Lam Research (LRCX) 10-K risk factor changes: FY2019 vs FY2018
The 2019-06-30 10-K against the 2018-06-24 one, compared heading by heading and sentence by sentence. One of these filings carries no fiscal year tag, so its year is the calendar year of the period end.
Item 1A103 rewritten26 added10 removed376 unchanged
All filing items1,252 rewritten738 added512 removed1,750 unchanged
Summary
counted, not written
- Item 1A headings could not be compared: only 0 carried over between the two years, which usually means one filing was read wrongly, so none is reported as new or removed.
- Sentence by sentence, 738 added, 512 removed, 1,252 rewritten and 1,750 unchanged across 16 items that differ.
Sentences by item
21 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2019; struck-through words were in FY2018. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
103 rewritten, 26 added, 10 removed, 376 unchanged
In addition to the other information in this Annual Report on Form 10-K [removed: (“2018] [added: (“2019] Form 10-K”), the following risk factors should be carefully considered in evaluating us and our business because such factors may significantly impact our business, operating results, and financial condition.
No priority or significance is [removed: intended,] [added: intended by,] nor should be [removed: attached, to] [added: attached to,] the order in which the risk factors appear.
[removed: The] [added: The] Semiconductor Capital Equipment Industry Is Subject to Variability and Periods of Rapid Growth or Decline; We Therefore Face Risks Related to Our Strategic Resource Allocation [removed: Decisions][added: Decisions]
The industry environment has moved toward being more characterized by variability across segments and [removed: customers] [added: customers,] accentuated by consolidation within the industry.
During periods of rapid growth or decline in demand for our products and services, we face significant challenges in maintaining adequate financial and business controls, management processes, information systems, and procedures for training, assimilating, and managing our workforce, and in appropriately sizing our supply chain [added: infrastructure and facilities, work force, and other components of our business on a timely basis.]
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Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 15][added: 14]
[removed: ][added: ]
[removed: Our success will depend, to a] significant extent, on the ability of our executive officers and other members of our senior management to identify and respond to these challenges effectively.
[removed: Future] [added: Future] Declines in the Semiconductor Industry, and the Overall World Economic Conditions on Which It Is Significantly Dependent, Could Have a Material Adverse Impact on Our Results of Operations and Financial [removed: Condition][added: Condition]
As a result, changing [removed: business] [added: economic, political] or [removed: economic] [added: business] conditions can cause material adverse changes to our results of operations and financial condition, including but not limited to:
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 16][added: 15]
[removed: Our Quarterly] [added: Our] Revenues and Operating Results Are [removed: Variable][added: Variable]
Our revenues and operating results may fluctuate significantly from quarter to quarter [added: or year to year] due to a number of factors, not all of which are in our control.
Because our operating expenses are based in part on anticipated future revenues, and a certain amount of those expenses are relatively fixed, a change in the timing of recognition of revenue and/or the level of gross profit from a small number of transactions can unfavorably affect operating results in a particular [removed: quarter.][added: quarter or year.]
| • | the dilutive impact of our Convertible Notes (as defined below) [removed: and related warrants] on our earnings per share. |
[removed: We] [added: We] May Incur Impairments to Goodwill or Long-lived [removed: Assets][added: Assets]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 17][added: 16]
[removed: Our] [added: Our] Leverage and Debt Service Obligations and Potential Note Conversion or Related Hedging Activities May Adversely Affect Our Financial Condition, Results of Operations, and Earnings per [removed: Share][added: Share]
We have [removed: $2.5] [added: $4.5] billion in aggregate principal amount of senior unsecured notes, convertible notes, and commercial paper instruments outstanding.
Conversion of our Convertible Notes [removed: and the exercise of the related warrants] may cause dilution to our stockholders and to our earnings per share.
The number of shares of our Common Stock into which the Convertible Notes are convertible [removed: and for which related warrants are exercisable for] may be adjusted from time to time, including increases in such rates as a result of dividends that we pay to our stockholders.
[removed: Our] [added: Our] Credit Agreements Contain Covenant Restrictions That May Limit Our Ability to Operate Our [removed: Business][added: Business]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 18][added: 17]
[removed: We] [added: We] Have a Limited Number of Key [removed: Customers][added: Customers]
In addition, large customers may be able to negotiate requirements that result in decreased pricing, increased costs, and/or lower margins for us; compliance with specific environmental, social, and corporate governance standards; and limitations on our ability to share [removed: jointly developed] technology with others.
[removed: We] [added: We] Depend on Creating New Products and Processes and Enhancing Existing Products and Processes for Our [removed: Success.][added: Success; Consequently, We Are Subject to Risks Associated with Rapid Technological Change]
Pursuing development through collaboration and/or joint development activities rather than through an acquisition poses substantial challenges for management, including those related to aligning business [removed: objectives,] [added: objectives;] sharing confidential [removed: information and] [added: information,] intellectual [removed: property,] [added: property and data;] sharing value with third [removed: parties,] [added: parties;] and realizing synergies that might have been available in an acquisition but are not available through a joint development project.
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 19][added: 18]
[added: This shift may result in a] reduction in the size of our addressable markets or could increase the relative size of markets in which we either do not compete or have relatively low market share.
[removed: We] [added: We] Are Subject to Risks Relating to Product Concentration and Lack of Product Revenue [removed: Diversification][added: Diversification]
[removed: Strategic] [added: Strategic] Alliances and Customer Consolidation May Have Negative Effects on Our [removed: Business][added: Business]
Additional outcomes of such consolidation may include our customers re-evaluating their future supplier relationships to consider our competitors’ products and/or gaining additional influence over the pricing of products and the control of intellectual [removed: property.][added: property or data.]
[removed: We] [added: We] Depend on a Limited Number of Key Suppliers and Outsource Providers, and We Run the Risk That They Might Not Perform as We [removed: Expect][added: Expect]
Outsource providers and component suppliers have played and will continue to play a key role in our [added: product development,] manufacturing operations, field installation and support, and many of our transactional and administrative functions, such as information technology, facilities management, and certain elements of our finance organization.
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 20][added: 19]
[added: These providers and suppliers might suffer financial setbacks, be acquired by third parties, become] subject to exclusivity arrangements that preclude further business with us, or be unable to meet our requirements or expectation due to their independent business decisions or [removed: force majeure] [added: *force majeure*] events that could interrupt or impair their continued ability to perform as we expect.
[removed: We] [added: We] Face Risks Related to the Disruption of Our Primary Manufacturing [removed: Facilities][added: Facilities]
[removed: Our] [added: While we maintain business continuity plans, our] manufacturing facilities are concentrated in a limited number of locations.
[removed: Once] [added: Once] a Semiconductor Manufacturer Commits to Purchase a Competitor’s Semiconductor Manufacturing Equipment, the Manufacturer Typically Continues to Purchase That Competitor’s Equipment, Making It More Difficult for Us to Sell Our Equipment to That [removed: Customer][added: Customer]
Our success will depend, to a
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| • | increased pressure from regional competitors, |
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| • | domestic and international trade policies, practices, relations, disputes and issues; |
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Protecting our key proprietary technology helps us achieve our goals of developing technological expertise and new products and
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| | |
| --- | --- |
infrastructure and facilities, work force, and other components of our business on a timely basis.
This dilution may not be completely mitigated by the hedging transactions we entered into in connection with the sale of certain Convertible Notes or through share repurchases.
Consequently, We Are Subject to Risks Associated with Rapid Technological Change
This shift may result in a
These providers and suppliers might suffer financial setbacks, be acquired by third parties, become
| • | trade balance issues; |
primary exposures to currency rate fluctuation.
There can be no assurance that we will be able to achieve and manage
Changes in or ambiguous interpretations of laws,
Lam Research Corporation 2018 10-K 26
An excerpt. Shown here: 40 of 103 rewritten, all 26 added and all 10 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2019 filing and the FY2018 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
157 rewritten, 107 added, 96 removed, 185 unchanged
[removed: The] [added: The] following discussion of our financial condition and results of operations contains forward-looking statements, which are subject to risks, uncertainties, and changes in condition, significance, value, and effect.
Our actual results could differ materially from those anticipated in the forward-looking statements as a result of certain factors, including but not limited to those discussed in “Risk Factors” and elsewhere in [removed: this 2018 Form] [added: this 2019 Form] 10-K and other documents we file from time to time with the Securities and Exchange Commission.
(See “Cautionary Statement Regarding Forward-Looking Statements” in Part I of [removed: this 2018 Form 10-K.)][added: this 2019 Form 10-K.)]
Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) provides a description of our results of operations and should be read in conjunction with our Consolidated Financial Statements and accompanying Notes to Consolidated Financial Statements included in Part II, Item 8 of this [removed: 2018] [added: 2019] Form 10-K.
[removed: Executive Summary] [added: *Executive Summary*] provides a summary of the key highlights of our results of operations and our management’s assessment of material trends and uncertainties relevant to our business.
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Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 32][added: 31]
[removed: ][added: ]
[removed: Results] [added: *Results] of [removed: Operations] [added: Operations*] provides an analysis of operating results.
[removed: Critical] [added: *Critical] Accounting Policies and [removed: Estimates] [added: Estimates*] discusses accounting policies that reflect the more significant judgments and estimates used in the preparation of our Consolidated Financial Statements.
[removed: Liquidity] [added: *Liquidity] and Capital [removed: Resources] [added: Resources*] provides an analysis of cash flows, contractual obligations, and financial position.
[removed: Executive Summary][added: Executive Summary]
Lam Research [added: Corporation] is a global supplier of innovative wafer fabrication equipment and services to the semiconductor industry.
Our products and services are designed to help our customers build smaller, faster, and better performing devices that are used in a variety of electronic products, including mobile phones, personal computers, servers, wearables, automotive [removed: devices, storage devices,] [added: vehicles,] and [removed: networking equipment.][added: data storage devices.]
Our customer base includes leading semiconductor memory, foundry, and integrated device manufacturers that make products such as NVM, [removed: DRAM memory,] [added: DRAM,] and logic devices.
Several factors create opportunity for sustainable differentiation for us: (i) our focus on research and development, with several on-going programs relating to sustaining engineering, product and process development, and concept and feasibility; (ii) our ability to effectively leverage cycles of learning from our broad installed base; (iii) our collaborative focus with ecosystem partners; and (iv) [added: our] focus on delivering our multi-product solutions with a goal to enhance the value of Lam’s solutions to our customers.
[removed: Over] [added: Despite recent semiconductor capital investment volatility, over] the longer term, we believe that [removed: our] technology inflections in our industry, including 3D device scaling, multiple [removed: patterning] [added: patterning,] process flow, and advanced [removed: packaging/chip integration] [added: packaging chip integration,] will lead to an increase in our served addressable market for our products and services in deposition, etch, and clean.
While there could be [added: continued] variability in the near-term, we believe that demand for our products and services will increase faster than overall spending on wafer fabrication equipment, as the proportion of customers’ capital expenditures rises in these technology inflection areas, and [added: as] we [removed: target to] gain market share.
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 33][added: 32]
The following [added: table] summarizes certain key financial information for the periods indicated below:
| | [removed: Year Ended] [added: Year Ended] | | | | | | | | | | | | [removed: Change] [added: Change] | | | | | | | | | | | | |
| [removed: June 24, 2018] [added: June 30, 2019] | | | | [removed: June 25, 2017] [added: June 24, 2018] | | | | [removed: June 26, 2016] [added: June 25, 2017] | | | | [removed: FY18] [added: FY19] vs. [removed: FY17] [added: FY18] | | | | | | | [removed: FY17] [added: FY18] vs. [removed: FY16] [added: FY17] | | | | | | |
| | [removed: (in] [added: (in] thousands, except per share data and [removed: percentages)] [added: percentages)] | | | | | | | | | | | | | | | | | | | | | | | | |
| Revenue | $ | [removed: 11,076,998] [added: 9,653,559] | | | $ | [removed: 8,013,620] [added: 11,076,998] | | | $ | [removed: 5,885,893] [added: 8,013,620] | | | $ | [removed: 3,063,378] [added: (1,423,439] | [added: )] | | [removed: 38.2] [added: (12.9] | [removed: %] [added: )%] | | $ | [removed: 2,127,727] [added: 3,063,378] | | | [removed: 36.1] [added: 38.2] | % |
| Gross margin | $ | [removed: 5,165,032] [added: 4,358,459] | | | $ | [removed: 3,603,359] [added: 5,165,032] | | | $ | [removed: 2,618,922] [added: 3,603,359] | | | $ | [removed: 1,561,673] [added: (806,573] | [added: )] | | [removed: 43.3] [added: (15.6] | [removed: %] [added: )%] | | $ | [removed: 984,437] [added: 1,561,673] | | | [removed: 37.6] [added: 43.3] | % |
| Gross margin as a percent of total revenue | [removed: 46.6] [added: 45.1] | | % | | [removed: 45.0] [added: 46.6] | | % | | [removed: 44.5] [added: 45.0] | | % | | [removed: 1.6%] [added: (1.5)%] | | | | | | | [removed: 0.5%] [added: 1.6%] | | | | | |
| Total operating expenses | $ | [removed: 1,951,733] [added: 1,893,727] | | | $ | [removed: 1,701,227] [added: 1,951,733] | | | $ | [removed: 1,544,666] [added: 1,701,227] | | | $ | [removed: 250,506] [added: (58,006] | [added: )] | | [removed: 14.7] [added: (3.0] | [removed: %] [added: )%] | | $ | [removed: 156,561] [added: 250,506] | | | [removed: 10.1] [added: 14.7] | % |
| Net income | $ | [removed: 2,380,681] [added: 2,191,430] | | | $ | [removed: 1,697,763] [added: 2,380,681] | | | $ | [removed: 914,049] [added: 1,697,763] | | | $ | [removed: 682,918] [added: (189,251] | [added: )] | | [removed: 40.2] [added: (7.9] | [removed: %] [added: )%] | | $ | [removed: 783,714] [added: 682,918] | | | [removed: 85.7] [added: 40.2] | % |
| Net income per diluted share | $ | [removed: 13.17] [added: 13.70] | | | $ | [removed: 9.24] [added: 13.17] | | | $ | [removed: 5.22] [added: 9.24] | | | $ | [removed: 3.93] [added: 0.53] | | | [removed: 42.5] [added: 4.0] | % | | $ | [removed: 4.02] [added: 3.93] | | | [removed: 77.0] [added: 42.5] | % |
[removed: Revenues in fiscal] [added: Fiscal] year 2018 [added: revenue] increased 38% compared to fiscal year 2017, [removed: and revenues in fiscal year 2017 increased 36% compared to fiscal year 2016,] reflecting an increase in technology and capacity investments by our customers.
