter of 2023, we performed our annual impairment test of goodwill for all our reporting units using a qualitative approach. Based on the results of our qualitative testing, we believe that it is more likely than not that the fair value of each reporting unit is greater than its respective carrying value. There were no impairments of goodwill during the years ended October 31, 2023, 2022 and 2021. See Note 2, “Acquisitions,” and Note 7, “Goodwill and Other Intangible Assets,” for additional information about our goodwill and other intangible assets.

Other intangible assets consist primarily of developed technologies, proprietary know-how, trademarks, customer relationships, non-compete agreements, and acquired backlog and are amortized using the straight-line method over estimated useful lives ranging from 6 months to 12 years. We review other intangible assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable or that the useful lives of these assets are no longer appropriate. No impairments of purchased intangible assets were recorded during the years ended October 31, 2023, 2022 and 2021.

The authoritative accounting guidance allows a qualitative approach for testing indefinite-lived intangible assets for impairment, similar to the impairment testing guidance for goodwill. It allows the option to first assess qualitative factors (events and circumstances) that could have affected the significant inputs used in determining the fair value of the indefinite-lived intangible asset. The qualitative factors assist in determining whether it is more likely than not that the indefinite-lived intangible asset is impaired. An organization may choose to bypass the qualitative assessment for any indefinite-lived intangible asset in any period and proceed directly to calculating its fair value. Our indefinite-lived intangible assets are generally in-process research and development ("IPR&D") intangible assets. No material impairments of indefinite-lived intangible assets were recorded in 2021. We had no IPR&D intangible assets as of October 31, 2023 and 2022.

Advertising. Advertising costs are expensed as incurred and were $24 million in 2023, $27 million in 2022 and $21 million in 2021.

Research and development. Costs related to the research, design and development of our products are charged to research and development expense as they are incurred.

Government assistance. Keysight receives various forms of government assistance, primarily through grants related to the development of new products. We record proceeds from government grants when there is reasonable assurance that we will comply with the relevant conditions of the grant agreement and we are confident the grant funds will be received. Grants in recognition of specific expenses are recognized in the same period as an offset to those related expenses.

Grants received from new or existing arrangements during fiscal year 2023 were $4 million and recorded as an offset to expenses in “research and development” in the consolidated statement of operations. Grant proceeds receivable as of October

31, 2023 were $5 million and recorded in “accounts receivable, net” in the consolidated balance sheet. Grant proceeds received prior to Keysight meeting the conditions of the grant are recorded in "other accrued liabilities" in the consolidated balance sheet, and grant income is recorded in “other income (expense), net” in the consolidated statement of operations. These amounts were not material for fiscal year 2023.

Investments. Investments with readily determinable fair values and trading securities are reported at fair value. Equity investments without readily determinable fair values are measured at cost with adjustments for observable changes in price or impairments. Gains or losses resulting from changes in fair value are recognized currently in earnings. The company assesses investments for impairment whenever events or changes in circumstances indicate that the carrying value of an investment may not be recoverable. There was no impairment recognized in 2023, 2022 and 2021.

Net income per share. Basic net income per share is computed by dividing net income by the weighted average number of common shares outstanding during the period excluding the dilutive effect of share-based awards. Diluted net income per share gives effect to all potentially dilutive common stock equivalents outstanding during the period. The dilutive effect of share-based awards is reflected in diluted net income per share by application of the treasury stock method, which includes consideration of unamortized share-based compensation expense, and the dilutive effect of in-the-money options and non-vested RSUs. Under the treasury stock method, the amount the employee must pay for exercising stock options and unamortized share-based compensation expense are assumed proceeds to be used to repurchase hypothetical shares.

Cash, cash equivalents and short-term investments. We classify investments as cash equivalents if their original maturity or remaining maturity at the time of purchase is three months or less at the date of purchase. Cash equivalents are stated at cost, which approximates fair value.

As of October 31, 2023, approximately $2.1 billion of our cash, cash equivalents and restricted cash was held outside of the U.S. in our foreign subsidiaries. Our cash and cash equivalents mainly consist of investments in institutional money market funds, short-term deposits held at major global financial institutions, and similar short duration instruments with original maturities of three months or less. We continuously monitor the creditworthiness of the financial institutions in which we invest our funds. We utilize a variety of funding strategies in an effort to ensure that our worldwide cash is available in the locations in which it is needed. Most significant international locations have access to internal funding through an offshore cash pool for working capital needs. In addition, a few locations that are unable to access internal funding have access to temporary local overdraft and short-term working capital lines of credit.

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

Fair value of financial instruments. The carrying values of certain of our financial instruments, including cash and cash equivalents, accounts receivable, accounts payable and other accrued liabilities, approximate fair value because of their short maturities. The fair value of long-term equity investments is determined using quoted market prices for those securities when available. For those long-term equity investments accounted for under the equity method or a measurement alternative, the carrying value approximates estimated fair value. The fair value of our debt, calculated from quoted prices that are Level 1 inputs under the accounting guidance fair value hierarchy, is approximately $1,679 million as of October 31, 2023 and 2022. The fair value of foreign currency contracts used for hedging purposes is estimated internally by using inputs tied to active markets. These inputs, for example, interest rate yield curves, foreign exchange rates, and forward and spot prices for currencies, are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. See also Note 8, "Fair Value Measurements," for additional information on the fair value of financial instruments.

Concentration of credit risk. Financial instruments that potentially subject us to significant concentration of credit risk include money market fund investments, time deposits and demand deposit balances. These investments are categorized as cash and cash equivalents, short-term investments and long-term investments. In addition, we have credit risk from derivative financial instruments used in hedging activities and accounts receivable. We invest in a variety of financial instruments and limit the amount of credit exposure with any one financial institution. We have a comprehensive credit policy in place and credit exposure is monitored on an ongoing basis.

Credit risk with respect to our accounts receivable is diversified due to the large number of entities comprising our customer base and their dispersion across many different industries and geographies. Credit evaluations are performed on customers requiring credit over a certain amount.

Credit risk is mitigated through collateral, such as letters of credit, bank guarantees or payment terms like cash in advance. No single customer accounted for more than 10 percent of accounts receivable as of October 31, 2023 or 2022.

Derivative instruments. We are exposed to global foreign currency exchange rate fluctuations in the normal course of business. We enter into foreign exchange hedging contracts and primarily use forward contracts to manage financial exposures resulting from changes in foreign currency exchange rates. Foreign currency exposures include committed and anticipated revenue and expense transactions (cash flow exposure) and assets and liabilities that are denominated in currencies other than the functional currency of the subsidiary (balance sheet exposure). For cash flow hedges, contracts are designed at inception as hedges of the related foreign currency exposures. We formally document all relationships between hedging instruments and hedged items, as well as our risk-management objective and strategy for undertaking various hedge transactions at the inception of the hedge. This process includes linking all derivatives that are designated as cash flow hedges to specific forecasted transactions. We also formally assess, both at the hedge’s inception and on an ongoing basis, whether the hedging instruments are highly effective in offsetting changes in cash flows of hedged items. Our foreign exchange cash flow hedging contracts have maturities based on a rolling period of up to twelve months. We do not use derivative financial instruments for speculative trading purposes.

All derivatives are recognized on the balance sheet at their fair values. For derivative instruments that are designated and qualify as cash flow hedges, changes in the value of the effective portion of the derivative instruments are recognized in accumulated comprehensive income, a component of stockholders' equity. Amounts associated with cash flow hedges are reclassified and recognized in income when either the forecast transaction occurs or it becomes probable the forecast transaction will not occur. Derivatives not designated as hedging instruments are recorded on the balance sheet at fair value, and changes in fair value are recorded in earnings in the current period. Derivative instruments are subject to master netting arrangements and qualify for net presentation in the balance sheet. Cash flows from derivative instruments are classified in the statement of cash flows in the same category as the cash flows from the hedged or economically hedged item, primarily in operating activities.

Property, plant and equipment. Property, plant and equipment are stated at cost less accumulated depreciation. Additions, improvements and major renewals are capitalized; maintenance, repairs and minor renewals are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are removed from our general ledger, and the resulting gain or loss is reflected in the consolidated statement of operations. We use the straight-line method to depreciate assets. Buildings and improvements are depreciated over the lesser of their useful lives, which is generally over five years to forty years, or the remaining term of the lease; and machinery and equipment is generally depreciated over three years to ten years.

Leases. We determine whether an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets and operating lease liabilities (current and non-current) on our consolidated balance sheet. Finance leases are included in property, plant and equipment, other accrued liabilities, and other long-term liabilities in our consolidated balance sheet. Our finance lease and lessor arrangements are immaterial.

ROU assets and lease obligations are recognized based on their present value of the future minimum lease payments over the lease term at commencement date. As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on the lease term and economic environment to discount lease obligations. ROU assets also include any lease payments made and exclude lease incentives and initial direct costs incurred. We initially measure payments based on an index by using the applicable rate at lease commencement. Variable payments that do not depend on an index are not included in the lease liability and are recognized as they are incurred. See Note 10, "Leases," for additional information.

Impairment of long-lived assets. We continually monitor events and changes in circumstances that could indicate carrying amounts of long-lived assets may not be recoverable. When such events or changes in circumstances occur, we assess the recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the undiscounted future cash flows is less than the carrying amount of those assets, we recognize an impairment loss based on the excess of the carrying amount over the fair value of the assets.

Restructuring costs. The main component of our existing restructuring plans is related to workforce reductions and site restructuring. Workforce reduction charges are accrued when payment of benefits becomes probable and the amounts can be estimated. If the amounts and timing of cash flows from restructuring activities are significantly different from what we have estimated, the actual amount of restructuring and other related charges could be materially different, either higher or lower, than those we have recorded.

Employee compensation and benefits. Amounts owed to employees, such as accrued salary, bonuses and vacation benefits are reported within employee compensation and benefits in the consolidated balance sheet. The total amount of accrued vacation benefit was $113 million and $109 million as of October 31, 2023 and 2022, respectively.

Foreign currency translation. We translate and remeasure balance sheet and statement of operations items into U.S. dollars. For those subsidiaries that operate in a local currency functional environment, all assets and liabilities are translated into

U.S. dollars using current exchange rates at the balance sheet date; revenue and expenses are translated using monthly exchange rates that approximate average exchange rates in effect during each period. Resulting translation adjustments are reported as a separate component of accumulated other comprehensive income (loss) in stockholders' equity.

For those subsidiaries that operate in a U.S. dollar functional environment, foreign currency assets and liabilities are re-measured into U.S. dollars at current exchange rates except for non-monetary assets and capital accounts, which are remeasured at historical exchange rates. Revenue and expenses are generally remeasured at monthly exchange rates that approximate average exchange rates in effect during each period. Gains or losses from foreign currency re-measurement are included in net income. Net gains or losses resulting from foreign currency asset and liability remeasurement transactions are reported in other income (expense) and were a $49 million loss in 2023, a $1 million loss in 2022 and a $3 million gain in 2021. Net foreign currency losses of $49 million in 2023 include unrealized losses of $45 million on outstanding forward exchange contracts associated with the acquisition of ESI Group S.A. See Note 9, "Derivatives."

Retirement plans and post-retirement benefit plan assumptions. Defined benefit plan obligations are remeasured at least annually as of October 31, based on the present value of future benefit payments to reflect future benefit costs over the employees' average expected future service to Keysight based on the terms of the plans. To estimate the present value of these future payments, we are required to make assumptions using actuarial concepts within the framework of GAAP. Two critical assumptions are the discount rate and the expected long-term return on plan assets. Other important assumptions include expected future salary increases, expected future increases to benefit payments, expected retirement dates, employee turnover, retiree mortality rates and investment portfolio composition. We evaluate these assumptions at least annually. See Note 12, "Retirement Plans and Post-Retirement Benefit Plans."

New Accounting Pronouncements

ASU 2021-10, Government Assistance (Topic 832): Disclosure by Business Entities about Government Assistance. In November 2021, the Financial Accounting Standards Board issued guidance that requires annual disclosures of transactions with a government that are accounted for by applying a grant or contributions accounting model by analogy. The standard is effective for fiscal years beginning after December 15, 2021. We adopted this guidance effective November 1, 2022.