[removed: The increase in gross] [added: Gross] margin as a percentage of revenue [removed: for fiscal year 2018 compared to fiscal year 2017 was] [added: improved] primarily due to favorable margin mix and higher revenue.
Operating expenses in fiscal year 2018 increased as compared to fiscal [removed: years] [added: year] 2017 [removed: and 2016] primarily as a result of higher employee headcount and increased investment in research and development.
Our cash and cash equivalents, investments, and restricted cash and investments balances totaled approximately [removed: $5.2] [added: $5.7] billion as of June [removed: 24, 2018,] [added: 30, 2019,] compared to [removed: $6.3] [added: $5.2] billion as of June [removed: 25, 2017.][added: 24, 2018.]
Cash flow provided from operating activities was [removed: $2.7] [added: $3.2] billion for fiscal year [removed: 2018] [added: 2019] compared to [removed: $2.0] [added: $2.7] billion for fiscal year [removed: 2017.][added: 2018.]
[removed: Cash flow provided from operating activities in fiscal 2018 was primarily used for $2.7] [added: These cash outflows were partially offset by $2.0] billion [removed: in treasury stock purchases, $396 million in] [added: of] net [removed: principal payments on debt, $308 million in dividends paid to our stockholders, and $273 million] [added: proceeds from issuance] of [removed: capital expenditures] [added: debt] and [removed: are partially offset by] $85 million of treasury stock reissuance and Common Stock issuance resulting from our employee equity-based compensation programs.
[removed: Results] [added: Results] of [removed: Operations][added: Operations]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 34][added: 33]
| | [removed: Year Ended] [added: Year Ended] | | | | | | | | | | |
| [removed: June 24, 2018] [added: June 30, 2019] | | | | [removed: June 25, 2017] [added: June 24, 2018] | | | | [removed: June 26, 2016] [added: June 25, 2017] | | | |
| Korea | [removed: 33] [added: 23] | | % | | [removed: 32] [added: 35] | | % | | [removed: 17] [added: 31] | | % |
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Fiscal year 2019 revenue decreased 13% compared to fiscal year 2018, reflecting lower customer demand for semiconductor equipment.
Gross margin as a percentage of revenue decreased primarily due to lower factory utilization.
The decrease in operating expenses in fiscal year 2019 compared to fiscal year 2018 was mainly driven by lower employee-related costs and amortization related to intangibles acquired through business combinations, partially offset by restructuring charges.
Cash flow provided from operating activities in fiscal year 2019 was primarily used for $3.8 billion in treasury stock purchases, $678 million in dividends paid to our stockholders, and $303 million of capital expenditures.
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Revenue decreased in fiscal year 2019 compared to fiscal year 2018, but increased compared to fiscal year 2017, primarily as a result of the volatility of semiconductor capital investments by our customers.
The deferred revenue at the end of June 2019 is recognized under Accounting Standard Codification (“ASC”) 606, while the same values as of June 2018 are recognized under ASC 605, which contributes to the change in value period over period.
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| --- | --- | --- |
| | | |
| June 30, 2019 | | |
| | Year Ended | | | | | | | | | | | | Change | | | | | | | | | | | | |
| Gross margin | $ | 4,358,459 | | | $ | 5,165,032 | | | $ | 3,603,359 | | | $ | (806,573 | ) | | (15.6 | )% | | $ | 1,561,673 | | | 43.3 | % |
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| | Year Ended | | | | | | | | | | | | Change | | | | | | | | | | | | |
| June 30, 2019 | | | | June 24, 2018 | | | | June 25, 2017 | | | FY19 vs. FY18 | | | | | | | FY18 vs. FY17 | | | | | | | |
| | (in thousands, except percentages) | | | | | | | | | | | | | | | | | | | | | | | | |
R&D expense during fiscal year 2019 increased slightly compared to fiscal year 2018.
| | Year Ended | | | | | | | | | | | | Change | | | | | | | | | | | | |
| June 30, 2019 | | | | June 24, 2018 | | | | June 25, 2017 | | | FY19 vs. FY18 | | | | | | | FY18 vs. FY17 | | | | | | | |
| | (in thousands, except percentages) | | | | | | | | | | | | | | | | | | | | | | | | |
The decrease in SG&A expense during fiscal year 2019 compared to fiscal year 2018 was primarily due to a $65 million decrease in employee variable compensation and a $17 million decrease in amortization related to intangibles acquired through business combinations, partially offset by an increase of $10 million in depreciation and $8 million in restructuring charges.
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| | Year Ended | | | | | | | | | | | | Change | | | | | | | | | | | | |
| June 30, 2019 | | | | June 24, 2018 | | | | June 25, 2017 | | | FY19 vs. FY18 | | | | | | | FY18 vs. FY17 | | | | | | | |
| | (in thousands, except percentages) | | | | | | | | | | | | | | | | | | | | | | | | |
| | $ | (18,161 | ) | | $ | (61,510 | ) | | $ | (90,459 | ) | | $ | 43,349 | | | (70.5 | )% | | $ | 28,949 | | | (32.0 | )% |
Interest expense in the year ended June 30, 2019, increased compared to the year ended June 24, 2018, primarily due to issuance of $2.5 billion of senior notes.
We recorded what we believed to be reasonable estimates during the SAB 118 measurement period.
During the December 2018 quarter, we finalized the accounting of the income tax effects of U.S. tax reform.
Although the SAB 118 measurement period has ended, there may be some aspects of U.S. tax reform that remain subject to future regulations and/or notices which may further clarify certain provisions of U.S.
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tax reform.
We may need to adjust our previously recorded amounts to reflect the recognition and measurement of our tax accounting positions in accordance with ASC 740; such adjustments could be material.
Our vision is to realize full value from natural technology extensions of our company.
During the most recent fiscal year, demand for our products improved as semiconductor device manufacturers made technology and capacity investments.
We acquired the outstanding shares of Coventor, Inc. (“Coventor”), a privately-held company, on August 28, 2017, as further discussed in Note 19 of our Consolidated Financial Statements contained in Part II, Item 8 of this 2018 Form 10-K.
The results of the acquired business are included in our Consolidated Financial Statements.
Fiscal year 2017 gross margin as a percentage of revenue compared to fiscal year 2016 improved primarily due to higher revenue and improved factory utilization resulting from higher production volume.
Shipments and Backlog
Shipments for fiscal year 2018 were approximately $11.2 billion, an increase of 30% compared to fiscal year 2017.
Shipments for fiscal year 2017 were approximately $8.6 billion, an increase of 46% compared to fiscal year 2016.
The increase in shipments during the fiscal year 2018 as compared to the last two fiscal years is related to stronger customer demand.
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Shipments (in millions) | $ | 11,176 | | | $ | 8,586 | | | $ | 5,901 | |
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| June 24, 2018 | | | June 25, 2017 | | | June 26, 2016 | | |
Our shipments to memory customers during the fiscal year 2018 increased primarily due to higher levels of investments from our DRAM and NAND customers.
Our shipments to foundry customers decreased during the fiscal year 2018 primarily due to decreased investments in leading and trailing edge technology applications from our foundry customers.
Unshipped orders in backlog as of June 24, 2018, were approximately $2.0 billion, a slight decrease from approximately $2.1 billion as of June 25, 2017.
Our unshipped orders backlog includes orders for systems, spares, and services.
Please refer to “Backlog” in Part I, Item 1, “Business” of this 2018 Form 10-K for a description of our policies for adding to and adjusting backlog.
| Korea | 35 | | % | | 31 | | % | | 18 | | % |
| Japan | 17 | | % | | 13 | | % | | 17 | | % |
| China | 16 | | % | | 13 | | % | | 18 | | % |
| Taiwan | 13 | | % | | 26 | | % | | 25 | | % |
| Southeast Asia | 7 | | % | | 5 | | % | | 10 | | % |
| Europe | 5 | | % | | 4 | | % | | 4 | | % |
The revenue increases in fiscal year 2018 compared to the last two fiscal years and in fiscal year 2017 compared to fiscal year 2016, reflect an increase in technology and capacity investments by our customers.
Our revenue levels are generally correlated to the amount of shipments and our installation and acceptance timelines.
As noted in Note 3 to our Consolidated Financial Statements in Part II, Item 8 of this 2018 Form 10-K, the adoption of accounting standard update 2014-09 is expected to result in a net decrease, estimated between $100 million and $200 million, to our total current liabilities balance, affecting our deferred revenue, deferred costs and resulting deferred profit recognition.
The increase in selling, general, and administrative (“SG&A”) expense during fiscal year 2018 compared to fiscal year 2017 was primarily due to a $44 million increase in employee compensation and benefits from increased headcount, a $28 million increase in outside services, and a $15 million increase in rent, utilities and repairs.
The increase in SG&A expense during fiscal year 2017 compared to fiscal year 2016 was primarily due to a $36 million increase in employee compensation and benefits from increased headcount, a $15 million gain from sale of assets in fiscal year 2016, and a $14 million increase in outside services, offset by a $41 million decrease in acquisition-related costs associated with the terminated agreement with KLA-Tencor.
| | $ | (61,510 | ) | | $ | (90,459 | ) | | $ | (114,139 | ) | | $ | 28,949 | | | (32.0 | )% | | $ | 23,680 | | | (20.7 | )% |
The decrease in interest expense during fiscal year 2017 compared to fiscal year 2016 was primarily due to the retirement of the 2016 Convertible Notes.
As such, there is significant activity in the fiscal year ended June 24, 2018, which reflects the change in legislation.
Most of that activity has provisionally been recorded in our Consolidated Financial Statements in the period ended June 24, 2018, as we have not yet completed all of the accounting for the tax effects of enactment.
We recorded what we believe to be a reasonable estimate and the provisional activity is subject to further adjustments under SAB 118, with the exception of revaluation of our deferred tax balances to reflect the new U.S. federal statutory tax rate, which is considered final and complete under SAB 118.
In addition, for significant items for which we could not make a reasonable estimate, no provisional activity was recorded.
We will continue to refine the provisional balances and adjustments may be made under SAB 118 during the measurement period as a result of future changes in interpretation, information available, assumptions made by the Company and/or issuance of additional guidance; these adjustments could be material.
In August 2018, the opinion made by the U.S. Court of Appeals for the Ninth Circuit was withdrawn to allow time for a reconstituted panel to confer on the appeal.
We are currently
An excerpt. Shown here: 40 of 157 rewritten, 40 of 107 added and 40 of 96 removed. The counts are complete. For every sentence, read Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations in the FY2019 filing and the FY2018 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
33 rewritten, 37 added, 34 removed, 63 unchanged
[removed: Investments][added: Investments]
As of June [removed: 24, 2018,] [added: 30, 2019,] our mutual funds are classified as trading securities.
[removed: Interest] [added: Interest] Rate [removed: Risk][added: Risk]
We target [removed: to maintain] a [removed: conservative] [added: capital preservation-focused] investment policy, which focuses on the safety and preservation of our capital by limiting default risk, market risk, reinvestment risk, and concentration risk.
The hypothetical fair values as of June [removed: 24, 2018,were] [added: 30, 2019,were] as follows:
| | [removed: Valuation] [added: Valuation] of [removed: Securities Given] [added: Securities Given] an Interest [removed: Rate Decrease] [added: Rate Decrease] of X Basis [removed: Points] [added: Points] | | | | | | | | | | | | [removed: Fair Value as of] [added: Fair Value as of] | | | | [removed: Valuation] [added: Valuation] of [removed: Securities Given] [added: Securities Given] an Interest [removed: Rate Increase] [added: Rate Increase] of X Basis [removed: Points] [added: Points] | | | | | | | | | | |
| [removed: (150 BPS)] [added: (150 BPS)] | | | | [removed: (100 BPS)] [added: (100 BPS)] | | | | [removed: (50 BPS)] [added: (50 BPS)] | | | | [removed: —%] [added: —%] | | | | [removed: 50 BPS] [added: 50 BPS] | | | | [removed: 100 BPS] [added: 100 BPS] | | | | [removed: 150 BPS] [added: 150 BPS] | | | |
| | [removed: (in thousands)] [added: (in thousands)] | | | | | | | | | | | | | | | | | | | | | | | | | | |
Continues on next [removed: page][added: page]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 47][added: 46]
[removed: ][added: ]
As of June [removed: 24, 2018,] [added: 30, 2019,] we had [removed: $2.1] [added: $4.5] billion in principal amount of fixed-rate long-term debt outstanding, with a fair value of [removed: $3.5] [added: $5.7] billion.
[removed: Equity] [added: Equity] Price [removed: Risk][added: Risk]
The hypothetical fair values as of June [removed: 24, 2018,] [added: 30, 2019,] were as follows:
| | [removed: Valuation] [added: Valuation] of [removed: Securities Given] [added: Securities Given] an X% [removed: Decrease in] [added: Decrease in] Stock [removed: Price] [added: Price] | | | | | | | | | | | | [removed: Fair Value as of] [added: Fair Value as of] | | | [removed: Valuation] [added: Valuation] of [removed: Securities Given] [added: Securities Given] an X% [removed: Increase in] [added: Increase in] Stock [removed: Price] [added: Price] | | | | | | | | | | |
| [removed: (25)%] [added: (25)%] | | | | [removed: (15)%] [added: (15)%] | | | | [removed: (10)%] [added: (10)%] | | | | [removed: —%] [added: —%] | | | [removed: 10%] [added: 10%] | | | | [removed: 15%] [added: 15%] | | | | [removed: 25%] [added: 25%] | | | |
| | [removed: (in thousands)] [added: (in thousands)] | | | | | | | | | | | | | | | | | | | | | | | | | |
[removed: Foreign] [added: Foreign] Currency Exchange (“FX”) [removed: Risk][added: Risk]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 48][added: 47]
designated as cash flow hedges, as of June [removed: 24, 2018,] [added: 30, 2019,] are shown in the table below.
| | | [removed: Notional Amount] [added: Notional Amount] | | | | [removed: Unrealized FX Gain/(Loss)] [added: Unrealized FX Gain/(Loss)] | | | | | [removed: Valuation] [added: Valuation] of FX Contracts Given an [removed: X% Increase] [added: X% Increase] (+)/Decrease(-) in [removed: Each] [added: Each] | | | | | | |
| [removed: June 24, 2018] [added: June 30, 2019] | | | | [removed: \=] [added: \=] +/- [removed: (10%)] [added: (10%)] | | | | [removed: \=] [added: \=] +/- [removed: (15%)] [added: (15%)] | | | | | | | | | |
| | | [removed: (in millions)] [added: (in millions)] | | | | | | | | | | | | | | | |
| [removed: Forward contracts] [added: Forward contracts] | | | | | | | | | | | | | | | | | |
The notional amount and unrealized loss of our outstanding foreign currency forward contracts that are designated as balance sheet hedges, as of June [removed: 24, 2018,] [added: 30, 2019,] are shown in the table below.
| | [removed: June 24, 2018] [added: June 30, 2019] | | | | [removed: \=] [added: \=] +/- [removed: (10%)] [added: (10%)] | | | | [removed: \=] [added: \=] +/- [removed: (15%)] [added: (15%)] | | | | | | | | |
| [removed: Forward] [added: Forward] contracts, balance sheet [removed: hedge] [added: hedge] | | | | | | | | | | | | | | | | | |
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 49][added: 48]
[removed: Interest] [added: Interest] Rate [removed: Contracts][added: Contracts]
| | | [removed: Valuation of Fair Value Hedge Given an Interest Rate Decrease of X Basis Points | | | | | | | | Fair] [added: Fair] Value as [removed: of] [added: of] | | | | [removed: Valuation] [added: Valuation] of Fair Value Hedge Given an Interest [removed: Rate Increase] [added: rate increase (+)/Decrease (-)] of X Basis [removed: Points] [added: Points] | | | | | | |
| | | [removed: (in millions) | | |] [added: (in millions)] | | | | | | | | | | | | | | | |
During the fiscal year ended June 26, 2016, we entered into and settled a series of forward-starting interest rate swap agreements [removed: with a total notional value of $600 million,] associated with our June 2016 debt offering.
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 50][added: 49]
| | June 30, 2019 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| U.S. Treasury and agencies | 467,445 | | | | 466,940 | | | | 466,427 | | | | 465,914 | | | | 465,403 | | | | 464,891 | | | | 464,379 | | |
| Government-sponsored enterprises | 16,108 | | | | 16,062 | | | | 16,015 | | | | 15,969 | | | | 15,921 | | | | 15,875 | | | | 15,828 | | |
| Foreign government bonds | 24,592 | | | | 24,542 | | | | 24,493 | | | | 24,443 | | | | 24,394 | | | | 24,344 | | | | 24,294 | | |
| Corporate notes and bonds | 1,478,541 | | | | 1,475,154 | | | | 1,471,766 | | | | 1,468,378 | | | | 1,464,989 | | | | 1,461,600 | | | | 1,458,211 | | |
| Mortgage backed securities - residential | 6,240 | | | | 6,208 | | | | 6,176 | | | | 6,144 | | | | 6,112 | | | | 6,080 | | | | 6,048 | | |
| Mortgage backed securities - commercial | 30,157 | | | | 30,014 | | | | 29,871 | | | | 29,727 | | | | 29,585 | | | | 29,442 | | | | 29,299 | | |
| Total | $ | 2,023,083 | | | $ | 2,018,920 | | | $ | 2,014,748 | | | $ | 2,010,575 | | | $ | 2,006,404 | | | $ | 2,002,232 | | | $ | 1,998,059 | |
| | June 30, 2019 | | | | | | | | | | | | | | | | | | | | | | | | | |
| Mutual funds | $ | 58,306 | | | $ | 66,080 | | | $ | 69,967 | | | 77,741 | | | $ | 85,515 | | | $ | 89,402 | | | $ | 97,176 | |
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| Sell | Japanese yen | $ | 115.8 | | | $ | (1.6 | | ) | | $ | 11.6 | | | $ | 17.4 | |
| Buy | Euro | 43.8 | | | | (0.7 | | | ) | | 4.8 | | | | 7.5 | | |
| Buy | Korean won | 14.6 | | | | (0.3 | | | ) | | 1.4 | | | | 2.2 | | |
| | | | | | | $ | (2.6 | | ) | | $ | 17.8 | | | $ | 27.1 | |
| | | Notional Amount | | | | Unrealized FX Gain/(Loss) | | | | | Valuation of FX Contracts Given an X% Increase (+)/Decrease(-) in Each | | | | | | |
| Buy | British pound | $ | 45.8 | | | $ | — | | | | $ | 2.8 | | | $ | 4.3 | |
| Buy | Japanese yen | 39.3 | | | | 0.6 | | | | | 4.0 | | | | 6.0 | | |
| Buy | Taiwan dollar | 29.0 | | | | — | | | | | 2.9 | | | | 4.3 | | |
| Buy | Swiss francs | 26.7 | | | | — | | | | | 2.6 | | | | 4.0 | | |
| Buy | Euro | 24.0 | | | | — | | | | | 7.3 | | | | 8.2 | | |
| Buy | Chinese renminbi | 14.4 | | | | — | | | | | 1.4 | | | | 2.2 | | |
| Buy | Indian rupee | 9.5 | | | | — | | | | | 1.0 | | | | 1.4 | | |
| Buy | Singapore dollar | 8.9 | | | | — | | | | | 0.9 | | | | 1.3 | | |
| Buy | Korean won | 7.8 | | | | — | | | | | 0.8 | | | | 1.2 | | |
| | | | | | | $ | 0.6 | | | | $ | 23.7 | | | $ | 32.9 | |
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| | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | |
| | | June 30, 2019 | | | | \= +/- 10 BPS | | | | \= +/- 15 BPS | | |
| | | (in millions) | | | | | | | | | | |
| Interest Rate Contracts | | $ | 3.6 | | | $ | 2.1 | | | $ | 3.2 | |
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| | June 24, 2018 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Municipal notes and bonds | 153,974 | | | | 153,365 | | | | 152,750 | | | | 152,136 | | | | 151,521 | | | | 150,906 | | | | 150,292 | | |
| U.S. Treasury and agencies | 357,056 | | | | 356,874 | | | | 356,692 | | | | 356,509 | | | | 356,327 | | | | 356,145 | | | | 355,963 | | |
| Government-sponsored enterprises | 111,104 | | | | 110,990 | | | | 110,876 | | | | 110,762 | | | | 110,648 | | | | 110,534 | | | | 110,420 | | |
| Foreign government bonds | 19,999 | | | | 19,995 | | | | 19,990 | | | | 19,985 | | | | 19,981 | | | | 19,976 | | | | 19,971 | | |
| Bank and corporate notes | 518,765 | | | | 517,798 | | | | 516,832 | | | | 515,866 | | | | 514,899 | | | | 513,933 | | | | 512,967 | | |
| Mortgage backed securities - residential | 849 | | | | 833 | | | | 817 | | | | 801 | | | | 785 | | | | 770 | | | | 754 | | |
| Total | $ | 1,161,747 | | | $ | 1,159,855 | | | $ | 1,157,957 | | | $ | 1,156,059 | | | $ | 1,154,161 | | | $ | 1,152,264 | | | $ | 1,150,367 | |
| | June 24, 2018 | | | | | | | | | | | | | | | | | | | | | | | | | |
| Mutual funds | $ | 51,707 | | | $ | 58,601 | | | $ | 62,048 | | | 68,942 | | | $ | 75,836 | | | $ | 79,283 | | | $ | 86,178 | |
| Sell | Japanese yen | $ | 569.0 | | | $ | 1.1 | | | | $ | 55.8 | | | $ | 83.7 | |
| Buy | Euro | 102.6 | | | | (4.7 | | | ) | | 10.7 | | | | 17.0 | | |
| Buy | Korean won | 28.9 | | | | (0.6 | | | ) | | 2.8 | | | | 4.2 | | |
| | | | | | | $ | (4.2 | | ) | | $ | 69.3 | | | $ | 104.9 | |
| Option Contracts (1) | | | | | | | | | | | | | | | | | |
| Buy put | Japanese yen | $ | 9.0 | | | $ | 0.2 | | | | $ | 0.7 | | | $ | 1.0 | |
| Sell call | Japanese yen | 9.7 | | | | (0.1 | | | ) | | — | | | | — | | |
| | | | | | | $ | 0.1 | | | | $ | 0.7 | | | $ | 1.0 | |
(1) The local currency notional amounts of these foreign currency option contracts are equal to each other.
| Sell | Japanese yen | $ | 267.4 | | | $ | 0.1 | | | | $ | 26.7 | | | $ | 40.0 | |
| Sell | Korean won | 99.4 | | | | — | | | | | 9.9 | | | | 14.9 | | |
| Buy | Euro | 45.3 | | | | — | | | | | 14.9 | | | | 16.6 | | |
| Buy | Taiwan dollar | 31.9 | | | | — | | | | | 3.2 | | | | 4.8 | | |
| Buy | Singapore dollar | 21.4 | | | | — | | | | | 2.2 | | | | 3.2 | | |
| Buy | British pound | 15.9 | | | | — | | | | | 0.9 | | | | 1.3 | | |
| Buy | Swiss francs | 14.9 | | | | — | | | | | 1.5 | | | | 2.2 | | |
| Buy | Chinese renminbi | 2.5 | | | | — | | | | | 0.2 | | | | 0.4 | | |
| Buy | Indian rupee | 3.2 | | | | — | | | | | 0.3 | | | | 0.5 | | |
| | | | | | | $ | 0.1 | | | | $ | 59.8 | | | $ | 83.9 | |
| | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | June 24, 2018 | | | | | | | | | | | | | | | | | |
| | | 10 BPS | | | | 15 BPS | | | | —% | | | | (10 BPS) | | | | (15 BPS) | | |
| Interest Rate Contracts | | $ | 33.6 | | | $ | 34.8 | | | $ | 31.2 | | | $ | 28.8 | | | $ | 27.6 | |
Item 1. Business
89 rewritten, 33 added, 46 removed, 244 unchanged
Continues on next [removed: page][added: page]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 3][added: 4]
[removed: ][added: ]
Our products and services are designed to help our customers build smaller, faster, and better performing devices that are used in a variety of electronic products, including mobile phones, personal computers, servers, wearables, automotive [removed: devices, storage devices,] [added: vehicles,] and [removed: networking equipment.][added: data storage devices.]
Our customer base includes leading semiconductor memory, foundry, and integrated device manufacturers (“IDMs”) that make products such as non-volatile memory (“NVM”), [removed: DRAM memory,] [added: dynamic random-access memory (“DRAM”),] and logic devices.
[removed: In addition, our products are well-suited for related markets that rely on] semiconductor processes and require production-proven manufacturing capability, such as complementary metal-oxide-semiconductor image sensors (“CIS”) and micro-electromechanical systems (“MEMS”).
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 4][added: 5]
Additionally, [removed: CSBG provides] [added: within CSBG, our Reliant product line offers] new and refurbished [removed: previous-generation (legacy) equipment] [added: non-leading-edge products in Clean, Deposition, and Etch markets] for those applications that do not require the most advanced wafer processing capability.
[removed: Products][added: Products]
| [removed: Market] [added: Market] | | [removed: Process/Application] [added: Process/Application] | | [removed: Technology] [added: Technology] | | [removed: Products] [added: Products] |
| | | Dielectric Etch | | Reactive Ion Etch | | [removed: FlexTM] [added: Flex®] family |
[removed: Small] [added: Tiny] tungsten connectors and thin barriers are made with the precision of chemical vapor deposition and atomic layer deposition, which adds only a few layers of atoms at a time.
[removed: ALTUS® Product Family][added: *ALTUS*® *Product Family*]
Tungsten deposition is used to form conductive features such as contacts, vias, and [removed: plugs] [added: wordlines] on a chip.
At these nanoscale dimensions, even slight imperfections can impact device [removed: performance or cause a chip to fail.]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 5][added: 6]
[removed: SABRE® Product Family][added: *SABRE*® *Product Family*]
The [removed: SABRE®] [added: SABRE*®*] ECD product family, which helped pioneer the copper interconnect transition, offers the precision needed for copper damascene manufacturing in logic and memory.
System capabilities include [added: cobalt deposition for logic applications and] copper deposition directly on various liner materials, which is important for next-generation metallization schemes.
[removed: SOLA® Product Family][added: *SOLA*® *Product Family*]
[removed: SPEED® Product Family][added: *SPEED*® *Product Family*]
Our [removed: SPEED®] [added: SPEED*®*] HDP-CVD products provide a multiple dielectric film solution for high-quality gapfill with industry-leading throughput and reliability.
[removed: SPEED®] [added: SPEED*®*] products have excellent particle performance, and their design allows large batch sizes between cleans and faster cleans.
[removed: Striker® Product Family][added: *Striker*® *Product Family*]
For example, [removed: such] [added: ALD] films are critical for spacer-based multiple patterning schemes where the spacers help define critical dimensions, as well as for insulating [removed: liners,] [added: liners and gapfill in high aspect ratio features,] which have little tolerance for [added: voids and] even the smallest defect.