Other amendments to GAAP that do not require adoption until a future date are not expected to have a material impact on our consolidated financial statements upon adoption.

2. ACQUISITIONS

2023 Acquisitions

During the year ended October 31, 2023, we acquired Cliosoft, Inc. ("Cliosoft") for $85 million, net of $15 million cash acquired. Cliosoft's data and intellectual property management tools enhance our portfolio of electronic design automation solutions. Based on the allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed, we recognized additions to goodwill and other intangible assets of $56 million and $56 million, respectively. The identified intangible assets primarily consist of developed technology of $41 million, customer relationships of $13 million and backlog of $2 million. The estimated useful lives of developed technology range between 6 to 7 years, customer relationships is 6 years, and backlog is 3 years. Goodwill for the acquisition was assigned to the Communications Solutions Group ("CSG") and Electronic Industrial Solutions Group ("EISG") operating segments using the relative fair value allocation approach.

2022 Acquisitions

During the year ended October 31, 2022, we used $33 million, net of cash acquired, for acquisition activity and recognized goodwill and other intangible assets of $20 million and $23 million, respectively, based on the allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed. Of the $20 million goodwill, $9 million was assigned to CSG and $11 million was assigned to EISG.

Supplemental Pro Forma Information (Unaudited)

Pro forma results of operations for 2023 and 2022 acquisitions have not been presented because the effects of the acquisitions were not material to the company’s financial results.

3. REVENUE

Disaggregation of Revenue

We disaggregate our revenue from contracts with customers by geographic region, end market, and timing of revenue recognition, as we believe these categories best depict how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. Disaggregated revenue is presented for each of our reportable segments, Communications Solutions Group ("CSG") and Electronic Industrial Solutions Group ("EISG").

			Year Ended October 31,
			2023																		2022																		2021
			CSG						EISG						Total						CSG						EISG						Total						CSG						EISG						Total
			(in millions)
Region
Americas			$	1,798					$	407					$	2,205					$	1,824					$	379					$	2,203					$	1,697					$	299					$	1,996
Europe			536						420						956						523						359						882						500						295						795
Asia Pacific			1,351						952						2,303						1,456						879						2,335						1,326						824						2,150
Total revenue			$	3,685					$	1,779					$	5,464					$	3,803					$	1,617					$	5,420					$	3,523					$	1,418					$	4,941
End Market
Aerospace, Defense & Government			$	1,250					$	—					$	1,250					$	1,171					$	—					$	1,171					$	1,142					$	—					$	1,142
Commercial Communications			2,435						—						2,435						2,632						—						2,632						2,381						—						2,381
Electronic Industrial			—						1,779						1,779						—						1,617						1,617						—						1,418						1,418
Total revenue			$	3,685					$	1,779					$	5,464					$	3,803					$	1,617					$	5,420					$	3,523					$	1,418					$	4,941
Timing of Revenue Recognition
Revenue recognized at a point in time			$	3,012					$	1,515					$	4,527					$	3,166					$	1,393					$	4,559					$	2,936					$	1,233					$	4,169
Revenue recognized over time			673						264						937						637						224						861						587						185						772
Total revenue			$	3,685					$	1,779					$	5,464					$	3,803					$	1,617					$	5,420					$	3,523					$	1,418					$	4,941

Our point-in-time revenues are generated predominantly from the sale of various types of design and test software and hardware, and per-incident repair and calibration services. Perpetual software and the portion of term software subscription revenue in this category represents revenue recognized up front upon transfer of control at the time of electronic delivery. Revenue on per-incident repair and calibration services is recognized when services are performed. Over-time revenues are generated predominantly from the repair and calibration contracts, extended warranties, technical support for hardware and software, certain software subscription and Software as a Service ("SaaS") product offerings, and professional services. Technical support for software and when-and-if available software updates and upgrades are sold either together with our software licenses and software subscriptions, including SaaS, or separately as part of our customer support programs.

Additionally, we provide custom solutions that include combinations of hardware, software, software subscriptions, installation, professional services, and other support services, and revenue may be recognized either up front on delivery or over time depending upon the terms of the contract.

Contract Balances

Contract assets

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 solutions and support arrangements when transfer of control has occurred but we have not yet invoiced. The contract assets balances were $58 million and $88 million as of October 31, 2023 and October 31, 2022, respectively, and are included in "accounts receivables, net" and "other assets" in our consolidated balance sheet.

Contract costs

We capitalize direct and incremental costs incurred to acquire contracts for which the associated revenue is expected to be recognized in future periods. We have determined that certain employee and third-party representative commission programs meet the requirements to be capitalized. These costs are initially deferred and typically amortized over the term of the customer contract which corresponds to the period of benefit. Capitalized contract costs were $43 million and $38 million as of October 31, 2023 and October 31, 2022, respectively, and are included in “other current assets” and “other assets” in the consolidated balance sheet. The amortization expense associated with these capitalized costs was $62 million, $84 million and $77 million for the years ended October 31, 2023, 2022 and 2021, respectively.

Contract liabilities

Our contract liabilities consist of deferred revenue that arises when we receive consideration in advance of providing the goods or services promised in the contract. Contract liabilities are primarily generated from customer deposits received in advance of shipments for products or rendering of services and are recognized as revenue when products are shipped and services are provided to the customer. We classify deferred revenue as current or non-current based on the timing of when we expect to recognize revenue.

The following table provides a roll-forward of our contract liabilities, current and non-current:

			Year Ended October 31,
			2023
			(in millions)
Beginning balance			$	692
Deferral of revenue billed in current period, net of recognition			551
Deferred revenue arising out of acquisitions			4
Revenue recognized that was deferred as of the beginning of the period			(490)
Foreign currency translation impact			—
Ending balance			$	757

Remaining Performance Obligations

Our expected remaining performance obligations, excluding contracts that have an original expected duration of one year or less, was approximately $581 million as of October 31, 2023, and represents the company’s obligation to deliver products and services and obtain customer acceptance on delivered products. As of October 31, 2023, we expect to fulfill 51 percent of these remaining performance obligations in 2024, 33 percent in 2025 and 16 percent thereafter.

4. SHARE-BASED COMPENSATION

Keysight accounts for share-based awards in accordance with the provisions of the authoritative accounting guidance, which requires the measurement and recognition of compensation expense for all share-based payment awards made to our employees and directors, including RSUs, employee stock purchases made under our ESPP, employee stock option awards, and performance share awards granted to selected members of our senior management under the LTP Program, based on estimated fair values.

Description of Keysight’s Share-Based Plans

Incentive compensation plans. The 2014 Equity and Incentive Compensation Plan (the "2014 Stock Plan") was originally adopted by our board of directors on July 16, 2014, with an effective date of November 1, 2014. It was subsequently amended and restated by our board of directors on September 29, 2014 and again on January 22, 2015. Our board of directors initially reserved 25 million shares of company common stock that may be issued under the 2014 Stock Plan, plus any shares forfeited or cancelled under the 2014 Stock Plan and subsequently reduced the number to 17 million shares. The 2014 Stock Plan was further amended and restated by our board of directors on November 16, 2017 to increase the maximum aggregate number of shares that may be issued under the 2014 Stock Plan to 21.8 million shares. The 2014 Stock Plan provides for the grant of awards in the form of stock options, stock appreciation rights, restricted stock, RSUs, performance shares and performance units with performance-based conditions on vesting or exercisability, and cash awards. The 2014 Stock Plan has a term of ten years. As of October 31, 2023, approximately 4 million shares were available for future awards under the 2014 Stock Plan.

Stock options granted under the 2014 Stock Plan may be either "incentive stock options," as defined in Section 422 of the Internal Revenue Code, or non-statutory. Options generally vest at a rate of 25 percent per year over a period of four years from

the date of grant with a maximum contractual term of ten years. The exercise price for stock options is generally not less than 100 percent of the fair market value of our common stock on the date the stock award is granted.

Performance share awards granted under the LTP Program are administered under the 2014 Stock Plan for the company's executive officers and other key employees. Participants in this program are entitled to receive unrestricted shares of the company's stock after the end of a three-year performance period, contingent upon the achievement of metrics and targets established by the Compensation and Human Capital Committee at the beginning of the performance period. The metrics for achievement of these awards can vary and may include total shareholder return ("TSR") or financial metrics, such as operating margin (“OM”), cost synergies and others. For TSR-based awards, the peer group comparisons are set at the beginning of the performance period. For OM-based awards, the performance targets are set each year in the first quarter of the respective year. The final payout under the LTP Program may range from zero to 200 percent of the target award based on actual performance. During fiscal year 2022, the Compensation and Human Capital Committee approved performance retention awards with a target earnings per share (“EPS”) goal over a three-year performance period to select members of our leadership team. The performance targets are set each half year. The payout range of the award is zero or 100 percent, with no additional payout for performance above target.

RSUs under our share-based plans are granted to directors, executives and employees. The estimated fair value of the restricted stock unit awards granted under the 2014 Stock Plan is determined based on the market price of Keysight common stock on the date of grant. RSUs generally vest, with some exceptions, at a rate of 25 percent per year over a period of four years from the date of grant.

The ESPP allows eligible employees to contribute up to 10 percent of their base compensation to purchase shares of Keysight common stock at 85 percent of the closing market price at the purchase date. Shares authorized for issuance in connection with the ESPP are subject to an automatic annual increase of the lesser of one percent of the outstanding shares of Keysight common stock on November 1 or an amount determined by the Compensation and Human Capital Committee of our board of directors. Under the terms of the ESPP, in no event shall the number of shares issued under the ESPP exceed 75 million shares.

Under our ESPP, employees purchased 477,760 shares for $64 million in 2023, 462,279 shares for $62 million in 2022 and 541,241 shares for $56 million in 2021. As of October 31, 2023, common stock authorized and available for issuance under our ESPP was 18,382,477 shares, which includes shares issued in November 2023 to participants in consideration of the aggregate contribution of $32 million as of October 31, 2023.

Impact of Share-based Compensation Awards

Share-based compensation expense has been recognized using a straight-line amortization method over the requisite service period. The impact of share-based compensation expense on our consolidated statement of operations was as follows:

			Year Ended October 31,
			2023						2022						2021
			(in millions)
Cost of products and services			$	25					$	23					$	19
Research and development			38						28						21
Selling, general and administrative			73						75						64
Total share-based compensation expense			$	136					$	126					$	104
Income tax benefit realized from exercised stock options and similar awards			$	6					$	15					$	10

Valuation Assumptions

The TSR-based performance awards were valued using a Monte Carlo simulation model, which requires the use of highly subjective and complex assumptions, including the price volatility of the underlying stock. The estimated fair value of restricted stock awards and the financial metrics-based performance awards (both OM and EPS) is determined based on the market price of Keysight’s common stock on the grant date. The compensation cost for financial metrics-based performance awards reflect the cost of awards that are probable to vest at the end of the performance period.

The following assumptions were used to estimate the fair value of TSR-based performance awards.

			Year Ended October 31,
			2023						2022						2021
Volatility of Keysight shares			35%						36%						36%
Volatility of index			25%						23%						23%
Price-wise correlation with selected peers			75%						67%						67%

Share-based Payment Award Activity

Employee Stock Options

We have not granted any stock options since fiscal 2015. As of October 31, 2023 and 2022, the options outstanding were approximately 0.1 million and 0.2 million, respectively, with a weighted average exercise price of $31 and $30, respectively. During 2023, 0.1 million options with an intrinsic value of $15 million were exercised at the weighted average exercise price of $30. The intrinsic value of the options exercised during 2022 and 2021 was $11 million and $14 million, respectively, at a weighted average exercise price of $25 and $26, respectively. The options outstanding as of October 31, 2023 have a weighted average contractual remaining life of 1 year and an intrinsic value of $7 million, based on Keysight's closing stock price of $122.05 at October 31, 2023.