The Striker® single-wafer ALD products provide [added: dielectric film] solutions for these challenging requirements through application-specific [added: material,] process and hardware options that deliver film technology and defect performance.
[removed: VECTOR® Product Family][added: *VECTOR*® *Product Family*]
[removed: Other applications] [added: In some applications, these films] require dielectric films to be exceptionally smooth and defect free since slight imperfections are multiplied greatly in subsequent layers.
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 6][added: 7]
[removed: layer] [added: For the smallest features, atomic-layer] etching (“ALE”) removes a few atomic layers of material at a time.
[removed: Flex® Product Family][added: *Flex*® *Product Family*]
[removed: Flex] [added: Flex®] offers in situ multi-step etch and continuous plasma capability that delivers high productivity with low defectivity.
[removed: Kiyo® Product Family][added: *Kiyo*® *Product Family*]
Proprietary Hydra technology in [removed: Kiyo®] [added: Kiyo*®*] products improves critical dimension (“CD”) uniformity by correcting for incoming pattern variability, and atomic-scale variability control with production-worthy throughput is achieved with plasma-enhanced ALE capability.
[removed: Syndion® Product Family][added: *Syndion*® *Product Family*]
These [removed: deep trenches, TSVs, and other high aspect ratio features] are created by etching through multiple materials sequentially, where each new material involves a change in the etch process.
[removed: Versys® Metal] [added: *Versys*® *Metal] Product [removed: Family][added: Family*]
These processes [removed: are] [added: can] also [added: be] used to drill through [removed: the] metal hardmasks that [removed: are used to] pattern features too small for conventional masks, [removed: thereby] allowing continued shrinking of feature dimensions.
To enable [removed: performing] these critical etch steps, the Versys® Metal product family provides high-productivity capability on a flexible platform.
Clean Processes and [removed: Products][added: Product Families]
In addition, our products are well-suited for related markets that rely on
Service offerings include addressing productivity needs for our customers including, but not limited to, system uptime or availability optimization, throughput improvements, and defect reduction.
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performance or cause a chip to fail.
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These may be deep trenches for CMOS image sensor pixel isolation, trenches for power and other devices, TSVs, and other high aspect ratio features.
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In IoT products that include power devices, MEMS and image sensors, there is a unique requirement for wafer backside wet etch to uniformly thin the silicon wafer while protecting the device side of the wafer.
Metryx*®* mass metrology systems provide high precision in-line mass measurement for semiconductor wafer manufacturing.
Nearly all semiconductor processes (e.g., deposition, etch and clean) either add or remove materials from the wafer.
Measuring mass change of a wafer before and after a process therefore is a simple and direct means of monitoring and controlling the process.
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Refer to Note 19 of our Consolidated Financial Statements, included in Item 8 of this report, for the attribution of revenue by geographic region.
Semiconductor manufacturers’ businesses, in turn, depend on many factors, including their economic capability,
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Information about our Executive Officers
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Dr. Gottscho previously served as executive vice president, Global Products Group beginning in August 2010; and group vice president and general manager, Etch Businesses beginning in March 2007. He joined us in January 1996 and has held various director and vice president roles spanning across deposition, etch, and clean products.
He is a fellow of the American Physical and American Vacuum Societies.
He has authored numerous papers, patents, and lectures, and has served on editorial boards of peer-reviewed technical publications and program committees for major conferences in plasma science and engineering.
He served as vice-chair of a National Research Council study on plasma science.
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Any materials we file with the SEC may also be read and copied at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549.
To obtain information on the operation of the Public Reference Room, call the SEC at 1-800-SEC-0330.
These demand and technology inflections have significantly expanded our addressable markets from about 26% of wafer fabrication equipment spending in calendar year 2013 to about 36% in calendar year 2017.
Reduced processing times with Striker® products are enabled by rapid ALD cycles and ALD-rated components, software, and controls.
In some applications, these films need to conform tightly around intricate structures.
Reduced processing time is enabled by proprietary wafer heat-up independent of film deposition.
For the smallest features, atomic-
As they are often electrically isolating or connecting structures, even slight variation from target results can negatively impact device performance.
eliminated and more good chips produced.
Legacy Products
For applications that do not require the most advanced wafer processing capability, semiconductor manufacturers can benefit from the proven performance of previous-generation products to increase their production capacity at a reduced economic investment.
Purchasing through an original equipment manufacturer like us minimizes the risks of unexpected costs and unpredictable time to production that are typically associated with the legacy equipment market.
To meet semiconductor manufacturers’ needs for high-performance, maximum-predictability, and low-risk equipment, we provide new, refurbished, and legacy products to customers utilizing technology nodes at and above 28 nm.
These products benefit from many of the technical advances from our newest systems, enabling extended lifetime and productivity.
Our products also provide production-worthy, cost-effective solutions for MEMS, power semiconductor, radio frequency device, and light emitting diode markets.
Our R&D expenses during fiscal years 2018, 2017, and 2016 were $1.2 billion, $1.0 billion, and $914 million, respectively.
The majority of R&D spending over the past three years has been targeted at deposition, etch, clean, and other semiconductor manufacturing products.
Revenue by region was as follows:
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | Year Ended | | | | | | | | | | |
| | June 24, 2018 | | | | June 25, 2017 | | | | June 26, 2016 | | |
| | (in thousands) | | | | | | | | | | |
| Korea | $ | 3,832,798 | | | $ | 2,480,329 | | | $ | 1,057,331 | |
| Japan | 1,882,799 | | | | 1,041,969 | | | | 983,821 | | |
| China | 1,784,436 | | | | 1,023,195 | | | | 1,039,951 | | |
| Taiwan | 1,397,978 | | | | 2,095,669 | | | | 1,485,037 | | |
| United States | 820,438 | | | | 629,937 | | | | 495,123 | | |
| Southeast Asia | 781,360 | | | | 401,877 | | | | 605,236 | | |
| Europe | 577,189 | | | | 340,644 | | | | 219,394 | | |
| Total revenue | $ | 11,076,998 | | | $ | 8,013,620 | | | $ | 5,885,893 | |
Executive Officers of the Company
| Martin B. Anstice | | 51 | | Chief Executive Officer |
Martin B.
Mr. Anstice joined us in April 2001 as senior director, operations controller, was promoted to the position of managing director and corporate controller in May 2002, and was promoted to group vice president and chief financial officer in June 2004.
He was appointed executive vice president and chief operating officer in September 2008 and president in December 2010, a position he held until January 2018.
Prior to joining us, he held various finance positions from 1988 to 1999 at Raychem Corporation, a global materials science company.
Subsequent to the acquisition of Raychem by Tyco International, a global provider of engineered electronic components, network solutions, and wireless systems, he assumed responsibility for supporting mergers and acquisitions activities of Tyco Electronics.
Mr. Anstice is an Associate member of the Institute of Chartered Management Accountants in the United Kingdom.
Lam Research Corporation 2018 10-K 13
An excerpt. Shown here: 40 of 89 rewritten, all 33 added and 40 of 46 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2019 filing and the FY2018 filing.
Cover and table of contents
71 rewritten, 22 added, 10 removed, 34 unchanged
[removed: UNITED STATES][added: UNITED STATES]
[removed: SECURITIES] [added: SECURITIES] AND EXCHANGE [removed: COMMISSION][added: COMMISSION]
[removed: Washington,] [added: Washington,] D.C. [removed: 20549][added: 20549]
| [removed: FORM 10-K] [added: FORM] | [added: 10-K |]
[added: |] (Mark One) [added: | |]
| [removed: x] [added: ☒] | [removed: ANNUAL] [added: ANNUAL] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934] [added: 1934] |
[removed: For] [added: For] the fiscal year [removed: ended June 24, 2018][added: ended June 30, 2019]
| [removed: ¨] [added: ☐] | [removed: TRANSITION] [added: TRANSITION] REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF [removed: 1934] [added: 1934] |
[removed: For] [added: For] the transition period from to [removed: .][added: .]
[removed: Commission] [added: Commission] file [removed: number: 0-12933][added: number: 0-12933]
| [removed: LAM RESEARCH CORPORATION (Exact] [added: (Exact] name of registrant as specified in its [removed: charter)] [added: charter)] |
| [removed: Delaware] [added: Delaware] | | [removed: 94-2634797] | [added: | 94-2634797 |]
| [removed: (State] [added: (State] or other jurisdiction of incorporation or [removed: organization)] [added: organization)] | | [removed: (I.R.S.] [added: | | (I.R.S.] Employer Identification [removed: No.)] [added: No.)] |
| [removed: 4650] [added: 4650] Cushing [removed: Parkway, Fremont, California] [added: Parkway,] | [added: Fremont,] | [removed: 94538] [added: California] | [added: | 94538 |]
| [removed: (Address] [added: (Address] of principal executive [removed: offices)] [added: offices)] | | [removed: (Zip Code)] | [added: | (Zip Code) |]
[removed: Registrant’s] [added: Registrant’s] telephone number, including area code: [removed: (510) 572-0200][added: (510) 572-0200]
[removed: Securities] [added: Securities] registered pursuant to Section 12(b) of the [removed: Act:][added: Act:]
| [removed: Title] [added: Title] of each [removed: class] [added: class] | [added: Trading Symbol(s)] | [removed: Name] [added: Name] of each exchange on which [removed: registered] [added: registered] |
| [removed: Common] [added: Common] Stock, Par Value $0.001 Per [removed: Share] [added: Share] | [added: LRCX] | [removed: The] [added: The] Nasdaq Stock [removed: Market (Nasdaq Global Select Market)] [added: Market] |
[removed: Securities] [added: Securities] registered pursuant to Section 12(g) of the [removed: Act:][added: Act:]
[removed: None][added: None]
[removed: (Title] [added: (Title] of [removed: class)][added: class)]
Yes [removed: x] [added: ☒] No [removed: ¨][added: ☐]
Yes [removed: ¨] [added: ☐] No [removed: x][added: ☒]
Indicate by check mark whether the registrant has submitted electronically [removed: and posted on its corporate Web site, if any,] every Interactive Data File required to be submitted [removed: and posted] pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit [removed: and post] such files).
| Large accelerated filer | | [removed: x] [added: ☒] | | Accelerated filer | | [removed: ¨] [added: ☐] |
| Non-accelerated filer | | [removed: ¨ (Do not check if a smaller reporting company)] [added: ☐] | | Smaller reporting company | | [removed: ¨] [added: ☐] |
| | | | | Emerging growth company | | [removed: ¨] [added: ☐] |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the [added: Exchange] Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the [removed: Exchange] Act).
The aggregate market value of the Registrant’s Common Stock, $0.001 par value, held by non-affiliates of the Registrant, as of December [removed: 24, 2017,] [added: 23, 2018,] the last business day of the most recently completed second fiscal quarter, was [removed: $24,908,278,746.][added: $15,363,329,674.]
As of August [removed: 9, 2018,] [added: 15, 2019,] the Registrant had [removed: 157,579,984] [added: 144,532,998] outstanding shares of Common Stock.
[removed: Documents] [added: Documents] Incorporated by [removed: Reference][added: Reference]
Parts of the Registrant’s Proxy Statement for the Annual Meeting of Stockholders expected to be held on or about November [removed: 6, 2018,] [added: 5, 2019,] are incorporated by reference into Part III of this Form 10-K.
Continues on next [removed: page][added: page]
[removed: Lam Research Corporation 2018 10-K 1][added: | LAM RESEARCH CORPORATION |]
[removed: ][added: ]
[removed: LAM] [added: LAM] RESEARCH [removed: CORPORATION][added: CORPORATION]
[removed: 2018 ANNUAL] [added: 2019 ANNUAL] REPORT ON FORM [removed: 10-K][added: 10-K]
[removed: TABLE] [added: TABLE] OF [removed: CONTENTS][added: CONTENTS]
OR
| | |
| | |
| | | | | |
| --- | --- | --- | --- | --- |
| | | | | |
| | | (Nasdaq Global Select Market) |
_________________________
Yes ☒ No ☐
Yes ☒ No ☐
Yes ☐ No ☒
_________________________
| [Exhibit Index](#sC65231ABA9FC566F82B6F765E4FFF1DD) | | [101](#sC65231ABA9FC566F82B6F765E4FFF1DD) |
| [Signatures](#sD023691285FE5B87815F63B09DE3AE6B) | | [105](#sD023691285FE5B87815F63B09DE3AE6B) |
Continues on next page
Lam Research Corporation 2019 10-K 2

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Lam Research Corporation 2019 10-K 3

| | |
| --- | --- |
10-K 1 lrcx_10kx2018xdocument.htm 10-K
| |
| --- |
OR
| | | |
| --- | --- | --- |
_________________________
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. x
| [Exhibit Index](#s2939CC9D871952BD96CD44518A35A0F8) | | [102](#s2939CC9D871952BD96CD44518A35A0F8) |
| [Signatures](#sF03F86E49DA55ABBAC960F51CCAEF3F4) | | [107](#sF03F86E49DA55ABBAC960F51CCAEF3F4) |
An excerpt. Shown here: 40 of 71 rewritten, all 22 added and all 10 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2019 filing and the FY2018 filing.
Item 1B. Unresolved Staff Comments
0 rewritten, 3 added, 0 removed, 3 unchanged
Continues on next page
Lam Research Corporation 2019 10-K 25

Item 4. Mine Safety Disclosures
4 rewritten, 0 added, 0 removed, 3 unchanged
Continues on next [removed: page][added: page]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 27][added: 26]
[removed: ][added: ]
[removed: PART II][added: PART II]
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
28 rewritten, 24 added, 47 removed, 22 unchanged
[removed: Stock Information][added: Stock Information]
Our Common Stock is traded on the Nasdaq Global Select MarketSM under the symbol “LRCX.” As of August [removed: 9, 2018,] [added: 15, 2019,] we had [removed: 418] [added: 401] stockholders of record.
[removed: We increased] [added: During fiscal year 2019,] our quarterly dividend [removed: throughout the 2018 fiscal year from $0.45 per share to] [added: was] $1.10 per share.
[removed: Repurchase] [added: Repurchase] of Company [removed: Shares][added: Shares]
In [removed: March] [added: November] 2018, the [removed: board] [added: Board] of [removed: directors] [added: Directors] authorized [removed: us] [added: management] to repurchase up to an additional [removed: $2.0] [added: $5.0] billion of Common [removed: Stock.][added: Stock on such terms and conditions as it deems appropriate.]
Accelerated Share Repurchase Agreements [removed: Settled in the 2018 Fiscal Year]
On [removed: May 9, 2018,] [added: January 31, 2019,] we entered into two separate accelerated share repurchase agreements (collectively, the [removed: "May 2018] [added: "January 2019] ASR") with two financial institutions to repurchase a total of [removed: $1.0 billion] [added: $760 million] of Common Stock.
We took an initial delivery of approximately [removed: 3,505,000] [added: 3.1 million] shares, which represented [removed: 70%] [added: 75%] of the prepayment amount divided by our closing stock price on [removed: May 9, 2018.][added: June 4, 2019.]
The total number of shares received under the [removed: May 2018] [added: January 2019] ASR was based upon the average daily volume weighted average price of our Common Stock during the repurchase period, less an agreed upon discount.
[removed: Approximately 1,640,000 additional shares were received at final settlement, which] [added: Final settlement of the agreements occurred during May 2019,] resulted in [added: the receipt of approximately 0.8 million additional shares, which yielded] a weighted-average [added: share] price of approximately [removed: $194.35] [added: $182.32] for the transaction period.
On [removed: November 20, 2017,] [added: June 4, 2019,] we entered into four separate accelerated share repurchase agreements (collectively, the [removed: " November 2017] [added: "June 2019] ASR") with two financial institutions to repurchase a total of [removed: $1.0 billion] [added: $750 million] of Common Stock.
We took an initial delivery of [removed: 3,254,300] [added: approximately 3.3 million] shares, which represented [removed: 70%] [added: 75%] of the prepayment amount divided by our closing stock price on [removed: November 20, 2017.][added: January 30, 2019.]
The total number of shares received under the [removed: November 2017] [added: June 2019] ASR [removed: was] [added: will be] based upon the average daily volume weighted average price of our Common Stock during the repurchase period, less an agreed upon discount.
Continues on next [removed: page][added: page]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 28][added: 27]
[removed: ][added: ]
| [removed: Period] [added: Period] | [removed: Total Number of Shares Repurchased (1)] [added: Total Number of Shares Repurchased (1)] | | | [removed: Average Price Paid per Share(2)] [added: Average Price Paid per Share(2)] | | | | [removed: Total] [added: Total] Number [removed: of Shares Purchased as] [added: of Shares Purchased as] Part of [removed: Publicly Announced Plans or Programs] [added: Publicly Announced Plans or Programs] | | | [removed: Amount Available Under Repurchase Program] [added: Amount Available Under Repurchase Program] | | |
| | [removed: (in] [added: (in] thousands, except per share [removed: data)] [added: data)] | | | | | | | | | | | | |
| [removed: May 21, 2018 -] [added: Available balance as of] June 24, 2018 | [removed: 1,646] | | | [removed: $] | [removed: 184.37] | | | [removed: 1,641] | | | [removed: 1,733,638] [added: $] | [added: 1,733,638] | |
| (1) | [removed: In addition to shares repurchased under] [added: During] the [removed: Board-authorized repurchase program,] [added: fiscal year ended June 30, 2019,] we acquired [removed: 577 thousand] [added: 0.5 million] shares at a total cost of [removed: $104.9] [added: $80.5] million which we withheld through net share settlements to cover minimum tax withholding obligations upon the vesting of restricted stock unit awards granted under our equity compensation plans. The shares retained [added: by us] through these net share settlements are not a part of the Board-authorized repurchase [removed: program,] [added: program] but instead are authorized under our equity compensation [removed: plans.] [added: plan.] |
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 29][added: 28]
[removed: Cumulative] [added: Cumulative] Five-Year [removed: Return][added: Return]
The graph tracks the performance of a $100 investment in our Common Stock and in each of the indices (with the reinvestment of all dividends) [removed: from June 30, 2013, to] [added: for the five years ended] June 30, [removed: 2018.][added: 2019.]
| [removed: COMPARISON] [added: COMPARISON] OF FIVE-YEAR CUMULATIVE TOTAL [removed: RETURN*] [added: RETURN*] | | | |
[removed: ][added: ]
*$100 invested on [removed: 6/30/2013] [added: June 29, 2014] in stock or [added: June 30, 2014 in] index, including reinvestment of dividends.
Copyright © [removed: 2018] [added: 2019] Standard & Poor’s, a division of S&P Global.
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 30][added: 29]
Dividends
Our Board of Directors has declared quarterly dividends since April 2014.
Our intent to continue to pay quarterly dividends is subject to capital availability and periodic determinations by our Board of Directors that cash dividends are in the best interest of our stockholders and are in compliance with all laws and agreements applicable to the declaration and payment of cash dividends by us.
Funding for this share repurchase program may be through a combination of cash on hand, cash generation, and borrowings.
As of June 30, 2019, we have purchased approximately $2.0 billion of shares under this authorization, $0.5 billion via open market trading and $1.5 billion utilizing accelerated share repurchase arrangements.
Final settlement of the June 2019 ASR is anticipated to occur no later than November 20, 2019.
| Quarter ended September 23, 2018 | 7,821 | | | $ | 183.46 | | | 7,807 | | | 108 | | |
| Board authorization, $5.0 billion, November 2018 | | | | | | | | | | | 5,000,000 | | |
| Quarter ended December 23, 2018 | 1,693 | | | $ | 145.30 | | | 1,683 | | | 5,000,000 | | |
| Quarter ended March 31, 2019 | 6,125 | | | $ | 172.06 | | | 5,702 | | | 4,138,494 | | |
| April 1, 2019 - April 28, 2019 | 3 | | | $ | 193.52 | | | — | | | 4,138,494 | | |
| April 29, 2019 - May 26, 2019 | 1,147 | | | $ | 190.89 | | | 1,143 | | | 3,920,258 | | |
| May 27, 2019 - June 30, 2019 | 4,728 | | | $ | 176.68 | | | 4,724 | | | 3,033,500 | | |
| Total | 21,517 | | | $ | 181.72 | | | 21,059 | | | $ | 3,033,500 | |
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Indexes calculated on month-end basis.
Continues on next page

| | June 29, 2014 | | | June 28, 2015 | | | June 26, 2016 | | | June 25, 2017 | | | June 24, 2018 | | | June 30, 2019 | |
| Lam Research Corporation | 100.00 | | | 125.08 | | | 126.17 | | | 236.07 | | | 275.33 | | | 303.92 | |
| Nasdaq Composite Index | 100.00 | | | 114.44 | | | 112.51 | | | 144.35 | | | 178.42 | | | 192.30 | |
| S&P 500 Index | 100.00 | | | 107.42 | | | 111.71 | | | 131.70 | | | 150.64 | | | 166.33 | |
| Philadelphia Semiconductor Sector Index | 100.00 | | | 108.97 | | | 113.07 | | | 172.12 | | | 222.22 | | | 251.80 | |
The table below sets forth the quarterly dividend declared as well as the high and low prices of our Common Stock as reported by the Nasdaq Stock Market, for the period indicated:
| | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | 2018 | | | | | | | | | | |
| Dividend | | | | Stock Price | | | | | | | |
| Declared | | | | High | | | | Low | | | |
| First quarter | $ | 0.45 | | | $ | 178.18 | | | $ | 139.24 | |
| Second quarter | $ | 0.50 | | | $ | 219.70 | | | $ | 167.52 | |
| Third quarter | $ | 0.50 | | | $ | 234.88 | | | $ | 156.83 | |
| Fourth quarter | $ | 1.10 | | | $ | 219.46 | | | $ | 170.51 | |
| | 2017 | | | | | | | | | | |
| | Dividend | | | | Stock Price | | | | | | |
| | Declared | | | | High | | | | Low | | |
| First quarter | $ | 0.30 | | | $ | 95.77 | | | $ | 79.15 | |
| Second quarter | $ | 0.45 | | | $ | 108.60 | | | $ | 90.56 | |
| Third quarter | $ | 0.45 | | | $ | 129.35 | | | $ | 105.30 | |
| Fourth quarter | $ | 0.45 | | | $ | 167.05 | | | $ | 124.91 | |
The new authorization increases the share repurchase authorization granted in November 2017 to an aggregate of up to $4.0 billion of Common Stock, and supplements the remaining balances for any prior authorizations.
Repurchases will be funded using our cash and available credit facilities.
As part of our share repurchase program, we may from time to time enter into structured share repurchase arrangements with financial institutions using general corporate funds.
Final settlement of these two transactions occurred on June 8, 2018 and June 11, 2018, respectively.
Final settlement of two of the transactions occurred on February 1, 2018
and February 2, 2018, respectively.
Approximately 1,019,000 additional shares were received at the February 2018 final settlement, which resulted in a weighted-average share price of approximately $189.03 for the transaction period.
Final settlement for the remaining transactions occurred on April 24, 2018 and May 23, 2018, respectively.
Approximately 984,000 additional shares were received at final settlement, which resulted in a weighted-average share price of approximately $191.55 for the transaction period.
On April 19, 2017, we entered into two separate accelerated share repurchase agreements (collectively, the “April 2017 ASR”) with two financial institutions to repurchase a total of $500 million of Common Stock.
We took an initial delivery of approximately 2,570,000 shares, which represented 70% of the prepayment amount divided by our closing stock price on April 19, 2017.
The total number of shares received under the April 2017 ASR was based upon the average daily volume weighted average price of our Common Stock during the repurchase period, less an agreed upon discount.
The April 2017 ASR settled on June 30, 2017.
Approximately 780,000 shares were received at final settlement, which resulted in a weighted-average share price of approximately $149.16 for the transaction period.
| Available balance as of June 25, 2017 | | | | | | | | | | | $ | 282,141 | |
| Quarter ended September 24, 2017 | 1,790 | | | $ | 158.40 | | | 1,779 | | | 124,203 | | |
| Board authorization, $2.0 billion increase, November 2017 | | | | | | | | | | | 2,124,203 | | |
| Quarter ended December 24, 2017 | 3,806 | | | $ | 194.99 | | | 3,709 | | | 1,034,459 | | |
| Board authorization, $2.0 billion increase, March 2018 | | | | | | | | | | | 3,034,459 | | |
| Quarter ended March 25, 2018 | 1,470 | | | $ | 180.03 | | | 1,019 | | | 3,034,459 | | |
| March 26, 2018 - April 22, 2018 | 1,151 | | | $ | 193.37 | | | 1,144 | | | 3,003,614 | | |
| April 23, 2018 - May 20, 2018 | 4,923 | | | $ | 190.88 | | | 4,917 | | | 1,733,638 | | |
| Total | 14,786 | | | $ | 181.16 | | | 14,209 | | | $ | 1,733,638 | |
An excerpt. Shown here: all 28 rewritten, all 24 added and 40 of 47 removed. The counts are complete. For every sentence, read Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities in the FY2019 filing and the FY2018 filing.