Non-vested Awards

The following table summarizes non-vested award activity in 2023 for our LTP Program and restricted stock unit awards:

			Shares						Weighted average grant date fair value per share
			(in thousands)
Non-vested at October 31, 2022			2,092						$	139
Granted			880						173
Vested			(904)						119
Forfeited			(33)						161
LTP Program incremental			114						130
Non-vested at October 31, 2023			2,149						$	160

As of October 31, 2023, the unrecognized share-based compensation cost for non-vested stock awards was approximately $139 million, which is expected to be amortized over a weighted average period of 2.6 years. Unrecognized share-based compensation cost does not include expense for financial metrics-based performance awards for which the targets have not yet been set. The total fair value of stock awards that vested in 2023, 2022 and 2021 was $154 million, $223 million and $165 million, respectively. See Note 5, "Income Taxes," for the tax impact on share-based award exercises and vesting.

5. INCOME TAXES

The domestic and foreign components of income before taxes are:

			Year Ended October 31,
			2023						2022						2021
			(in millions)
U.S. operations			$	237					$	235					$	89
Non-U.S. operations			1,120						1,050						921
Total income before taxes			$	1,357					$	1,285					$	1,010

The provision for income taxes was comprised of:

			Year Ended October 31,
			2023						2022						2021
			(in millions)
U.S. federal taxes:
Current			$	185					$	28					$	71
Deferred			(54)						(10)						(10)
Non-U.S. taxes:
Current			105						113						90
Deferred			54						19						(30)
State taxes, net of federal benefit:
Current			13						13						8
Deferred			(3)						(2)						(13)
Total provision for income taxes			$	300					$	161					$	116

The following table presents the components of the deferred tax assets and liabilities:

			October 31,
			2023									2022
			(in millions)
Deferred Tax Assets
Inventory			$	28								$	25
Intangibles			482									522
Property, plant and equipment			29									24
Warranty reserves			9									8
Pension benefits			18									18
Employee benefits, other than retirement			33									35
Net operating loss, capital loss, and credit carryforwards			275									296
Share-based compensation			22									21
Deferred revenue			43									41
Lease obligations			48									52
Hedging and currency costs			12									1
R&D capitalization			45									—
Others			15									11
Total deferred tax assets			1,059									1,054
Tax valuation allowance			(218)									(224)
Total deferred tax assets less valuation allowance			841									830
Deferred Tax Liabilities
Inventory			$	—								$	(1)
Intangibles			(31)									(28)
Property, plant and equipment			(23)									(26)
Pension benefits			(67)									(70)
Employee benefits, other than retirement			(1)									(1)
Unremitted earnings of foreign subsidiaries			(11)									(8)
Deferred revenue			(1)									(1)
ROU lease assets			(46)									(50)
Hedging and currency costs			(36)									(30)
Others			(6)									(7)
Total deferred tax liabilities			(222)									(222)
Total deferred tax assets, net of deferred tax liabilities			$	619								$	608

The increase in deferred tax assets in 2023 compared to 2022 primarily relates to the capitalization of research and experimental expenditures for the U.S. tax filing group due to a U.S. tax law change that became effective for Keysight on November 1, 2022. This is partially offset by a decrease in intangible assets in Singapore due to amortization and a decrease from U.K. net operating losses utilized and surrendered.

The total deferred tax liabilities in 2023 and 2022 remained the same, with other increases and decreases that are not individually significant.

As of October 31, 2023, there was a deferred tax liability of $11 million for the tax liability expected to be imposed upon the repatriation of unremitted foreign earnings that are not considered indefinitely reinvested. As of October 31, 2023, the cumulative amount of undistributed earnings considered indefinitely reinvested was $105 million. No deferred tax liability has been recognized on the basis difference created by such earnings since it is our intention to indefinitely reinvest those earnings in the company’s foreign operations. The amount of the unrecognized deferred tax liability on the indefinitely reinvested earnings was $4 million.

Valuation allowances require an assessment of both positive and negative evidence when determining whether it is more likely than not that deferred tax assets are recoverable. Such assessment is required on a jurisdiction-by-jurisdiction basis.

The $218 million and $224 million valuation allowances as of October 31, 2023 and 2022, respectively, were mainly related to net operating losses in Luxembourg, capital losses and net operating losses in the U.K., and California research credits from acquired entities that are subject to change in ownership limitations.

At October 31, 2023, there were U.S. federal net operating loss carryforwards of $5 million and U.S. state net operating loss carryforwards, primarily from acquired entities, of $51 million. The U.S. federal net operating losses will expire in years beginning 2027 through 2029 if not utilized. Of the total U.S. state net operating loss carryforwards, $48 million was subject to change of ownership limitations under various state tax provisions and were subject to valuation allowance. The U.S. state net operating loss carryforwards will begin to expire in 2024, which will result in an immaterial tax impact if not utilized. At October 31, 2023, there were U.S. state research credit carryforwards of approximately $25 million. Of the total U.S. state research credit carryforwards, $21 million were California research credits that can be carried forward indefinitely. Due to change of ownership limitations, however, $21 million of California research credits were subject to valuation allowance.

At October 31, 2023, there were foreign net operating loss carryforwards of $941 million. Of the total foreign loss, $5 million will expire in years beginning 2024 through 2027. The remaining loss was comprised of $673 million that will expire in years beginning 2032 through 2040 if not utilized and $263 million that can be carried forward indefinitely. Of the $941 million of foreign net operating loss carryforward, $693 million were subject to a valuation allowance. At October 31, 2023, there were foreign capital loss carryforwards of $84 million that can be carried forward indefinitely and $2 million of tax credits in foreign jurisdictions that can be carried forward indefinitely. The foreign capital loss carryforwards were subject to valuation allowance as we do not expect to generate income of the type required in order to utilize these losses.

The differences between the U.S. federal statutory income tax rate and our effective tax rate are:

			Year Ended October 31,
			2023						2022						2021
			(in millions)
Profit before tax times statutory rate			$	285					$	270					$	212
State income taxes, net of federal benefit			8						8						(6)
U.S. research credits			(22)						(14)						(15)
U.S. share-based compensation			(5)						(16)						(11)
U.S. officers’ compensation limitation			6						8						6
Current U.S. tax on foreign earnings			139						53						58
U.S. benefit on foreign sales			(17)						(17)						(16)
Foreign earnings taxed at different rates			(113)						(115)						(100)
Deferred taxes on foreign earnings not considered indefinitely reinvested			6						(9)						1
Change in unrecognized tax benefits			3						(26)						17
Acquired entity integration			—						—						(15)
Release of foreign valuation allowance			—						—						(17)
Other, net			10						19						2
Provision for income taxes			$	300					$	161					$	116
Effective tax rate			22		%				13		%				11		%

The effective tax rate was 22 percent, 13 percent, and 11 percent for 2023, 2022 and 2021, respectively. The tax rate in 2023 is higher than the U.S. statutory rate primarily due to the impact of U.S. tax capitalization of research and experimental expenditures, partially offset by the net impact from the proportion of worldwide earnings taxed at lower statutory tax rates in non-U.S. jurisdictions and the U.S. tax imposed on those non-U.S. earnings. The tax rate in 2022 and 2021 was lower than the U.S. statutory rate primarily due to the proportion of worldwide earnings that are taxed at lower statutory tax rates in non-U.S. jurisdictions, partially offset by U.S. tax imposed on earnings in non-U.S. jurisdictions.

There was an increase in the effective tax rate from 2022 to 2023 of 9 percent, primarily due to a 5 percent increase from the impact of the U.S. tax capitalization of research and experimental expenditures. A provision enacted in the Tax Cuts and Jobs Act of 2017 (the "TCJA") became effective for Keysight on November 1, 2022, requiring that research and experimental expenditures be capitalized for U.S. tax purposes. The capitalized expenses are amortized over five years for research activities conducted in the U.S. and over fifteen years for research activities conducted outside the U.S. The capitalization of research and experimental expenditures increases the U.S. tax on non-U.S. earnings as part of the global intangible low-taxed income (“GILTI”) tax. There was an additional 2 percent increase in the effective tax rate from 2022 to 2023 due to a decrease in 2022 taxes resulting from changes in tax reserves. The other changes in the effective tax rate from 2022 to 2023 were not individually significant.

There was an increase in the effective tax rate from 2021 to 2022 of 2 percent, primarily due to a 3 percent decrease in the 2021 effective tax rate from nonrecurring tax benefits, partially offset by a 3 percent decrease in 2022 effective tax rate from changes in tax reserves. The remaining 2 percent increase was comprised of various components that were not individually significant. The 2022 benefit from the change in tax reserves is primarily due to an audit settlement and an out-of-period adjustment. The 2021 significant nonrecurring tax benefits include the release of valuation allowance on Netherlands net operating losses in 2021 and a decrease due to the 2021 actual tax impact of acquired entity integration compared to the estimate at acquisition based on the finalization of the integration plan. The other changes in the effective tax rate from 2021 to 2022 were not individually significant.

Keysight benefits from tax incentives in several jurisdictions, most significantly in Singapore and Malaysia, that will expire at various times in the future. These tax incentives provide lower rates of taxation on certain classes of income and require thresholds of investments and employment in those jurisdictions. The Singapore tax incentive expires July 31, 2024, and the Malaysia tax incentive expires October 31, 2025. We are continuing to evaluate the impact of potential options on our effective tax rate. The impact of the tax incentives decreased income taxes by $95 million, $81 million and $70 million in 2023, 2022 and 2021, respectively. The benefit of the tax incentives on net income per share (diluted) was approximately $0.53, $0.45 and $0.38 in 2023, 2022 and 2021, respectively. The increase in tax benefit from 2022 to 2023 was primarily due to a change in the jurisdictional mix of non-U.S. earnings, which increased the earnings taxed at incentive tax rates in 2023.

The breakdown between current and long-term income tax assets and liabilities, excluding deferred tax assets and liabilities, was as follows for the years 2023 and 2022:

			October 31,
			2023						2022
			(in millions)
Current income tax assets (included within other current assets)			$	78					$	49
Current income tax liabilities (included within income and other taxes payable)			(49)						(58)
Long-term income tax assets (included within other assets)			53						26
Long-term income tax liabilities (included within other long-term liabilities)			(210)						(190)
Total			$	(128)					$	(173)

The calculation of our tax liabilities involves uncertainties in the application of complex tax law and regulations in a multitude of jurisdictions. Although the guidance on the accounting for uncertainty in income taxes prescribes the use of a recognition and measurement model, the determination of whether an uncertain tax position has met those thresholds requires significant judgment by management. In accordance with the guidance on the accounting for uncertainty in income taxes, for all U.S. and other tax jurisdictions, we recognize potential liabilities for anticipated tax audit issues based on our estimate of whether, and the extent to which, additional taxes and interest will be due. We include interest and penalties related to unrecognized tax benefits within the provision for income taxes in the consolidated statements of operations. Accrued interest and penalties are included on the related tax liability line in the consolidated balance sheet.

The aggregate changes in the balances of our unrecognized tax benefits including all federal, state and foreign tax jurisdictions are as follows:

			Year Ended October 31,
			2023						2022						2021
			(in millions)
Gross Balance, beginning of year			$	234					$	249					$	237
Additions for tax positions related to the current year			37						32						19
Additions for tax positions from prior years			1						5						—
Reductions for tax positions from prior years			—						(25)						(2)
Settlements with taxing authorities			—						(3)						—
Statute of limitations expirations			(5)						(4)						(4)
Impact from currency fluctuations			(1)						(20)						(1)
Gross Balance, end of year			$	266					$	234					$	249

As of October 31, 2023, the total amount of gross unrecognized tax benefits, excluding interest and penalties, was $266 million, of which, if recognized, $176 million would impact our effective tax rate. However, approximately $1 million of the unrecognized tax benefits was related to acquisitions, which, if recognized within certain agreed upon time periods, would result in the recognition of an offsetting indemnification asset.