Item 6. Selected Financial Data
24 rewritten, 10 added, 9 removed, 38 unchanged
| | [removed: Year Ended] [added: Year Ended] | | | | | | | | | | | | | | | | | | | |
| [removed: June 24, 2018] [added: June 30, 2019] | | | | [removed: June 25, 2017] [added: June 24, 2018] | | | | [removed: June 26, 2016] [added: June 25, 2017] | | | | [removed: June 28, 2015] [added: June 26, 2016] | | | | [removed: June 29, 2014] [added: June 28, 2015] | | | | |
| | [removed: (in] [added: (in] thousands, except per share [removed: data)] [added: data)] | | | | | | | | | | | | | | | | | | | |
| Revenue | $ | [removed: 11,076,998] [added: 9,653,559] | | | $ | [removed: 8,013,620] [added: 11,076,998] | | | $ | [removed: 5,885,893] [added: 8,013,620] | | | $ | [removed: 5,259,312] [added: 5,885,893] | | | $ | [removed: 4,607,309] [added: 5,259,312] | | |
| Gross margin | [removed: 5,165,032] [added: 4,358,459] | | | | [removed: 3,603,359] [added: 5,165,032] | | | | [removed: 2,618,922] [added: 3,603,359] | | | | [removed: 2,284,336] [added: 2,618,922] | | | | [removed: 2,007,481] [added: 2,284,336] | | | |
| Goodwill impairment (1) | — | | | | — | | | | — | | | | [removed: 79,444] [added: —] | | | | [removed: —] [added: 79,444] | | | |
| Operating income | [removed: 3,213,299] [added: 2,464,732] | | | | [removed: 1,902,132] [added: 3,213,299] | | | | [removed: 1,074,256] [added: 1,902,132] | | | | [removed: 788,039] [added: 1,074,256] | | | | [removed: 677,669] [added: 788,039] | | | |
| Net income | [removed: 2,380,681] [added: 2,191,430] | | | | [removed: 1,697,763] [added: 2,380,681] | | | | [removed: 914,049] [added: 1,697,763] | | | | [removed: 655,577] [added: 914,049] | | | | [removed: 632,289] [added: 655,577] | | | |
| Basic | $ | [removed: 14.73] [added: 14.37] | | | $ | [removed: 10.47] [added: 14.73] | | | $ | [removed: 5.75] [added: 10.47] | | | $ | [removed: 4.11] [added: 5.75] | | | $ | [removed: 3.84] [added: 4.11] | | |
| Diluted | $ | [removed: 13.17] [added: 13.70] | | | $ | [removed: 9.24] [added: 13.17] | | | $ | [removed: 5.22] [added: 9.24] | | | $ | [removed: 3.70] [added: 5.22] | | | $ | [removed: 3.62] [added: 3.70] | | |
| Cash dividends declared per common share | $ | [removed: 2.55] [added: 4.40] | | | $ | [removed: 1.65] [added: 2.55] | | | $ | [removed: 1.20] [added: 1.65] | | | $ | [removed: 0.84] [added: 1.20] | | | $ | [removed: 0.18] [added: 0.84] | | |
| Working capital | $ | [removed: 5,999,603] [added: 6,188,759] | | | $ | [removed: 6,192,383] [added: 5,999,603] | | | $ | [removed: 6,795,109] [added: 6,192,383] | | | $ | [removed: 3,639,488] [added: 6,795,109] | | | $ | [removed: 3,201,661] [added: 3,639,488] | | |
| Total assets | [removed: 12,479,478] [added: 12,001,333] | | | | [removed: 12,122,765] [added: 12,479,478] | | | | [removed: 12,264,315] [added: 12,122,765] | | | [removed: (2)] | [removed: 9,358,904] [added: 12,264,315] | | | (2) | [removed: 7,986,998] [added: 9,358,904] | | | (2) |
| Long-term obligations, less current portion | [removed: 2,749,127] [added: 4,906,379] | | | | [removed: 2,185,338] [added: 2,749,127] | | | | [removed: 3,744,205] [added: 2,185,338] | | | [removed: (2)] | [removed: 1,386,536] [added: 3,744,205] | | | (2) | [removed: 1,191,913] [added: 1,386,536] | | | (2) |
| Current portion of long-term debt and capital leases | [added: 667,131 | | | |] 610,030 | | | | 908,439 | | | | 947,733 | | | (2) | 1,355,705 | | | (2) | [removed: 518,267 | | | |]
Continues on next [removed: page][added: page]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 31][added: 30]
[removed: ][added: ]
| | [removed: Three] [added: Three] Months [removed: Ended (1)] [added: Ended (1)] | | | | | | | | | | | | | | |
| [removed: June] [added: June] 24, [removed: 2018] [added: 2018] | | | | [removed: March] [added: March] 25, [removed: 2018] [added: 2018] | | | | [removed: December] [added: December] 24, [removed: 2017] [added: 2017] | | | | [removed: September] [added: September] 24, [removed: 2017] [added: 2017] | | | |
| | [removed: unaudited (in] [added: unaudited (in] thousands, except per share [removed: data)] [added: data)] | | | | | | | | | | | | | | |
| [removed: June 25, 2017] [added: June 30, 2019] | | | | [removed: March 26, 2017] [added: March 31, 2019] | | | | [removed: December 25, 2016] [added: December 23, 2018] | | | | [removed: September 25, 2016] [added: September 23, 2018] | | | |
| QUARTERLY FISCAL YEAR [removed: 2017:] [added: 2019:] | | | | | | | | | | | | | | | |
| (1) | Our reporting period is a 52/53-week fiscal year. The fiscal years ended June [removed: 24, 2018,] [added: 30, 2019,] and June [removed: 25, 2017,] [added: 24, 2018,] included [added: 53 and] 52 [removed: weeks.] [added: weeks, respectively.] All quarters presented above included 13 [added: weeks, except for the quarter ended March 31, 2019, which includes 14] weeks. |
| Revenue | $ | 2,361,147 | | | $ | 2,439,048 | | | $ | 2,522,673 | | | $ | 2,330,691 | |
| Gross margin | 1,080,891 | | | | 1,074,337 | | | | 1,145,033 | | | | 1,058,198 | | |
| Operating income | 617,085 | | | | 565,517 | | | | 690,379 | | | | 591,751 | | |
| Net income | 541,825 | | | | 547,390 | | | | 568,855 | | | | 533,360 | | |
| Basic | $ | 3.66 | | | $ | 3.62 | | | $ | 3.67 | | | $ | 3.43 | |
| Diluted | $ | 3.51 | | | $ | 3.47 | | | $ | 3.51 | | | $ | 3.23 | |
| Basic | 148,131 | | | | 151,201 | | | | 155,022 | | | | 155,658 | | |
| Diluted | 154,474 | | | | 157,849 | | | | 162,170 | | | | 165,327 | | |
| | Three Months Ended (1) | | | | | | | | | | | | | | |
| | unaudited (in thousands, except per share data) | | | | | | | | | | | | | | |
__________________________________
| Revenue | $ | 2,344,907 | | | $ | 2,153,995 | | | $ | 1,882,299 | | | $ | 1,632,419 | |
| Gross margin | 1,068,961 | | | | 971,404 | | | | 846,797 | | | | 716,197 | | |
| Operating income | 607,939 | | | | 538,418 | | | | 439,828 | | | | 315,947 | | |
| Net income | 526,424 | | | | 574,713 | | | | 332,791 | | | | 263,835 | | |
| Basic | $ | 3.25 | | | $ | 3.52 | | | $ | 2.05 | | | $ | 1.64 | |
| Diluted | $ | 2.82 | | | $ | 3.10 | | | $ | 1.81 | | | $ | 1.47 | |
| Basic | 162,213 | | | | 163,408 | | | | 162,659 | | | | 160,607 | | |
| Diluted | 186,427 | | | | 185,094 | | | | 183,543 | | | | 180,017 | | |
Item 8. Financial Statements and Supplementary Data
624 rewritten, 445 added, 241 removed, 668 unchanged
| | [removed: Page] [added: Page] |
| Consolidated Statements of Operations — Years Ended June [added: 30, 2019, June] 24, 2018, [removed: June 25, 2017,] and June [removed: 26, 2016] [added: 25, 2017] | [removed: [52](#sE77AF5097D6D50F2A680394B79203E93)] [added: [51](#s0D8F5DE0DF1C5BB786CF26031EEC8F9E)] |
| Consolidated Statements of Comprehensive Income — Years Ended June [added: 30, 2019, June] 24, 2018, [removed: June 25, 2017,] and June [removed: 26, 2016] [added: 25, 2017] | [removed: [53](#sB58EDB95F47F57E3B9D49E5DC812C1A4)] [added: [52](#s9F3A26BAF61D5BB68FEA249C1E124110)] |
| Consolidated Balance Sheets — June [removed: 24, 2018,] [added: 30, 2019,] and June [removed: 25, 2017] [added: 24, 2018] | [removed: [54](#sA6A4E0C1519B57EE9043EC142A68C08A)] [added: [53](#s1706372261A95B2681DF4DDACACB3F38)] |
| Consolidated Statements of Cash Flows — Years Ended June [added: 30, 2019, June] 24, 2018, [removed: June 25, 2017,] and June [removed: 26, 2016] [added: 25, 2017] | [removed: [55](#sE88E24C85BEB5BC5A2ADAA4AFEA1A4BB)] [added: [54](#s43ECA216BCA7582AB3DE36D92DBB90F1)] |
| Consolidated Statements of Stockholders’ Equity — Years Ended June [added: 30, 2019, June] 24, 2018, [removed: June 25, 2017,] and June [removed: 26, 2016] [added: 25, 2017] | [removed: [57](#sFBDA6A2D491B525895907D1F969EDECE)] [added: [56](#s2C1E2F8871A258198E0A566ABD96304F)] |
[removed: | Notes to Consolidated Financial Statements | [58](#s1AA4605FBEE0575BB22C1574ACD2BE34) |][added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS]
| Reports of Independent Registered Public Accounting Firm | [removed: [97](#sA5AE9811F6D054F7A661B3E074444D43)] [added: [95](#s38CFE2E9465A5A0299ED5A107F4B969D)] |
Continues on next [removed: page][added: page]
[removed: Lam Research Corporation 2018 10-K 51][added: LAM RESEARCH CORPORATION]
[removed: ][added: ]
[removed: LAM] [added: LAM] RESEARCH [removed: CORPORATION][added: CORPORATION]
[removed: CONSOLIDATED] [added: CONSOLIDATED] STATEMENTS OF [removed: OPERATIONS][added: OPERATIONS]
[removed: (in] [added: (in] thousands, except per share [removed: data)][added: data)]
| | [removed: Year Ended] [added: Year Ended] | | | | | | | | | | |
| [removed: June 24, 2018] [added: June 30, 2019] | | | | [removed: June 25, 2017] [added: June 24, 2018] | | | | [removed: June 26, 2016] [added: June 25, 2017] | | | |
| Revenue | $ | [removed: 11,076,998] [added: 9,653,559] | | | $ | [removed: 8,013,620] [added: 11,076,998] | | | $ | [removed: 5,885,893] [added: 8,013,620] | |
| Cost of goods sold | [removed: 5,911,966] [added: 5,295,100] | | | | [removed: 4,410,261] [added: 5,911,966] | | | | [removed: 3,266,971] [added: 4,410,261] | | |
| Gross margin | [removed: 5,165,032] [added: 4,358,459] | | | | [removed: 3,603,359] [added: 5,165,032] | | | | [removed: 2,618,922] [added: 3,603,359] | | |
| Research and development | [removed: 1,189,514] [added: 1,191,320] | | | | [removed: 1,033,742] [added: 1,189,514] | | | | [removed: 913,712] [added: 1,033,742] | | |
| Selling, general, and administrative | [removed: 762,219] [added: 702,407] | | | | [removed: 667,485] [added: 762,219] | | | | [removed: 630,954] [added: 667,485] | | |
| Total operating expenses | [removed: 1,951,733] [added: 1,893,727] | | | | [removed: 1,701,227] [added: 1,951,733] | | | | [removed: 1,544,666] [added: 1,701,227] | | |
| Operating income | [removed: 3,213,299] [added: 2,464,732] | | | | [removed: 1,902,132] [added: 3,213,299] | | | | [removed: 1,074,256] [added: 1,902,132] | | |
| Other expense, net | [removed: (61,510] [added: (18,161] | | ) | | [removed: (90,459] [added: (61,510] | | ) | | [removed: (114,139] [added: (90,459] | | ) |
| Income before income taxes | [removed: 3,151,789] [added: 2,446,571] | | | | [removed: 1,811,673] [added: 3,151,789] | | | | [removed: 960,117] [added: 1,811,673] | | |
| Income tax expense | [removed: (771,108] [added: (255,141] | | ) | | [removed: (113,910] [added: (771,108] | | ) | | [removed: (46,068] [added: (113,910] | | ) |
| Net income | $ | [removed: 2,380,681] [added: 2,191,430] | | | $ | [removed: 1,697,763] [added: 2,380,681] | | | $ | [removed: 914,049] [added: 1,697,763] | |
| Basic | $ | [removed: 14.73] [added: 14.37] | | | $ | [removed: 10.47] [added: 14.73] | | | $ | [removed: 5.75] [added: 10.47] | |
| Diluted | $ | [removed: 13.17] [added: 13.70] | | | $ | [removed: 9.24] [added: 13.17] | | | $ | [removed: 5.22] [added: 9.24] | |
| Basic | [removed: 161,643] [added: 152,478] | | | | [removed: 162,222] [added: 161,643] | | | | [removed: 158,919] [added: 162,222] | | |
| Diluted | [removed: 180,782] [added: 159,915] | | | | [removed: 183,770] [added: 180,782] | | | | [removed: 175,159] [added: 183,770] | | |
[removed: Lam Research Corporation 2018 10-K 52][added: LAM RESEARCH CORPORATION]
[removed: CONSOLIDATED] [added: CONSOLIDATED] STATEMENTS OF COMPREHENSIVE [removed: INCOME][added: INCOME]
[removed: (in thousands)][added: (in thousands)]
| Foreign currency translation adjustment | [removed: 9,649] [added: (6,648] | | [added: )] | | [removed: (2,843] [added: 9,649] | | [removed: )] | | [removed: (4,403] [added: (2,843] | | ) |
| Net unrealized [removed: (losses)] gains [added: (losses)] during the period | [removed: (6,960] [added: 2,461] | | [removed: )] | | [removed: 5,841] [added: (6,960] | | [added: )] | | [removed: (17,725] [added: 5,841] | | [removed: )] |
| Net [added: (gains)] losses reclassified into earnings | [removed: 3,729] [added: (2,749] | | [added: )] | | [removed: 8,971] [added: 3,729] | | | | [removed: 4,961] [added: 8,971] | | |
| | [removed: (3,231] [added: (288] | | ) | | [removed: 14,812] [added: (3,231] | | [added: )] | | [removed: (12,764] [added: 14,812] | | [removed: )] |
| Net unrealized [removed: (losses)] gains [added: (losses)] during the period | [removed: (45,382] [added: 3,535] | | [removed: )] | | [removed: (3,789] [added: (45,382] | | ) | | [removed: 9,028] [added: (3,789] | | [added: )] |
| Net [removed: losses] (gains) [added: losses] reclassified into earnings | [removed: 43,086] [added: (199] | | [added: )] | | [removed: (1] [added: 43,086] | | [removed: )] | | [removed: (371] [added: (1] | | ) |
Continues on next page

| Net income | $ | 2,191,430 | | | $ | 2,380,681 | | | $ | 1,697,763 | |
Continues on next page

| Cash and cash equivalents | $ | 3,658,219 | | | $ | 4,512,257 | |
| Restricted cash and investments | 255,177 | | | | 256,301 | | |
Continues on next page

| Net income | $ | 2,191,430 | | | $ | 2,380,681 | | | $ | 1,697,763 | |
Continues on next page

| Net (decrease) increase in cash, cash equivalents and restricted cash | (855,162 | | ) | | 2,134,819 | | | | (2,656,004 | | ) |
| Cash, cash equivalents and restricted cash at beginning of year | 4,768,558 | | | | 2,633,739 | | | | 5,289,743 | | |
| Cash, cash equivalents and restricted cash at end of year | $ | 3,913,396 | | | $ | 4,768,558 | | | $ | 2,633,739 | |
| Reconciliation of cash, cash equivalents, and restricted cash | June 30, 2019 | | | | June 24, 2018 | | | | June 25, 2017 | | |
| Total cash, cash equivalents, and restricted cash | 3,913,396 | | | | 4,768,558 | | | | 2,633,739 | | |
Continues on next page

(in thousands, except per common share data)
Continues on next page

| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Common Stock Shares | | | Common Stock | | | | Additional Paid-in Capital | | | | Treasury Stock | | | | Accumulated Other Comprehensive Income(Loss) | | | | Retained Earnings | | | | Total | | |
| Sale of common stock | 1,090 | | | 1 | | | | 6,812 | | | | — | | | | — | | | | — | | | | 6,813 | | |
| Purchase of treasury stock | (21,059 | ) | | (21 | | ) | | — | | | | (3,780,503 | | ) | | — | | | | — | | | | (3,780,524 | | ) |
| Reissuance of treasury stock | 622 | | | — | | | | 53,555 | | | | 24,406 | | | | — | | | | — | | | | 77,961 | | |
| Exercise of warrants | 4,105 | | | 4 | | | | (12 | | ) | | — | | | | — | | | | — | | | | (8 | | ) |
| Adoption of ASU 2014-09(1) | — | | | — | | | | — | | | | — | | | | — | | | | 139,355 | | | | 139,355 | | |
| Adoption of ASU 2016-16(1) | — | | | — | | | | — | | | | — | | | | — | | | | (443 | | ) | | (443 | | ) |
| Adoption of ASU 2018-02(1) | — | | | — | | | | — | | | | — | | | | (2,227 | | ) | | 2,227 | | | | — | | |
| Net income | — | | | — | | | | — | | | | — | | | | — | | | | 2,191,430 | | | | 2,191,430 | | |
| Other comprehensive loss | — | | | — | | | | — | | | | — | | | | (4,354 | | ) | | — | | | | (4,354 | | ) |
| Balance at June 30, 2019 | 144,433 | | | $ | 144 | | | $ | 6,409,405 | | | $ | (11,602,573 | ) | | $ | (64,030 | ) | | $ | 9,930,919 | | | $ | 4,673,865 | |
1) Refer to Note 3 - Recent Accounting Pronouncements for more information regarding these FASB Accounting Standard Updates.
Continues on next page

June 30, 2019
| Transfer of restricted cash and investments | (96 | | ) | | (5,784 | | ) | | (112,381 | | ) |
| Net increase (decrease) in cash and cash equivalents | 2,134,723 | | | | (2,661,788 | | ) | | 3,537,783 | | |
| Cash and cash equivalents at beginning of year | 2,377,534 | | | | 5,039,322 | | | | 1,501,539 | | |
| Cash and cash equivalents at end of year | $ | 4,512,257 | | | $ | 2,377,534 | | | $ | 5,039,322 | |
| Balance at June 28, 2015 | 158,531 | | | $ | 159 | | | $ | 5,366,773 | | | $ | (4,302,847 | ) | | $ | (57,796 | ) | | $ | 4,096,855 | | | $ | 5,103,144 | |
| Sale of common stock | 2,863 | | | 2 | | | | 3,403 | | | | — | | | | — | | | | — | | | | 3,405 | | |
| Purchase of treasury stock | (2,130 | ) | | (2 | | ) | | — | | | | (155,132 | | ) | | — | | | | — | | | | (155,134 | | ) |
| Reissuance of treasury stock | 937 | | | 1 | | | | 27,329 | | | | 28,662 | | | | — | | | | — | | | | 55,992 | | |
| Net income | — | | | — | | | | — | | | | — | | | | — | | | | 914,049 | | | | 914,049 | | |
| Other comprehensive income | — | | | — | | | | — | | | | — | | | | (11,537 | | ) | | — | | | | (11,537 | | ) |
Revenue Recognition: The Company recognizes revenue when persuasive evidence of an arrangement exists, delivery has occurred and title has passed or services have been rendered, the selling price is fixed or determinable, collection of the receivable is reasonably assured, and the Company has received customer acceptance or is otherwise released from its customer acceptance obligations.
If terms of the sale provide for a lapsing customer acceptance period, the Company recognizes revenue upon the expiration of the lapsing acceptance period or customer acceptance, whichever occurs first.
If the practices of a customer do not provide for a written acceptance or the terms of sale do not include a lapsing acceptance provision, the Company recognizes revenue when it can be reliably demonstrated that the delivered system meets all of the agreed-to customer specifications.
In situations with multiple deliverables, the Company recognizes revenue upon the delivery of the separate elements to the customer and when the Company receives customer acceptance or is otherwise released from its customer acceptance obligations.
The Company allocates revenue from multiple-element arrangements among the separate elements using their relative selling prices based on the Company’s best estimate of selling price.
The Company’s sales arrangements do not include a general right of return.
The maximum revenue recognized on a delivered element is limited to the amount that is not contingent upon the delivery of additional items.
The Company generally recognizes revenue related to sales of spare parts and system upgrade kits upon shipment.
The Company generally recognizes revenue related to services upon completion of the services requested by a customer order.
The Company recognizes revenue for extended maintenance service contracts with a fixed payment amount on a straight-line basis over the term of the contract.
When goods or services have been delivered to the customer but all conditions for revenue recognition have not been met, deferred revenue and deferred costs are recognized in deferred profit on the Consolidated Balance Sheet.
may differ from estimates.
sum of the estimated undiscounted cash flows attributable to the assets is less than their carrying value.
exposures.
In November 2015, the Financial Accounting Standards Board (“FASB”) issued ASU 2015-17, “Balance Sheet Classification of Deferred Taxes.” This ASU amended existing guidance to require that deferred income tax assets and liabilities be classified as non-current in a classified balance sheet and eliminates the prior guidance which required an entity to separate deferred tax assets and liabilities into a current amount and a non-current amount in a classified balance sheet.
The implementation resulted in a net reduction of prepaid expense and other current assets of $49.7 million, accrued expense and other current liabilities of $5.3 million, and other long-term liabilities of $39.4 million; and an increase in other assets of $5.0 million in the Company’s Condensed Consolidated Balance Sheet, and had no impact on cash provided by or used in operations for any period presented.
In March 2016, the FASB released ASU 2016-9, “Compensation – Stock Compensation.” Key changes in the amendment include:
| • | entities will be required to recognize all excess tax benefits or deficiencies as an income tax benefit or expense in the income statement, eliminating additional paid in capital (“APIC”) pools; |
| • | entities will no longer be required to delay recognition of excess tax benefits until they are realized; |
| • | entities will be required to classify the excess tax benefits as an operating activity in the statement of cash flows; |
| • | entities will be allowed to elect an accounting policy to either estimate the number of forfeitures or account for forfeitures as they occur; |
| • | entities can withhold up to the maximum individual statutory tax rate without classifying the awards as a liability; and |
| • | the cash paid to satisfy the statutory income tax withholding obligations shall be classified as a financing activity in the statement of cash flows. |
As a result of the adoption, the Company recorded a $40.1 million cumulative-effect adjustment to retained earnings for the recognition of previously unrecognized excess tax benefits for all years prior to the adoption.
As required by the standard update, the amendment was applied prospectively to recognize excess tax benefits or deficiencies in the income statement in the period of occurrence.
Accordingly, the provision for income taxes for the fiscal year ended June 24, 2018 included excess tax benefits of $52.7 million that decreased the income tax provision.
Additionally, the Company has elected to apply the change in cash flow classification on a prospective basis.
The Company has elected to continue to estimate the number of forfeitures expected to occur to determine the amount of compensation cost to be recognized each period.
The Company has elected to adopt the effects of the standard update with regard to the income tax withholdings obligations on a prospective basis.
The impact of the adoption of the standard applicable to income tax withholdings was not material during the fiscal year ended June 24, 2018.
An excerpt. Shown here: 40 of 624 rewritten, 40 of 445 added and 40 of 241 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2019 filing and the FY2018 filing.
Item 9A. Controls and Procedures
4 rewritten, 0 added, 0 removed, 17 unchanged
As required by Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of June [removed: 24, 2018,] [added: 30, 2019,] we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and our Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as defined in Rule 13a-15(e).
Based upon that evaluation, our Chief Executive Officer and our Chief Financial Officer each concluded that our disclosure controls and procedures are effective, as of June [removed: 24, 2018,] [added: 30, 2019,] at the reasonable assurance level.
Based on that evaluation, management has concluded that the Company’s internal control over financial reporting was effective as of June [removed: 24, 2018,] [added: 30, 2019,] at providing reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.
Ernst & Young LLP, an independent registered public accounting firm, [removed: has] audited the [added: financial statements included in this 2019 Form 10-K and has issued an attestation report on the] Company’s internal control over financial reporting, as stated in their report, which is included in Part II, Item 8 of this [removed: 2018] [added: 2019] Form 10-K.
Item 9B. Other Information
5 rewritten, 0 added, 0 removed, 3 unchanged
Continues on next [removed: page][added: page]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 99][added: 98]
[removed: ][added: ]
[removed: PART III][added: PART III]
We have omitted from this [removed: 2018] [added: 2019] Form 10-K certain information required by Part III because we, as the Registrant, will file a definitive proxy statement with the SEC within 120 days after the end of our fiscal year, pursuant to Regulation 14A, as promulgated by the SEC, for our Annual Meeting of Stockholders expected to be held on or about November [removed: 6, 2018,] [added: 5, 2019,] (the “Proxy Statement”), and certain information included in the Proxy Statement is incorporated into this report by reference.
Item 10. Directors, Executive Officers and Corporate Governance
2 rewritten, 0 added, 1 removed, 7 unchanged
For information regarding our executive officers, see Part I, Item 1 of this [removed: 2018] [added: 2019] Form 10-K under the caption [removed: “Executive Officers of the Company,”] [added: “Information about our Executive Officers,”] which information is incorporated into Part III by reference.
The information concerning our directors required by this Item is incorporated by reference to our Proxy Statement under the heading “Voting Proposals — Proposal No. 1: Election of Directors — [removed: 2018] [added: 2019] Nominees for Director.”
The information concerning compliance by our officers, directors and 10% shareholders with Section 16 of the Exchange Act required by this Item is incorporated by reference to our Proxy Statement under the heading “Stock Ownership – Section 16(a) Beneficial Ownership Reporting Compliance.”
Item 13. Certain Relationships and Related Transactions, and Director Independence
1 rewritten, 0 added, 0 removed, 2 unchanged
The information required by this Item is incorporated by reference to our Proxy Statement under the headings “Audit Matters — Certain Relationships and Related [added: Party] Transactions” and “Governance Matters — Corporate Governance — Director Independence Policies.”