Cumulatively, interest and penalties accrued as of October 31, 2023, 2022 and 2021 were $41 million, $36 million and $37 million, respectively. We recognized tax expense of $5 million, $3 million and $4 million for interest and penalties related to unrecognized tax benefits in 2023, 2022 and 2021, respectively.

The open tax years for the U.S. federal income tax return and most state income tax returns are from November 1, 2019 through the current tax year. For the majority of our non-U.S. entities, the open tax years are from November 1, 2017 through the current tax year. For certain non-U.S. entities, the tax years remain open, at most, back to the year 2008.

The company is being audited in Malaysia for fiscal year 2008. This tax year predates our separation from Agilent. However, pursuant to the agreement between Agilent and Keysight pertaining to tax matters, as finalized at the time of separation, for certain entities, including Malaysia, any historical tax liability is the responsibility of Keysight. In the fourth quarter of fiscal year 2017, Keysight paid income taxes and penalties of $68 million on gains related to intellectual property rights. The company believes there are strong technical defenses to the current assessment; the statute of limitations for the fiscal year 2008 in Malaysia was closed, and the income in question is exempt from tax in Malaysia. The company is disputing this assessment and pursuing all available recourses to resolve this issue favorably for the company. Our appeals to both the Special Commissioners of Income Tax and the High Court in Malaysia have been unsuccessful. The final hearing with the Court of Appeal took place on October 23, 2023. The decision is expected to be rendered on February 29, 2024. There are limited further legal options available after the conclusion is returned from the Court of Appeal.

At this time, management does not believe that the outcome of any future or currently ongoing examination will have a material impact on our consolidated financial statements. We believe that we have an adequate provision for any adjustments that may result from tax examinations. However, the outcome of tax examinations cannot be predicted with certainty. Given the numerous tax years and matters that remain subject to examination in various tax jurisdictions, the ultimate resolution of current and future tax examinations could be inconsistent with management’s current expectations. If that were to occur, it could have an impact on our effective tax rate in the period in which such examinations are resolved.

6. NET INCOME PER SHARE

The following table presents the calculation of basic and diluted net income per share:

			Year Ended October 31,
			2023						2022						2021
			(in millions, except per-share amounts)
Net income			$	1,057					$	1,124					$	894
Basic weighted-average shares			178						180						185
Potential common shares			1						2						2
Diluted weighted-average shares			179						182						187
Net income per share - basic			$	5.95					$	6.23					$	4.84
Net income per share - diluted			$	5.91					$	6.18					$	4.78

The dilutive effect of share-based awards is reflected in diluted net income per share by application of the treasury stock method, which includes consideration of unamortized share-based compensation expense and the dilutive effect of in-the-money options and non-vested RSUs. Under the treasury stock method, the amount the employee must pay to exercise stock options and unamortized share-based compensation expense are collectively assumed to be used to repurchase hypothetical shares.

We exclude stock options with exercise prices greater than the average market price of our common stock from the calculation of diluted earnings per share because their effect would be anti-dilutive. For the years ended 2023, 2022 and 2021, we excluded zero shares from the calculation of diluted earnings per share. In addition, we also exclude from the calculation of diluted earnings per share stock options, ESPP, LTP program awards and restricted stock awards, whose combined exercise price and unamortized fair value collectively were greater than the average market price of our common stock because their effect would also be anti-dilutive. The number of shares excluded was immaterial in 2023, 2022 and 2021.

7. GOODWILL AND OTHER INTANGIBLE ASSETS

The goodwill balances as of October 31, 2023, 2022 and 2021 and the movements in 2023 and 2022 for each of our reportable segments were as follows:

			CSG						EISG						Total
			(in millions)
Goodwill at October 31, 2021			$	1,069					$	559					$	1,628
Foreign currency translation impact			(56)						(10)						(66)
Goodwill arising from acquisitions			9						11						20
Goodwill at October 31, 2022			1,022						560						1,582
Foreign currency translation impact			(1)						3						2
Goodwill arising from acquisitions			36						20						56
Goodwill at October 31, 2023			$	1,057					$	583					$	1,640

There were no impairments of goodwill during the years ended October 31, 2023, 2022 and 2021. As of October 31, 2023, 2022 and 2021, accumulated impairment losses on goodwill were $709 million.

Other intangible assets as of October 31, 2023 and 2022 consisted of the following:

			October 31, 2023																		October 31, 2022
			Gross Carrying Amount						Accumulated Amortization						Net Book Value						Gross Carrying Amount						Accumulated Amortization						Net Book Value
			(in millions)
Developed technology			$	1,033					$	949					$	84					$	992					$	914					$	78
Backlog			19						17						2						17						17						—
Trademark/Tradename			36						33						3						36						31						5
Customer relationships			406						340						66						393						287						106
Total			$	1,494					$	1,339					$	155					$	1,438					$	1,249					$	189

In 2023, we recorded additions to goodwill and other intangible assets of $56 million and $56 million, respectively, related to our acquisition of Cliosoft. For additional information, see Note 2, "Acquisitions."

Amortization of other intangible assets was $90 million in 2023, $103 million in 2022 and $174 million in 2021. Estimated future amortization expense for our intangible assets as of October 31, 2023 is as follows:

			Amortization expense
			(in millions)
2024			$	53
2025			$	35
2026			$	24
2027			$	18
2028			$	14
Thereafter			$	11

Goodwill is assessed for impairment on a reporting unit basis at least annually in the fourth quarter, as of September 30, after the annual update to our long-term financial forecasts, or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The impairment test compares the fair value of a reporting unit with its carrying amount, with an impairment charge recorded for the amount by which the carrying amount exceeds the reporting unit’s fair value up to a maximum amount of the goodwill balance for the reporting unit. As defined in the authoritative guidance, a reporting unit is an operating segment or one level below an operating segment.

We determine fair values for each of the reporting units using the market approach, when available and appropriate, or the income approach, or a combination of both. If multiple valuation methodologies are used, the results are weighted appropriately. Valuations using the market approach are derived from metrics of publicly traded comparable companies. The selections of comparable businesses are based on the markets in which our reporting units operate, giving consideration to risk profiles, size, geography, and diversity of products and services. Under the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an appropriate risk-adjusted rate. We use our internal forecasts to estimate future cash flows and include an estimate of long-term future growth rates based on our most recent views of the long-term outlook for each business.

During the fourth quarter of 2023, we performed our annual impairment test of goodwill for all our reporting units using a qualitative approach. Based on the results of our qualitative testing, we believe that it is more likely than not that the fair value of each reporting unit is greater than its respective carrying value.

As of October 31, 2023, we determined that no goodwill impairment exists and that the remaining goodwill is recoverable for all of our reporting units; however, there can be no assurance that goodwill will not be impaired in future periods. Estimating the fair value of reporting units requires the use of estimates and significant judgments that are based on a number of factors including actual operating results. It is possible that the judgments and estimates described above could change in future periods.

We review long-lived assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable or that the useful lives of these assets are no longer appropriate.

8. FAIR VALUE MEASUREMENTS

The authoritative guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, we consider the principal or most advantageous market and assumptions that market participants would use when pricing the asset or liability.

Fair Value Hierarchy

The guidance establishes a fair value hierarchy that prioritizes inputs used in valuation techniques into three levels. A financial instrument's categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. There are three levels of inputs that may be used to measure fair value:

Level 1 — applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

Level 2 — applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly, for the asset or liability, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in less active markets, or other inputs that can be derived principally from, or corroborated by, observable market data.

Level 3 — applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis

Financial assets and liabilities measured at fair value on a recurring basis as of October 31, 2023 and 2022 were as follows:

			October 31,
			2023																														2022
			Total						Level 1						Level 2						Level 3						Other						Total						Level 1						Level 2						Level 3						Other
			(in millions)
Assets:
Short-term
Cash equivalents
Money market funds			$	1,934					$	1,934					$	—					$	—					$	—					$	1,338					$	1,338					$	—					$	—					$	—
Derivative instruments (foreign exchange contracts)			18						—						18						—						—						21						—						21						—						—
Long-term
Derivative instruments (interest rate swaps)			—						—						—						—						—						133						—						133						—						—
Equity investments			56						56						—						—						—						50						50						—						—						—
Investments - other			25						—						—						—						25						12						—						—						—						12
Total assets measured at fair value			$	2,033					$	1,990					$	18					$	—					$	25					$	1,554					$	1,388					$	154					$	—					$	12
Liabilities:																																																									—
Short-term
Derivative instruments (foreign exchange contracts)			$	54					$	—					$	54					$	—					$	—					$	12					$	—					$	12					$	—					$	—
Long-term
Deferred compensation liability			27						—						27						—						—						22						—						22						—						—
Total liabilities measured at fair value			$	81					$	—					$	81					$	—					$	—					$	34					$	—					$	34					$	—					$	—

In 2023, we terminated forward-starting interest rate swap agreements, resulting in a deferred gain of $107 million recognized in accumulated other comprehensive income (loss) that will be amortized to interest expense over the term of the anticipated debt. See Note 9, "Derivatives," for additional information.

In 2023, we made a cost method investment of $7 million classified as "investments - other" in the table above. The changes in fair value of equity investments are recorded within "other income (expense), net" in the consolidated statement of operations.

Our money market funds and equity investments with readily determinable fair values are measured at fair value using quoted market prices and, therefore, are classified within Level 1 of the fair value hierarchy. Equity and fixed income investments or convertible notes without readily determinable fair values that are either measured at cost, adjusted for observable changes in price or impairments, or accounted for under a measurement alternative are not categorized in the fair value hierarchy and are presented as "Investments - other" in the table above. Our deferred compensation liability is classified as Level 2 because the inputs used in the calculations are observable, although the values are not directly based on quoted market prices. Our derivative financial instruments are classified within Level 2 as there is not an active market for each hedge contract, but the inputs used to calculate the value of the instruments are tied to active markets.

Equity investments, including securities that are earmarked to pay the deferred compensation liability, and the deferred compensation liability are reported at fair value, with gains or losses resulting from changes in fair value recognized in earnings. Certain derivative instruments are reported at fair value, with unrealized gains and losses, net of tax, included in accumulated other comprehensive income (loss).

All of our investments are subject to periodic impairment review. The impairment analysis requires judgment to identify events or circumstances that would likely have a significant adverse effect on the future value of the investment. There were no impairments recognized in 2023, 2022 and 2021. Realized gains and losses from the sale of investments are recorded in earnings. Net unrealized gain (loss) on our equity and other investments was a gain of $7 million in 2023, a loss of $36 million in 2022, and a gain of $4 million in 2021. There were no realized gains or losses from the sale of investments in 2023, 2022 and 2021.

Financial Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis

Assets measured at fair value on a non-recurring basis consisted of goodwill and intangible assets. See Note 7, "Goodwill and Other Intangible Assets," for more information.

Goodwill

Fair value assessments of the reporting unit and the reporting unit's net assets, which are performed for goodwill impairment tests, are considered Level 3 measurements due to the significance of unobservable inputs developed using company-specific information. In the event of performing a quantitative impairment test, we consider a market approach as well as an income approach using the discounted cash flow model to determine the fair value of the reporting unit.

Intangible Assets

Fair value of intangible assets are considered Level 3 measurements due to the significance of unobservable inputs developed using company-specific information. In the event of performing a quantitative impairment test, we utilize an income approach for estimating the fair value of intangible assets. The future cash flows used in the analysis are based on internal cash flow projections based on our long-range plans and include significant assumptions by management.

Long Lived Assets

In 2022, our held and used long-lived assets in Russia with a carrying amount of $3 million were written down to a fair value of zero, resulting from an impairment of assets that were expected to generate zero cash flows in the future, and was recorded within “other operating expense (income), net” in the consolidated statement of operations.

9. DERIVATIVES

We are exposed to foreign currency exchange rate fluctuations and interest rate changes in the normal course of our business. As part of our risk management strategy, we use derivative instruments, primarily forward contracts, to hedge economic and/or accounting exposures resulting from changes in foreign currency exchange rates.

Cash Flow Hedges

We enter into foreign exchange contracts to hedge our forecasted operational cash flow exposures resulting from changes in foreign currency exchange rates. These foreign exchange contracts, carried at fair value, have maturities based on a rolling period of up to twelve months. These derivative instruments are designated and qualify as cash flow hedges under the criteria prescribed in the authoritative guidance. The changes in the value of the derivative instrument included in the assessment of effectiveness are recognized in accumulated other comprehensive income and reclassified into earnings, when the forecasted transaction occurs, in the same financial statement line item in the consolidated statement of operations where the earnings effect of the hedged item is presented. If it becomes probable that the forecasted transaction will not occur, the hedge relationship will be de-designated and amounts accumulated in other comprehensive income will be reclassified into earnings in the current period. Gains and losses on the derivative instrument representing hedge components excluded from the assessment of effectiveness are amortized to earnings on a straight-line basis over the tenor of the hedge and are presented in the same financial statement line of the consolidated statement of operations where the earnings effect of the hedged item is presented.

In 2020, we entered into forward-starting interest rate swaps with an aggregate notional amount of $600 million associated with future interest payments on anticipated debt issuances through fiscal year 2024. The contract term allows us to lock in a treasury rate on anticipated debt issuances. These derivative instruments are designated and qualify as cash flow hedges under the criteria prescribed in the authoritative guidance. The changes in fair value of these derivative instruments have been recognized in accumulated other comprehensive income (loss). In 2023, we terminated the interest rate swap agreements, resulting in a deferred gain of $107 million recognized in accumulated other comprehensive income (loss) to be amortized to interest expense over the term of the anticipated debt.

Other Hedges

Additionally, we enter into foreign exchange contracts to hedge monetary assets and liabilities that are denominated in currencies other than the functional currency of our subsidiaries. These foreign exchange contracts are carried at fair value and do not qualify for hedge accounting treatment and are not designated as hedging instruments. Changes in value of the derivative are recognized in other income (expense), net, in the consolidated statement of operations in the current period along with the offsetting foreign currency gain or loss on the underlying assets or liabilities.

In connection with the acquisition of ESI Group SA (see Note 17, "Subsequent Event"), we entered into foreign exchange forward contracts to mitigate the currency exchange risk associated with the payment of the purchase price in Euro. The aggregate notional amount of the currencies hedged was 930 million euros as of October 31, 2023. These foreign exchange contracts did not qualify for hedge accounting treatment and were not designated as hedging instruments. The resulting unrealized loss on outstanding contracts was $45 million and was recorded in "other income (expense), net" and "other accrued liabilities" in the consolidated statement of operations and the consolidated balance sheet, respectively, for the year ended October 31, 2023.

Our use of derivative instruments exposes us to credit risk to the extent that the counterparties may be unable to meet the terms of the agreement. We do, however, seek to mitigate such risks by limiting our counterparties to major financial institutions, which are selected based on their credit ratings and other factors. We have established policies and procedures for mitigating credit risk that include establishing counterparty credit limits, monitoring credit exposures, and continually assessing the creditworthiness of counterparties.

The number of open foreign exchange forward contracts designated as "cash flow hedges" and "not designated as hedging instruments" was 180 and 77, respectively, as of October 31, 2023. The aggregated notional amounts by currency and designation as of October 31, 2023 were as follows:

						Derivatives in Cash Flow Hedging Relationships						Derivatives Not Designated as Hedging Instruments
						Forward Contracts						Forward Contracts
Currency						Buy/(Sell)						Buy/(Sell)
						(in millions)
Euro						$	—					$	1,125
British Pound						3						(24)
Singapore Dollar						34						10
Malaysian Ringgit						113						11
Japanese Yen						(148)						(32)
Other currencies						(23)						(23)
Total						$	(21)					$	1,067

Derivative instruments are subject to master netting arrangements and are disclosed at their gross fair value in the consolidated balance sheet. The gross fair values and balance sheet presentation of derivative instruments held as of October 31, 2023 and 2022 were as follows:

Fair Values of Derivative Instruments
Assets Derivatives																		Liabilities Derivatives
						Fair Value																		Fair Value
Balance Sheet Location						October 31, 2023						October 31, 2022						Balance Sheet Location						October 31, 2023						October 31, 2022
(in millions)
Derivatives designated as hedging instruments:
Cash flow hedges
Foreign exchange contracts
Other current assets						$	16					$	18					Other accrued liabilities						$	7					$	10
Interest rate swap contracts:
Other assets						—						133
Derivatives not designated as hedging instruments:
Foreign exchange contracts
Other current assets						2						3						Other accrued liabilities						47						2
Total derivatives						$	18					$	154											$	54					$	12

The effect of derivative instruments for foreign exchange contracts designated as hedging instruments and not designated as hedging instruments in our consolidated statement of operations was as follows:

			Year Ended October 31,
			2023						2022						2021
			(in millions)
Derivatives designated as hedging instruments:
Cash flow hedges
Interest rate swap contracts:
Gain (loss) recognized in accumulated other comprehensive income (loss)			$	(26)					$	85					$	26
Foreign exchange contracts:
Gain recognized in accumulated other comprehensive income (loss)			7						7						6
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings:
Cost of products			8						13						—
Selling, general and administrative			(1)						(10)						2
Gain excluded from effectiveness testing recognized in earnings based on amortization approach:
Cost of products			5						2						1
Selling, general and administrative			—						1						1
Derivatives not designated as hedging instruments:
Gain (loss) recognized in other income (expense), net			$	(44)					$	22					$	(3)

The estimated amount at October 31, 2023 expected to be reclassified from accumulated other comprehensive income (loss) to earnings within the next twelve months is a gain of $8 million.

10. LEASES

We have operating leases for items including office space, manufacturing and production locations, sales and service centers, research and development facilities and certain equipment, primarily automobiles. Our leases have remaining terms of up to 15 years, which represent the non-cancellable periods of the leases and include extension options that are reasonably certain to be exercised. The weighted average lease term of our operating leases was 7.8 years, 7.7 years and 8.2 years as of October 31, 2023, 2022 and 2021, respectively. The weighted average discount rate of our operating leases was 3 percent as of October 31, 2023, 2022 and 2021.

The following table summarizes the components of our lease cost:

			Year Ended October 31,
			2023						2022						2021
			(in millions)
Operating lease cost			$	52					$	51					$	51
Variable lease cost			$	22					$	17					$	14

Short-term lease costs, sublease income and finance lease costs were immaterial for the year ended October 31, 2023, 2022 and 2021. Right-of-use (“ROU”) asset impairments were $2 million in 2022 related to the discontinuance of our Russia operations. Supplemental information related to our operating leases was as follows:

			Year Ended October 31,
			2023						2022						2021
			(in millions)
Cash payments for operating leases			$	53					$	51					$	53
ROU assets obtained in exchange for operating lease obligations			$	51					$	51					$	78

The maturities of our operating leases as of October 31, 2023 with initial terms exceeding one year were as follows:

			Operating Leases
			(in millions)
2024			$	46
2025			38
2026			34
2027			30
2028			24
Thereafter			90
Total undiscounted lease liability			262
Imputed interest			30
Total discounted lease liability			$	232

As of October 31, 2023, we did not have material leases that have not yet commenced.

Rental income from the lease of excess facilities was $10 million, $11 million and $11 million for the year ended October 31, 2023, 2022 and 2021, respectively, and is included in other operating expense (income), net. Other lessor arrangements were immaterial.

11. DEBT

The following table summarizes the components of our debt:

			October 31,
			2023						2022
			(in millions)
2024 Senior Notes at 4.55% ($600 face amount less unamortized costs of $1 and $1)			$	599					$	599
2027 Senior Notes at 4.60% ($700 face amount less unamortized costs of $2 and $3)			698						697
2029 Senior Notes at 3.00% ($500 face amount less unamortized costs of $3 and $3)			497						497
Total Debt			1,794						1,793
Less: Current portion of long-term debt			599						—
Long-Term Debt			$	1,195					$	1,793

Short-Term Debt

Revolving Credit Facility

On July 30, 2021, we entered into an amended and restated credit agreement (the “Revolving Credit Facility”) which provides for a $750 million five-year unsecured revolving credit facility that expires on July 30, 2026 with an annual interest rate of LIBOR + 1 percent along with a facility fee of 0.125 percent per annum. On February 17, 2023, we entered into the first amendment to the Revolving Credit Facility to change the annual interest rate from LIBOR + 1 percent to SOFR + 1.1 percent. In addition, the Revolving Credit Facility permits the company, subject to certain customary conditions, on one or more occasions to request to increase the total commitments under the Revolving Credit Facility by up to $250 million in the aggregate. We may use amounts borrowed under the Revolving Credit Facility for general corporate purposes. As of October 31, 2023 and 2022, we had no borrowings outstanding under the Revolving Credit Facility. We were in compliance with the covenants of the Revolving Credit Facility during the year ended October 31, 2023.

2024 Senior Notes

In October 2014, the company issued an aggregate principal amount of $600 million in unsecured senior notes ("2024 Senior Notes"). The 2024 Senior Notes were issued at 99.966 percent of their principal amount. The notes will mature on October 30, 2024, and bear interest at a fixed rate of 4.55 percent per annum. The interest is payable semi-annually on April 30 and October 30 of each year. We incurred issuance costs of $5 million in connection with the 2024 Senior Notes that, along with the debt discount, are being amortized to interest expense over the term of the senior notes.

Long-Term Debt

2027 Senior Notes

In April 2017, the company issued an aggregate principal amount of $700 million in unsecured senior notes ("2027 Senior Notes"). The 2027 Senior Notes were issued at 99.873 percent of their principal amount. The notes will mature on April 6, 2027 and bear interest at a fixed rate of 4.60 percent per annum. The interest is payable semi-annually on April 6 and October 6 of each year, commencing on October 6, 2017. We incurred issuance costs of $6 million in connection with the 2027 Senior Notes that, along with the debt discount, are being amortized to interest expense over the term of the senior notes.

2029 Senior Notes

In October 2019, the company issued an aggregate principal amount of $500 million in unsecured senior notes ("2029 Senior Notes"). The 2029 Senior Notes were issued at 99.914 percent of their principal amount. The notes will mature on October 30, 2029 and bear interest at a fixed rate of 3.00 percent per annum. The interest is payable semi-annually on April 30 and October 30 of each year, commencing on April 30, 2020. We incurred issuance costs of $4 million in connection with the 2029 Senior Notes that, along with the debt discount, are being amortized to interest expense over the term of the senior notes.

The above senior notes are unsecured and rank equally in right of payment with all of our other senior unsecured indebtedness. We were in compliance with the covenants of our senior notes during the year ended October 31, 2023.

Letters of Credit

As of October 31, 2023 and 2022, we had $41 million and $38 million, respectively, of outstanding letters of credit and surety bonds that were issued by various lenders.

12. RETIREMENT PLANS AND POST-RETIREMENT BENEFIT PLANS

General. The majority of our employees are covered under various defined benefit and/or defined contribution retirement plans. Additionally, we sponsor post-retirement health care benefits for our eligible U.S. employees. We provide U.S. employees who meet eligibility criteria under the Keysight Technologies, Inc. Retirement Plan ("RP"), defined benefits that are based on an employee's base or target pay during the years of employment and length of service. For eligible employees' service through October 31, 1993, the benefit payable under the RP is reduced by any amounts due to the eligible employees' service under our defined contribution Deferred Profit-Sharing Plan ("DPSP"), which was closed to new participants as of November 1993. The obligations under the DPSP equal the fair value of the DPSP assets, which was $164 million as of October 31, 2023. Employees hired on or after August 1, 2015 are not eligible to participate in the RP or the Keysight Technologies, Inc. Health Plan for Retirees ("U.S. Post-Retirement Benefit Plan").

In addition, in the U.S. we maintain the Supplemental Benefits Retirement Plan ("SBRP"), a supplemental unfunded non-qualified defined benefit plan to provide benefits that would be provided under the RP but for limitations imposed by the Internal Revenue Code. The RP and the SBRP comprise the "U.S. Plans."

Eligible employees outside the U.S. generally receive retirement benefits under various retirement plans ("Non-U.S. Plans") based on factors such as years of service and/or employee compensation levels. Eligibility is generally determined in accordance with local statutory requirements. Certain of our immaterial non-U.S. defined benefit plans are not included in these disclosures.

401(k) defined contribution plan. Eligible U.S. employees may participate in the Keysight Technologies, Inc. 401(k) Plan (the "401(k) Plan"). Enrollment in the 401(k) Plan is automatic for employees who meet eligibility requirements unless they decline participation. We provide matching contributions of up to 4 percent of annual eligible compensation for employees hired prior to August 1, 2015 and up to 6 percent for employees hired thereafter. The 401(k) Plan employer expense included in income from operations was $34 million in 2023, $31 million in 2022 and $28 million in 2021.

Post-retirement medical benefit plans. In addition to receiving retirement benefits, U.S. employees who meet eligibility requirements as of their termination date may participate in the U.S. Post-Retirement Benefit Plans.

Components of net periodic benefit cost. We record the service cost component of net periodic benefit cost (benefit) in the same line item as other employee compensation costs. We record the non-service cost components of net periodic benefit cost (benefit), such as interest cost, expected return on assets, amortization of prior service cost, and actuarial gains or losses, within "other income (expense), net" in the consolidated statement of operations. The company uses alternate methods of amortization, as allowed by the authoritative guidance, which amortizes the actuarial gains and losses on a consistent basis for the years presented. For the U.S. Plans, gains and losses are amortized over the average future working lifetime of active plan participants. For most Non-U.S. Plans and the U.S. Post-Retirement Benefit Plan, gains and losses are amortized using a separate layer for each year's gains and losses.

During the year ended October 31, 2023 and October 31, 2022, we recognized a settlement gain of $1 million in our Japan defined benefit plan and a settlement loss of $9 million in our U.K. defined benefit plan, respectively, as the lump-sum payments in the respective plans were more than the sum of the service cost and interest cost components of net periodic benefit cost (“the threshold amount”). In March 2021, we transferred substantially all the assets and obligations of our Netherlands defined benefit plan to an insurance company. This partial settlement resulted in a net refund of $3 million and a loss of $16 million in 2021, which is included in "other income (expense), net" in the consolidated statement of operations.

For the years ended October 31, 2023, 2022 and 2021, components of net periodic benefit cost (benefit) and other amounts recognized in other comprehensive income were comprised of:

			Defined Benefit Plans																																				U.S. Post-Retirement Benefit Plan
			U.S. Plans																		Non-U.S. Plans
			Year Ended October 31,
			2023						2022						2021						2023						2022						2021						2023						2022						2021
			(in millions)
Net periodic benefit cost (benefit)
Service cost — benefits earned during the period			$	16					$	25					$	24					$	10					$	13					$	15					$	1					$	1					$	1
Interest cost on benefit obligation			36						23						22						31						15						15						8						5						4
Expected return on plan assets			(49)						(61)						(52)						(53)						(58)						(77)						(12)						(14)						(12)
Amortization:
Net actuarial loss			9						11						24						9						24						41						2						1						11
Prior service credit			—						—						—						—						—						—						(1)						(1)						(1)
Net periodic benefit cost (benefit)			12						(2)						18						(3)						(6)						(6)						(2)						(8)						3
Curtailments and settlements			—						—						—						(1)						9						16						—						—						—
Total periodic benefit cost (benefit)			$	12					$	(2)					$	18					$	(4)					$	3					$	10					$	(2)					$	(8)					$	3
Other changes in plan assets and benefit obligations recognized in other comprehensive (income) loss
Net actuarial loss (gain)			$	14					$	(9)					$	(100)					$	32					$	(38)					$	26					$	(5)					$	17					$	(38)
Amortization:
Net actuarial loss			(9)						(11)						(24)						(9)						(24)						(41)						(2)						(1)						(11)
Prior service credit			—						—						—						—						—						—						1						1						1
Curtailments and settlements			—						—						—						1						(9)						(16)						—						—						—
Foreign currency			—						—						—						(2)						(6)						1						—						—						—
Total recognized in other comprehensive (income) loss			$	5					$	(20)					$	(124)					$	22					$	(77)					$	(30)					$	(6)					$	17					$	(48)
Total recognized in the periodic benefit cost (benefit) and other comprehensive (income) loss			$	17					$	(22)					$	(106)					$	18					$	(74)					$	(20)					$	(8)					$	9					$	(45)

Funded status. As of October 31, 2023 and 2022, the funded status of the defined benefit and post-retirement benefit plans was as follows:

			U.S. Defined Benefit Plans												Non-U.S. Defined Benefit Plans												U.S. Post-Retirement Benefit Plan
			October 31,
			2023						2022						2023						2022						2023						2022
			(in millions)
Change in fair value of plan assets:
Fair value — beginning of year			$	640					$	862					$	1,003					$	1,608					$	155					$	207
Actual return on plan assets			25						(169)						(23)						(283)						12						(38)
Employer contributions			1						—						12						11						—						—
Settlements			(1)						—						(3)						(12)						—						—
Benefits paid			(43)						(53)						(41)						(37)						(14)						(14)
Currency impact			—						—						37						(284)						—						—
Fair value — end of year			$	622					$	640					$	985					$	1,003					$	153					$	155
Change in benefit obligation:
Benefit obligation — beginning of year			$	636					$	881					$	819					$	1,465					$	146					$	190
Service cost			16						25						10						13						1						1
Interest cost			36						23						31						15						8						5
Settlements			(1)						—						(3)						(12)						—						—
Curtailments			—						—						—						—						—						—
Actuarial loss (gain)			(10)						(239)						(44)						(380)						(5)						(36)
Benefits paid			(43)						(54)						(41)						(37)						(14)						(14)
Currency impact			—						—						38						(245)						—						—
Benefit obligation — end of year			$	634					$	636					$	810					$	819					$	136					$	146
Overfunded (Underfunded) status of PBO			$	(12)					$	4					$	175					$	184					$	17					$	9
Amounts recognized in the consolidated balance sheet consist of:
Other assets			$	—					$	11					$	205					$	211					$	17					$	9
Employee compensation and benefits			(1)						(1)						—						—						—						—
Retirement and post-retirement benefits			(11)						(6)						(30)						(27)						—						—
Net asset (liability)			$	(12)					$	4					$	175					$	184					$	17					$	9
Amounts recognized in accumulated other comprehensive (income) loss:
Actuarial losses (gains)			$	86					$	81					$	403					$	380					$	(11)					$	(4)
Prior service cost (credits)			—						—						—						1						—						(1)
Total			$	86					$	81					$	403					$	381					$	(11)					$	(5)

The change in benefit obligations for the U.S. and Non-U.S. defined benefit plans for 2023 was driven by changes in discount rates, partially offset by changes in demographic assumptions. The change in benefit obligations for the U.S. and Non-U.S. defined benefit plans for 2022 was driven by the changes in actuarial assumptions, primarily discount rates and lump sum conversion rates. The change in benefit obligations for the U.S. post-retirement benefit plan for 2023 and 2022 was primarily driven by changes in discount rates.

Investment policies and strategies as of October 31, 2023. In the U.S., our RP and U.S. Post-Retirement Benefit Plan target asset allocations are approximately 70 percent to equities, including growth-seeking, and approximately 30 percent to fixed income investments. Our DPSP target asset allocation is approximately 60 percent to equities and approximately 40 percent to fixed income investments. The general investment objective for all our plan assets is to obtain the optimum rate of investment return on the total investment portfolio consistent with the assumed level of risk. Specific investment objectives for the plans' portfolios are to: maintain and enhance the purchasing power of the plans' assets; achieve investment returns consistent with the level of risk being taken; and earn performance rates of return in accordance with the benchmarks adopted for each asset class. Outside of the U.S., our target asset allocation is from 21 to 70 percent to equities, from 28 to 54 percent to fixed income investments, and from zero to 51 percent to insurance contracts and cash. All plans' assets are broadly diversified. Due to fluctuations in capital markets, our actual allocations of plan assets as of October 31, 2023 may differ from the target allocation. Our policy is to periodically bring the actual allocation in line with the target allocation.

Equity securities include exchange-traded common stock and preferred stock of companies from broadly diversified industries. Fixed income securities include a portfolio of corporate bonds of companies from diversified industries, government securities, mortgage-backed securities, asset-backed securities, derivative instruments and other. Portions of the cash and cash equivalent, equity, and fixed income investments are held in commingled funds. Investments in commingled funds are valued using the net asset value (“NAV”) method as a practical expedient. Investments valued using the NAV method are allocated across a broad array of funds and diversify the portfolio. The value of the plan assets directly affects the funded status of our pension and post-retirement benefit plans recorded in the financial statements. In March 2021, we entered into an insurance buy-in contract for a portion of benefit obligations under the U.K. defined benefit plan and classified it as “Other Investment.” In December 2021, we completed the second phase of the same contract. The insurance buy-in contract is similar to an annuity contract, which matches cash flows with future benefit payments for a specific group of pensioners with the obligation remaining with the plan. This contract is issued by a third-party insurance company with no affiliation to us. The insurance contract is valued on an insurer pricing basis, which reflects the purchase price adjusted for changes in discount rates and other actuarial assumptions, which approximates fair value.

Fair Value. The measurement of the fair value of pension and post-retirement plan assets uses the valuation methodologies and the inputs as described in Note 8, "Fair Value Measurements."

Cash and Cash Equivalents - Cash and cash equivalents consist of short-term investment funds that are invested in short-term domestic fixed income securities and other securities with debt-like characteristics, emphasizing short-term maturities and quality. Cash and cash equivalents are generally classified as Level 2 investments except when the cash and cash equivalents are held in commingled funds, which have a daily NAV derived from quoted prices for the underlying securities in active markets; these are classified as assets measured at NAV.

Equity - Some equity securities consisting of common and preferred stock are held in commingled funds, which have daily NAVs derived from quoted prices for the underlying securities in active markets; these are classified as assets measured at NAV. Commingled funds that have quoted prices in active markets are classified as Level 1 investments. Equity also includes some growth-seeking real estate commingled funds that are measured at NAV.

Fixed Income - Some fixed income securities are held in commingled funds that have daily NAVs derived from the underlying securities; these are classified as assets measured at NAV. Commingled funds that have quoted prices in active markets are classified as Level 1 investments. Some fixed income securities that are not actively traded and are valued basis inputs, such as quoted price of similar securities, or other inputs that can be derived principally from or corroborated by observable market data are classified as Level 2 investments.

Other Investment - Other investment represents the U.K. insurance buy-in contract and is classified as a Level 3 investment. Insurance contracts are generally classified as Level 3 investments.

The following tables present the fair value of U.S. Defined Benefit Plans assets classified under the appropriate level of the fair value hierarchy as of October 31, 2023 and 2022:

									Fair Value Measurement as of October 31, 2023 Using
			Total						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)						Assets Measured at NAV**(a)**
			(in millions)
Cash and cash equivalents			$	—					$	—					$	—					$	—					$	—
Equity			446						—						—						—						446
Fixed income			176						—						—						—						176
Total assets measured at fair value			$	622					$	—					$	—					$	—					$	622

(a) Certain instruments that are measured at fair value using the NAV per share practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the total value of plan assets.

									Fair Value Measurement as of October 31, 2022 Using
			Total						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)						Assets Measured at NAV**(a)**
			(in millions)
Cash and cash equivalents			$	1					$	—					$	1					$	—					$	—
Equity			446						—						—						—						446
Fixed income			193						—						—						—						193
Total assets measured at fair value			$	640					$	—					$	1					$	—					$	639

(a) Certain instruments that are measured at fair value using the NAV per share practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the total value of plan assets.

For U.S. Defined Benefit Plans, there was no activity relating to assets measured at fair value using significant unobservable inputs (Level 3) during 2023 and 2022.

The following tables present the fair value of U.S. Post-Retirement Benefit Plan assets classified under the appropriate level of the fair value hierarchy as of October 31, 2023 and 2022:

									Fair Value Measurement as of October 31, 2023 Using
			Total						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)						Assets Measured at NAV**(a)**
			(in millions)
Cash and cash equivalents			$	1					$	—					$	1					$	—					$	—
Equity			107						—						—						—						107
Fixed income			45						3						26						—						16
Total assets measured at fair value			$	153					$	3					$	27					$	—					$	123

(a) Certain instruments that are measured at fair value using the NAV per share practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the total value of plan assets.

									Fair Value Measurement as of October 31, 2022 Using
			Total						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)						Assets Measured at NAV**(a)**
			(in millions)
Cash and cash equivalents			$	1					$	—					$	1					$	—					$	—
Equity			109						—						—						—						109
Fixed income			45						1						27						—						17
Total assets measured at fair value			$	155					$	1					$	28					$	—					$	126

(a) Certain instruments that are measured at fair value using the NAV per share practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the total value of plan assets.

For the U.S. Post-Retirement Benefit Plan, there was no activity relating to assets measured at fair value using significant unobservable inputs (Level 3) during 2023 and 2022.

The following tables present the fair value of Non-U.S. Defined Benefit Plans assets classified under the appropriate level of the fair value hierarchy as of October 31, 2023 and 2022:

									Fair Value Measurement as of October 31, 2023 Using
			Total						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)						Assets Measured at NAV**(a)**
			(in millions)
Equity			$	410					$	—					$	—					$	—					$	410
Fixed income			342						—						—						—						342
Other investment			233						—						—						233						—
Total assets measured at fair value			$	985					$	—					$	—					$	233					$	752

(a) Certain instruments that are measured at fair value using the NAV per share practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the total value of plan assets.

									Fair Value Measurement as of October 31, 2022 Using
			Total						Quoted Prices in Active Markets for Identical Assets (Level 1)						Significant Other Observable Inputs (Level 2)						Significant Unobservable Inputs (Level 3)						Assets Measured at NAV**(a)**
			(in millions)
Equity			$	390					$	—					$	—					$	—					$	390
Fixed income			359						—						—						—						359
Other investments			254						—						—						254						—
Total assets measured at fair value			$	1,003					$	—					$	—					$	254					$	749

(a) Certain instruments that are measured at fair value using the NAV per share practical expedient have not been categorized in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the total value of plan assets.

For Non-U.S. Defined Benefit Plans assets measured at fair value using significant unobservable inputs (Level 3), the following table summarizes the change in balances during 2023 and 2022:

			Year Ended October 31,
			2023						2022
			(in millions)
Balance, beginning of year			$	254					$	364
Unrealized gains (losses)			(19)						(105)
Purchases, sales, issuances and settlements			(15)						(16)
Transfers in (out)			—						77
Currency impact			13						(66)
Balance, end of year			$	233					$	254

The table below presents the combined projected benefit obligation ("PBO"), accumulated benefit obligation ("ABO") and fair value of plan assets, grouping plans using comparisons of the PBO and ABO relative to the plan assets as of October 31, 2023 and 2022:

			2023												2022
			Benefit Obligation						Fair Value of Plan Assets						Benefit Obligation						Fair Value of Plan Assets
			PBO									PBO
			(in millions)												(in millions)
U.S. defined benefit plans where PBO exceeds the fair value of plan assets			$	634					$	622					$	7					$	—
U.S. defined benefit plans where fair value of plan assets exceeds PBO			—						—						629						640
Total			$	634					$	622					$	636					$	640
Non-U.S. defined benefit plans where PBO exceeds the fair value of plan assets			$	64					$	34					$	58					$	31
Non-U.S. defined benefit plans where fair value of plan assets exceeds PBO			746						951						761						972
Total			$	810					$	985					$	819					$	1,003
			ABO												ABO
U.S. defined benefit plans where ABO exceeds the fair value of plan assets			$	5					$	—					$	5					$	—
U.S. defined benefit plans where the fair value of plan assets exceeds ABO			576						622						581						640
Total			$	581					$	622					$	586					$	640
Non-U.S. defined benefit plans where ABO exceeds the fair value of plan assets			$	63					$	34					$	57					$	31
Non-U.S. defined benefit plans where fair value of plan assets exceeds ABO			742						951						756						972
Total			$	805					$	985					$	813					$	1,003

Contributions and estimated future benefit payments. For 2024, we do not expect to contribute to our U.S. Defined Benefit Plan or U.S. Post-Retirement Benefit Plan, and we expect to contribute $12 million to our Non-U.S. Defined Benefit Plans. The following table presents expected future benefit payments for the next 10 years.

			U.S. Defined Benefit Plans						Non-U.S. Defined Benefit Plans						U.S. Post-Retirement Benefit Plan
			(in millions)
2024			$	52					$	42					$	15
2025			$	60					$	42					$	15
2026			$	61					$	44					$	16
2027			$	61					$	47					$	16
2028			$	62					$	49					$	16
2029 - 2033			$	300					$	255					$	67

Assumptions. The assumptions used to determine the benefit obligations and net periodic benefit cost for our defined benefit and post-retirement benefit plans are presented in the tables below. The expected long-term return on assets below represents an estimate of long-term returns on investment portfolios, consisting of a mixture of equities, fixed income and other investments, in proportion to the asset allocations of each of our plans. We consider long-term rates of return, which are weighted based on the asset classes (both historical and forecasted) in which we expect our pension and post-retirement funds to be invested. Discount rates reflect the current rate at which pension and post-retirement obligations could be settled based on the measurement dates of the plans, which is October 31. The U.S. discount rates as of October 31, 2023 and 2022 were determined based on the results of matching expected plan benefit payments with cash flows from a hypothetically constructed bond portfolio. The Non-U.S. discount rates as of October 31, 2023 and 2022 were determined based on a granular approach, which discounts the expected plan benefit payments with rates from a high-quality corporate bond yield curve. In addition, we used this method to calculate two components of the periodic benefit cost: service cost and interest cost. The range of assumptions that were used for the Non-U.S. Defined Benefit Plans reflects the different economic environments within various countries.

Assumptions used to calculate the net periodic benefit cost (benefit) were as follows:

			Year Ended October 31,
			2023						2022
U.S. Defined Benefit Plans:
Discount rate			6.00%						2.75%
Average increase in compensation levels			3.50%						3.50%
Expected long-term return on assets			8.00%						7.25%
Non-U.S. Defined Benefit Plans:
Discount rate			1.87-4.22%						0.70-1.86%
Average increase in compensation levels			2.50-3.00%						2.50-2.75%
Expected long-term return on assets			4.16-7.00%						3.00-6.50%
U.S. Post-Retirement Benefits Plan:
Discount rate			6.00%						2.75%
Expected long-term return on assets			8.00%						7.25%
Current medical cost trend rate			7.00%						6.00%
Ultimate medical cost trend rate			4.75%						4.50%
Medical cost trend rate decreases to ultimate rate in year			2029						2028

Assumptions used to calculate the benefit obligation as of October 31, 2023 and 2022 were as follows:

			Year Ended October 31,
			2023						2022
U.S. Defined Benefit Plans:
Discount rate			6.50%						6.00%
Average increase in compensation levels			3.50%						3.50%
Non-U.S. Defined Benefit Plans:
Discount rate			2.50-5.35%						1.87-4.22%
Average increase in compensation levels			2.50-3.00%						2.50-3.00%
U.S. Post-Retirement Benefits Plan:
Discount rate			6.50%						6.00%
Current medical cost trend rate			6.50%						7.00%
Ultimate medical cost trend rate			4.75%						4.75%
Medical cost trend rate decreases to ultimate rate in year			2029						2029

Health care trend rates did not have a significant effect on the total service and interest cost components or on the post-retirement benefit obligation amounts reported for the U.S. Post-Retirement Benefit Plan for the years ended October 31, 2023 and 2022.

13. SUPPLEMENTAL FINANCIAL INFORMATION

The following tables provide details of selected balance sheet items:

Cash, cash equivalents, and restricted cash

			October 31,
			2023						2022
			(in millions)
Cash and cash equivalents			$	2,472					$	2,042
Restricted cash included in other assets			16						15
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows			$	2,488					$	2,057

Restricted cash primarily relates to deficit reduction contributions to an escrow account for one of our non-U.S. defined benefit pension plans and deposits held as collateral against bank guarantees.

Inventory

			October 31,
			2023						2022
			(in millions)
Finished goods			$	376					$	322
Purchased parts and fabricated assemblies			609						536
Total inventory			$	985					$	858

The increase in inventory in 2023 was primarily driven by incremental stock build-up to secure supply to support order fulfillment along with an increase in demo inventory. Gross inventory-related excess and obsolescence charges recorded in cost of products were $27 million in 2023, 2022 and 2021. We record excess and obsolete inventory charges for inventory at our sites and at our contract manufacturers and suppliers, where we have non-cancellable purchase commitments.

Property, plant and equipment

			October 31,
			2023						2022
			(in millions)
Land			$	48					$	48
Buildings and leasehold improvements			828						798
Machinery and equipment			1,508						1,385
Total property, plant and equipment			2,384						2,231
Accumulated depreciation of property, plant and equipment			(1,623)						(1,541)
Property, plant and equipment, net			$	761					$	690

The increase in property, plant and equipment, net, in 2023 is primarily driven by increased capital spending for capacity expansion and technology investments. Asset impairments were zero in 2023, $1 million in 2022 and zero in 2021. Depreciation expense was $120 million in 2023, $117 million in 2022 and $117 million in 2021.

Standard warranty

Activity related to the standard warranty accrual, which is included in other accrued liabilities and other long-term liabilities in our consolidated balance sheet, is as follows:

			Year Ended October 31,
			2023						2022
			(in millions)
Beginning balance			$	32					$	34
Accruals for warranties, including change in estimates			33						23
Settlements made during the period			(29)						(25)
Ending balance			$	36					$	32

Accruals for warranties due within one year			$	22					$	20
Accruals for warranties due after one year			14						12
Ending balance			$	36					$	32

Other current assets

			October 31,
			2023						2022
			(in millions)
Prepaid expenses			$	284					$	280
Other current assets			168						149
Total other current assets			$	452					$	429

Prepaid expenses include deposits paid in advance to contract manufacturers of $210 million and $199 million as of October 31, 2023 and 2022, respectively.

14. COMMITMENTS AND CONTINGENCIES

Commitments to 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, we enter into agreements with contract manufacturers and suppliers that allow them to procure inventory based on mutually agreed criteria. As of October 31, 2023, our non-cancellable purchase commitments were approximately $467 million. We expect to fulfill most of our purchase commitments for inventory within one year or based on mutually agreed terms.

Other purchase commitments. Other purchase commitments primarily relate to software as a service and other professional services contracts. As of October 31, 2023, our non-cancellable contractual obligations related to these contracts were approximately $75 million.

We also have long-term power purchase agreements to purchase power at predominantly variable prices. These agreements are expected to support our power consumption needs with more favorable pricing and reliability than our previous supply agreements.

Litigation and contingencies. On August 3, 2021, we entered into a Consent Agreement with the Directorate of Defense Trade Controls, Bureau of Political-Military Affairs, Department of State to resolve alleged violations of the Arms Export Control Act and the International Traffic in Arms Regulations ("ITAR"). Pursuant to the Consent Agreement, we were assessed a penalty of $6.6 million to be paid over three years, $2.5 million of which was suspended and designated for remediation activities over three years, including employment of a special compliance officer. To date, we have paid $3.1 million of the penalty. The suspended portion of the penalty has been satisfied by amounts we have spent on qualifying compliance activities to date.

On January 1, 2022, Centripetal Networks filed a lawsuit in Federal District Court in Virginia, alleging that certain Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022 Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022 Centripetal filed a complaint with the International Trade Commission (“ITC”) requesting that they investigate whether Keysight should be enjoined from importing certain products that are manufactured outside of the U.S. and which are alleged to infringe Centripetal patents. We deny the allegations and are aggressively defending each case.

Although there are no matters pending that we currently believe are probable and reasonably possible of having a material impact to our business, consolidated financial position, or results of operations or cash flows, the outcome of litigation is inherently uncertain and is difficult to predict. An adverse outcome in any outstanding lawsuit or proceeding could result in significant monetary damages or injunctive relief. If adverse results are above management’s expectations or are unforeseen, management may not have accrued for the liability, which could impact our results in a financial period.

We are also involved in lawsuits, claims, investigations and proceedings, including, but not limited to, patent, employment, commercial and environmental matters, which arise in the ordinary course of business.

Indemnification Obligations Related to Transactions

In connection with acquisitions, divestitures, mergers, spin-offs and other transactions, we have agreed to indemnify certain parties for future damages, losses, expenses and liabilities that were incurred prior to or are related to such transactions. The liabilities covered by these indemnifications include, but are not limited to, tax, employment, benefits, intellectual property, environmental, and other liabilities. We do not believe that our indemnification obligations related to such liabilities were material as of October 31, 2023.

Indemnifications to Officers and Directors

Our corporate by-laws require that we indemnify our officers and directors, as well as those who act as directors and officers of other entities at our request, against expenses, judgments, fines, settlements and other amounts actually and reasonably incurred in connection with any proceedings arising out of their services to Keysight and such other entities, including service with respect to employee benefit plans. In addition, we have entered into separate indemnification agreements with each director and each board-appointed officer of Keysight that provide for indemnification under similar and additional circumstances. The indemnification obligations are more fully described in our corporate by-laws and the indemnification agreements, which are available on our website. We purchase standard insurance to cover claims or a portion of the claims made against our directors and officers. Since a maximum obligation is not explicitly stated in our by-laws or in our indemnification agreements and will depend on the facts and circumstances that arise out of any future claims, the overall maximum amount of the obligations cannot be reasonably estimated. We have not historically made payments related to these obligations, and do not believe that our indemnification obligations related to such claims were material as of October 31, 2023.

Other Indemnifications

As is customary in our industry and as provided for in local law in the U.S. and other jurisdictions, many of our standard contracts provide remedies to our customers and others with whom we enter into contracts, such as defense, settlement, or payment of judgment for intellectual property claims related to the use of our products. From time to time we indemnify customers, as well as our suppliers, contractors, lessors, lessees, companies that purchase our businesses or assets and others with whom we enter into contracts, against combinations of loss, expense, or liability arising from various triggering events related to the sale and the use of our products and services, the use of their goods and services, the use of facilities and state of our owned facilities, the state of the assets and businesses that we sell and other matters covered by such contracts, usually up to a specified maximum amount. In addition, from time to time we also provide protection to these parties against claims related to undiscovered liabilities, additional product liability or environmental obligations. In our experience, claims made under such indemnifications are rare and we do not believe that our indemnification obligations related to such claims were material as of October 31, 2023.

15. STOCKHOLDERS' EQUITY

Stock Repurchase Program

On March 6, 2023, our board of directors approved a new stock repurchase program authorizing the purchase of up to $1,500 million of the company’s common stock, replacing the previously approved November 2021 program authorizing the purchase of up to $1,200 million of the company’s common stock, of which $225 million remained.

Under our stock repurchase program, shares may be purchased from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions or other means. All such shares and related costs are held as treasury stock and accounted for at the trade date using the cost method. The stock repurchase program may be commenced, suspended or discontinued at any time at the company’s discretion and does not have an expiration date.

In 2023, we repurchased 4,913,548 shares of common stock for $702 million. Additionally, we accrued $4 million related to excise tax levied on share repurchases, net of issuances. In 2022 we repurchased 5,442,280 shares of common stock for $849 million. In 2021 we repurchased 4,361,542 shares of common stock for $673 million. All such shares and related costs are held as treasury stock and accounted for at the trade date using the cost method.

Accumulated other comprehensive loss

The following table summarizes the components of accumulated other comprehensive loss, net of tax effect:

			October 31,
			2023						2022
			(in millions)
Foreign currency translation, net of tax (expense) of $(63) and $(63)			$	(167)					$	(185)
Unrealized losses on defined benefit plans, net of tax benefit of $94 and $84			(388)						(379)
Gains (losses) on derivative instruments, net of tax (expense) of $(25) and $(30)			89						110
Total accumulated other comprehensive loss			$	(466)					$	(454)

Changes in accumulated other comprehensive loss by component and related tax effects were as follows:

									Net defined benefit pension cost and post retirement plan costs:
			Foreign currency translation						Actuarial losses						Prior service credits						Gains (losses) on derivatives						Total
			(in millions)
At October 31, 2021			$	(20)					$	(456)					$	(6)					$	40					$	(442)
Other comprehensive income (loss) before reclassifications			(165)						36						—						92						(37)
Amounts reclassified out of accumulated other comprehensive gain (loss)			—						47						—						(3)						44
Tax benefit (expense)			—						—						—						(19)						(19)
Other comprehensive income (loss)			(165)						83						—						70						(12)
At October 31, 2022			(185)						(373)						(6)						110						(454)
Other comprehensive income (loss) before reclassifications			18						(39)						—						(19)						(40)
Amounts reclassified out of accumulated other comprehensive gain (loss)			—						20						—						(7)						13
Tax benefit (expense)			—						10						—						5						15
Other comprehensive income (loss)			18						(9)						—						(21)						(12)
At October 31, 2023			$	(167)					$	(382)					$	(6)					$	89					$	(466)

Reclassifications out of accumulated other comprehensive loss into earnings were as follows:

Details about accumulated other comprehensive loss components						Amounts reclassified from other comprehensive loss												Affected line item in statement of operations
						Year Ended October 31,
						2023						2022
						(in millions)
Gain (loss) on derivatives						$	8					$	13					Cost of products
						(1)						(10)						Selling, general and administrative
						(1)						—						Benefit (provision) for income taxes
						6						3						Net of income tax
Net defined benefit pension cost and post retirement plan costs:
Net actuarial losses						(20)						(47)						Other income (expense), net
						4						5						Benefit (provision) for income taxes
						(16)						(42)						Net of income tax
Total reclassifications for the period						$	(10)					$	(39)					Net of income tax

16. SEGMENT INFORMATION

Our operating segments were determined based primarily on how the chief operating decision maker views and evaluates our operations. Segment operating results are regularly reviewed by the chief operating decision maker to make decisions about resources to be allocated to each segment and to assess performance. Other factors, including market separation and customer specific applications, go-to-market channels, products and services, and manufacturing are considered in determining the formation of these operating segments.

Descriptions of our two reportable segments are as follows:

The Communications Solutions Group ("CSG") serves customers spanning the global commercial communications and aerospace, defense, and government end markets. The group’s solutions consist of electronic design and test software, instrumentation, systems, and related services. These solutions are used in the simulation, design, validation, manufacturing, installation, and optimization of communication systems in wireless, wireline, enterprise, and aerospace, defense and government end markets. In addition, the group provides automated software test solutions that include AI-ML to automatically identify, build, and execute tests critical to digital business success and a strong customer experience.

The Electronic Industrial Solutions Group ("EISG") serves customers across a diverse set of end markets focused on automotive and energy, semiconductor solutions, and general electronics. The group's solutions consist of electronic design and test software, instrumentation, systems, and related services. These solutions are used in the simulation, design, validation, manufacturing, installation, and optimization of electronic equipment. In addition, the group provides automated software test solutions that include AI-ML to automatically identify, build, and execute tests critical to digital business success and a strong customer experience.

A significant portion of the segments' expenses arise from allocated corporate charges, as well as expenses related to our centralized sales force, and service, marketing and technology functions that we have historically provided to the segments in order to realize economies of scale and to efficiently use resources. Corporate charges include legal, accounting, real estate, insurance services, information technology services, treasury and other corporate infrastructure expenses. Segment allocations are determined on a basis that we consider to be a reasonable reflection of the utilization of services provided to, or benefits received by, the segments. Newly acquired businesses are not allocated these charges until integrated into our shared services and corporate infrastructure.

The following tables reflect the results of our reportable segments under our management reporting system. These results are not necessarily in conformity with GAAP. The performance of each segment is measured based on several metrics, including income from operations. These results are used, in part, by the chief operating decision maker in evaluating the performance of, and in allocating resources to, each of the segments.

The profitability of each of the segments is measured after excluding share-based compensation expense, amortization of acquisition-related balances, acquisition and integration costs, restructuring costs, interest income, interest expense and other items as noted in the reconciliations below.

			CSG						EISG						Total
			(in millions)
Year ended October 31, 2023:
Total and segment revenue			$	3,685					$	1,779					$	5,464
Segment income from operations			$	1,068					$	581					$	1,649
Depreciation expense			$	81					$	39					$	120
Year ended October 31, 2022:
Total and segment revenue			$	3,803					$	1,617					$	5,420
Segment income from operations			$	1,085					$	501					$	1,586
Depreciation expense			$	88					$	29					$	117
Year ended October 31, 2021:
Total and segment revenue			$	3,523					$	1,418					$	4,941
Segment income from operations			$	932					$	444					$	1,376
Depreciation expense			$	91					$	26					$	117

The following table reconciles reportable segments' income from operations to our total enterprise income before taxes:

			Year Ended October 31,
			2023						2022						2021
			(in millions)
Total reportable segments' income from operations			$	1,649					$	1,586					$	1,376
Share-based compensation			(136)						(126)						(104)
Amortization of acquisition-related balances			(90)						(103)						(174)
Acquisition and integration costs			(13)						(9)						(9)
Restructuring and other			(52)						(14)						(9)
Income from operations, as reported			1,358						1,334						1,080
Interest income			102						16						3
Interest expense			(78)						(79)						(79)
Other income (expense), net			(25)						14						6
Income before taxes, as reported			$	1,357					$	1,285					$	1,010

Major customers. No customer represented 10 percent or more of our total revenue in 2023, 2022 or 2021.

The following table presents segment assets and capital expenditures directly managed by each segment.

			Year Ended October 31,
			2023																		2022
			CSG						EISG						Total						CSG						EISG						Total
			(in millions)
Segment assets			$	4,410					$	1,920					$	6,330					$	4,312					$	1,715					$	6,027
Capital expenditures			$	112					$	84					$	196					$	126					$	59					$	185

The following table reconciles segment assets to our total assets:

			October 31,
			2023						2022
			(in millions)
Total reportable segments' assets			$	6,330					$	6,027
Cash and cash equivalents			2,472						2,042
Long-term investments			81						62
Long-term deferred tax assets			671						667
Accumulated amortization of other intangibles			(1,339)						(1,249)
Pension and other assets			468						549
Total assets			$	8,683					$	8,098

The following tables present summarized information for revenue and long-lived assets by country. Revenues from external customers are generally attributed to countries based upon the customer's location. Long-lived assets consist of property, plant, and equipment, operating lease right-of-use assets and other long-term assets excluding intangible assets.

			United States						China						Rest of the World						Total
			(in millions)
Revenue:
Year ended October 31, 2023			$	1,928					$	1,005					$	2,531					$	5,464
Year ended October 31, 2022			$	1,933					$	1,041					$	2,446					$	5,420
Year ended October 31, 2021			$	1,803					$	927					$	2,211					$	4,941

			United States						Japan															Rest of the World						Total
			(in millions)
Long-lived assets:
October 31, 2023			$	690					$	233														$	387					$	1,310
October 31, 2022			$	637					$	222														$	365					$	1,224

17. SUBSEQUENT EVENT

On November 3, 2023, we acquired 50.6% of the share capital of ESI Group SA ("ESI Group") for approximately $512 million, using existing cash. On November 7, 2023, we filed a tender offer to acquire the remaining outstanding shares of ESI Group at a price per share of 155 euros, to be primarily funded by approximately $457 million placed in an escrow account. Should the tender offer result in ESI Group's remaining minority shareholders holding no more than 10 percent of ESI Group's share capital and voting rights, then Keysight intends to proceed with a mandatory squeeze-out of all remaining ESI Group shares at the end of the tender offer period and to delist ESI Group from Euronext Paris.