Item 14. Principal Accounting Fees and Services
4 rewritten, 0 added, 0 removed, 3 unchanged
Continues on next [removed: page][added: page]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K [removed: 100][added: 99]
[removed: ][added: ]
[removed: PART IV][added: PART IV]
Item 15. Exhibits, Financial Statement Schedules
103 rewritten, 31 added, 18 removed, 58 unchanged
| Consolidated Statements of Operations — Years Ended June [added: 30, 2019, June] 24, 2018, [removed: June 25, 2017,] and June [removed: 26, 2016] [added: 25, 2017] | [removed: [52](#sE77AF5097D6D50F2A680394B79203E93)] [added: [51](#s0D8F5DE0DF1C5BB786CF26031EEC8F9E)] |
| Consolidated Statements of Comprehensive Income — Years Ended June [added: 30, 2019, June] 24, 2018, [removed: June 25, 2017,] and June [removed: 26, 2016] [added: 25, 2017] | [removed: [53](#sB58EDB95F47F57E3B9D49E5DC812C1A4)] [added: [52](#s9F3A26BAF61D5BB68FEA249C1E124110)] |
| Consolidated Balance Sheets — June [removed: 24, 2018,] [added: 30, 2019,] and June [removed: 25, 2017] [added: 24, 2018] | [removed: [54](#sA6A4E0C1519B57EE9043EC142A68C08A)] [added: [53](#s1706372261A95B2681DF4DDACACB3F38)] |
| Consolidated Statements of Cash Flows — Years Ended June [added: 30, 2019, June] 24, 2018, [removed: June 25, 2017,] and June [removed: 26, 2016] [added: 25, 2017] | [removed: [55](#sE88E24C85BEB5BC5A2ADAA4AFEA1A4BB)] [added: [54](#s43ECA216BCA7582AB3DE36D92DBB90F1)] |
| Consolidated Statements of Stockholders’ Equity — Years Ended June [added: 30, 2019, June] 24, 2018, [removed: June 25, 2017,] and June [removed: 26, 2016] [added: 25, 2017] | [removed: [57](#sFBDA6A2D491B525895907D1F969EDECE)] [added: [56](#s2C1E2F8871A258198E0A566ABD96304F)] |
| Notes to Consolidated Financial Statements | [removed: [58](#s1AA4605FBEE0575BB22C1574ACD2BE34)] [added: [58](#sC5CAB7C958195EF7AF32A0FAA4384DF0)] |
| Reports of Independent Registered Public Accounting Firm | [removed: [97](#sA5AE9811F6D054F7A661B3E074444D43)] [added: [95](#s38CFE2E9465A5A0299ED5A107F4B969D)] |
Continues on next [removed: page][added: page]
Lam Research Corporation [removed: 2018] [added: 2019] 10-K 101
[removed: ][added: ]
[removed: LAM] [added: LAM] RESEARCH [removed: CORPORATION][added: CORPORATION]
[removed: ANNUAL] [added: ANNUAL] REPORT ON FORM [removed: 10-K][added: 10-K]
[removed: FOR] [added: FOR] THE FISCAL YEAR ENDED JUNE [removed: 24, 2018][added: 30, 2019]
[removed: EXHIBIT INDEX][added: EXHIBIT INDEX]
| [removed: Exhibit] [added: Exhibit] | | [removed: Description] [added: Description] |
| [removed: 2.1] [added: 10.32] | | [removed: [Agreement and Plan of Merger and Reorganization, dated as] [added: [Form] of [removed: October 20, 2015, by and among] [added: Commercial Paper Dealer Agreement 4(a)(2) Program between] Lam Research Corporation, [removed: Topeka Merger Sub 1, Inc., Topeka Merger Sub 2, Inc.,] [added: as issuer,] and [removed: KLA-Tencor Corporation] [added: the dealer] which is incorporated by reference to Exhibit [removed: 2.1] [added: 10.1] to the Registrant’s Current Report on Form 8-K filed on [removed: October 21, 2015] [added: November 14, 2017] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515348705/d49297dex21.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754917000162/lrcx_exhibitx101xnovx14x20.htm)] |
| [removed: 2.2] [added: 10.2*] | | [removed: [Termination Agreement dated as] [added: [Form] of [removed: October 5, 2016 by and between Lam Research Corporation and KLA-Tencor Corporation] [added: Indemnification Agreement] which is incorporated by reference to Exhibit [removed: 2.1] [added: 10.148] to the Registrant’s Current Report on Form 8-K filed on [removed: October 6, 2016] [added: November 13, 2008] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312516731756/d271204dex21.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000095013408020371/f50500exv10w148.htm)] |
| 3.2 | | [Bylaws of the Registrant, as amended and restated, dated [removed: February] [added: May] 8, [removed: 2017] [added: 2019] which is incorporated by reference to Exhibit [removed: 3.1] [added: 3.2] to the Registrant’s Current Report on Form 8-K filed on [removed: February 14, 2017] [added: May 13, 2019] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754917000020/bylaws.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754919000085/lrcxex325-8x2019.htm)] |
| [removed: 10.2*] [added: 10.46*] | | [Form of Restricted Stock Unit [removed: Award Agreement—Outside Directors (U.S. Agreement) — Lam Research Corporation 2007] [added: Agreement (Outside Directors) - 2015] Stock Incentive Plan which is incorporated by reference to Exhibit [removed: 10.107] [added: 10.3] to the Registrant’s Quarterly Report on Form 10-Q filed on April 30, [removed: 2007] [added: 2019] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000095013407009535/f29652exv10w107.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754919000078/lrcx3q2019exhibit10320.htm)] |
| [removed: 10.3*] [added: 10.9*] | | [Form of [removed: Restricted] [added: Nonstatutory] Stock [removed: Unit] [added: Option] Award [removed: Agreement—Outside Directors (non-U.S. Agreement)] [added: Agreement (U.S. Participants)] — Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit [removed: 10.108] [added: 10.3] to the Registrant’s Quarterly Report on Form 10-Q filed on [removed: April 30, 2007] [added: February 6, 2014] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000095013407009535/f29652exv10w108.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex103.htm)] |
| [removed: 10.4*] [added: 10.3*] | | [Form of Indemnification Agreement which is incorporated by reference to Exhibit [removed: 10.148] [added: 10.1] to the Registrant’s Current Report on Form 8-K filed on [removed: November 13, 2008] [added: June 4, 2012] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000095013408020371/f50500exv10w148.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312512258810/d358975dex101.htm)] |
| [removed: 10.5*] [added: 10.30*] | | [Form of Indemnification Agreement which is incorporated by reference to Exhibit 10.1 to the Registrant’s [removed: Current] [added: Quarterly] Report on Form [removed: 8-K] [added: 10-Q] filed on [removed: June 4, 2012] [added: April 24, 2017] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312512258810/d358975dex101.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754917000056/lrcx_exhibitx101xq3x2017.htm)] |
Lam Research Corporation [removed: 2018] [added: 2019] 10-K 102
| [removed: 10.6*] [added: 10.4*] | | [Form of Novellus Directors and Officers Indemnification Agreement which is incorporated by reference to Exhibit 10.1 to Novellus’ Current Report on Form 10-Q filed on August 13, 2002 (SEC File No. 000-17157).](http://www.sec.gov/Archives/edgar/data/836106/000089161802003775/f83490exv10w1.txt) |
| [removed: 10.7] [added: 10.7*] | | [removed: [Lease Guaranty between Novellus and Phoenix Industrial Investment Partners, L.P. dated January 21, 2003] [added: [Novellus Accelerated Stock Vesting Retirement Plan Summary] which is incorporated by reference to Exhibit [removed: 10.39] [added: 10.30] to Novellus’ [removed: Annual] [added: Quarterly] Report on Form [removed: 10-K] [added: 10-Q] filed on [removed: March 5, 2003] [added: November 2, 2010] (SEC File No. [removed: 000-17157).](http://www.sec.gov/Archives/edgar/data/836106/000089161803001136/f87815exv10w39.txt)] [added: 000-17157).](http://www.sec.gov/Archives/edgar/data/836106/000119312510244360/dex1030.htm)] |
| [removed: 10.8] [added: 10.5] | | [Binding Memorandum of Understanding between Novellus, and Applied Materials, Inc., effective as of September 3, 2004 which is incorporated by reference to Exhibit 99.1 to Novellus’ Current Report on Form 8-K filed on September 24, 2004 (SEC File No. 000-17157). Portions of this exhibit have been omitted pursuant to a request for confidential treatment.](http://www.sec.gov/Archives/edgar/data/836106/000095013404014097/f01975exv99w1.txt) |
| [removed: 10.9*] [added: 10.6*] | | [Novellus Amended Executive Voluntary Deferred Compensation Plan, as amended which is incorporated by reference to Exhibit 10.28 to Novellus’ Quarterly Report on Form 10-Q filed on November 5, 2008 (SEC File No. 000-17157).](http://www.sec.gov/Archives/edgar/data/836106/000119312508226089/dex1028.htm) |
| [removed: 10.10*] [added: 10.39*] | | [removed: [Novellus Accelerated] [added: [2015] Stock [removed: Vesting Retirement] [added: Incentive] Plan [removed: Summary] which is incorporated by reference to Exhibit [removed: 10.30] [added: 4.24] to [removed: Novellus’ Quarterly] [added: the Registrant’s Current] Report on Form [removed: 10-Q] [added: 8-K] filed on November [removed: 2, 2010] [added: 5, 2015] (SEC File No. [removed: 000-17157).](http://www.sec.gov/Archives/edgar/data/836106/000119312510244360/dex1030.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515368462/d79742dex424.htm)] |
| [removed: 10.11*] [added: 10.8*] | | [Novellus Systems, Inc. 2011 Stock Incentive Plan, as amended July 18, 2012 which is incorporated by reference to Exhibit 10.172 to the Registrant’s Annual Report on Form 10-K filed on August 22, 2012 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312512365446/d365655dex10172.htm) |
| [removed: 10.12*] [added: 10.10*] | | [Form of [removed: Restricted] [added: Nonstatutory] Stock [removed: Unit] [added: Option] Award Agreement [removed: (U.S.] [added: (International] Participants) — Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit [removed: 10.1] [added: 10.4] to the Registrant’s Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex101.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex104.htm)] |
| [removed: 10.13*] [added: 10.12*] | | [Form of [removed: Restricted] [added: Nonstatutory] Stock [removed: Unit] [added: Option] Award Agreement (International Participants) — Lam Research Corporation [removed: 2007] [added: (Novellus Systems, Inc.) 2011] Stock Incentive Plan [added: (As Amended)] which is incorporated by reference to Exhibit [removed: 10.2] [added: 10.11] to the Registrant’s Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex102.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex1011.htm)] |
| [removed: 10.14*] [added: 10.11*] | | [Form of Nonstatutory Stock Option Award Agreement (U.S. Participants) — Lam Research Corporation [removed: 2007] [added: (Novellus Systems, Inc.) 2011] Stock Incentive Plan [added: (As Amended)] which is incorporated by reference to Exhibit [removed: 10.3] [added: 10.9] to the Registrant’s Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex103.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex109.htm)] |
| [removed: 10.15*] [added: 10.23*] | | [Form of [removed: Nonstatutory Stock] Option Award Agreement (International Participants) [removed: — Lam Research Corporation 2007] [added: - 2015] Stock Incentive Plan which is incorporated by reference to Exhibit [removed: 10.4] [added: 10.248] to the Registrant’s [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q] [added: 8-K] filed on [removed: February 6, 2014] [added: November 5, 2015] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex104.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515368462/d79742dex10248.htm)] |
| [removed: 10.16*] [added: 10.19*] | | [Form of Restricted Stock Unit Award Agreement (U.S. Participants) [removed: — Lam Research Corporation (Novellus Systems, Inc.) 2011] [added: - 2015] Stock Incentive Plan [removed: (As Amended)] which is incorporated by reference to Exhibit [removed: 10.7] [added: 10.244] to the Registrant’s [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q] [added: 8-K] filed on [removed: February 6, 2014] [added: November 5, 2015] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex107.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515368462/d79742dex10244.htm)] |
| [removed: 10.17*] [added: 10.20*] | | [Form of Restricted Stock Unit Award Agreement (International Participants) [removed: — Lam Research Corporation (Novellus Systems, Inc.) 2011] [added: - 2015] Stock Incentive Plan [removed: (As Amended)] which is incorporated by reference to Exhibit [removed: 10.8] [added: 10.245] to the Registrant’s [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q] [added: 8-K] filed on [removed: February 6, 2014] [added: November 5, 2015] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex108.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515368462/d79742dex10245.htm)] |
| [removed: 10.18*] [added: 10.22*] | | [Form of [removed: Nonstatutory Stock] Option Award Agreement (U.S. Participants) [removed: — Lam Research Corporation (Novellus Systems, Inc.) 2011] [added: - 2015] Stock Incentive Plan [removed: (As Amended)] which is incorporated by reference to Exhibit [removed: 10.9] [added: 10.247] to the Registrant’s [removed: Quarterly] [added: Current] Report on Form [removed: 10-Q] [added: 8-K] filed on [removed: February 6, 2014] [added: November 5, 2015] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex109.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515368462/d79742dex10247.htm)] |
| [removed: 10.19*] [added: 10.34*] | | [removed: [Form of Nonstatutory Stock Option Award Agreement (International Participants) — Lam] [added: [Lam] Research Corporation [removed: (Novellus Systems, Inc.) 2011] [added: 2007] Stock Incentive [removed: Plan (As Amended)] [added: Plan, as amended,] which is incorporated by reference to Exhibit [removed: 10.11] [added: 4.15] to the Registrant’s [removed: Quarterly] [added: Annual] Report on Form [removed: 10-Q] [added: 10-K] filed on [removed: February 6, 2014] [added: August 27, 2013] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex1011.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312513348269/d556924dex415.htm)] |
| [removed: 10.20*] [added: 10.24*] | | [Form of Market-Based Performance Restricted Stock Unit Award Agreement (U.S. Participants) [removed: — Lam Research Corporation 2007] [added: - 2015] Stock Incentive Plan which is incorporated by reference to Exhibit [removed: 10.1] [added: 10.249] to the Registrant’s Current Report on Form 8-K filed on [removed: February 18, 2014] [added: November 5, 2015] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514057298/d677597dex101.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515368462/d79742dex10249.htm)] |
Lam Research Corporation [removed: 2018] [added: 2019] 10-K 103
| [removed: 10.21*] [added: 10.25*] | | [Form of Market-Based Performance Restricted Stock Unit Award Agreement (International [removed: Participants)—Lam Research Corporation 2007] [added: Participants) - 2015] Stock Incentive Plan which is incorporated by reference to Exhibit [removed: 10.2] [added: 10.250] to the Registrant’s Current Report on Form 8-K filed on [removed: February 18, 2014] [added: November 5, 2015] (SEC File No. [removed: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514057298/d677597dex102.htm)] [added: 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515368462/d79742dex10250.htm)] |
| 4.10 | | [Description of Common Stock](https://www.sec.gov/Archives/edgar/data/707549/000070754919000124/exhibit410june2019.htm) |
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| Exhibit | | Description |
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| Exhibit | | Description |
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| Exhibit | | Description |
| 101.INS | | XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
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| By: | | | /s/ Timothy M. Archer |
| Timothy M. Archer | | | |
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| Timothy M. Archer | | | | |
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| Signatures | Title | Date | Signatures | Title | Date |
| | | | | | |
| | | | | | |
| /s/ Sohail U. Ahmed | Director | August 20, 2019 | /s/ Bethany J. Mayer | Director | August 20, 2019 |
| Sohail U. Ahmed | | | Bethany J. Mayer | | |
| | | | | | |
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| 10.42 | | [Amendment No. 1 to the Amended and Restated Credit Agreement, dated April 26, 2016 among Lam Research Corporation, JPMorgan Chase Bank, N.A., as administrative agent, and the other agents and lenders listed therein, and all exhibits and schedules attached thereto which is incorporated by reference to Exhibit 10.254 to the Registrant’s Annual Report on Form 10-K filed on August 17, 2016 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754916000050/exhibit10254.htm) |
| 10.44* | | [Form of Market-Based Performance Restricted Stock Unit Award Agreement (International Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed on October 25, 2016 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754916000085/lrcx_1q2017xexhibitx102.htm) |
| 10.54* | | [2004 Executive Incentive Plan, as Amended and Restated which is incorporated by reference to Exhibit 4.23 to the Registrant’s Current Report on Form 8-K filed on November 5, 2015 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515368462/d79742dex423.htm) |
| 10.55* | | [2015 Stock Incentive Plan which is incorporated by reference to Exhibit 4.24 to the Registrant’s Current Report on Form 8-K filed on November 5, 2015 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515368462/d79742dex424.htm) |
| 101.INS | | XBRL Instance Document |
| By: | | | /s/ Martin B. Anstice |
| Martin B. Anstice | | | |
| | | | | |
| Martin B. Anstice | | | | |
| Michael R. Cannon | | | | |
| /s/ Catherine P. Lego | | Director | | August 14, 2018 |
| Catherine P. Lego | | | | |
| /s/ Abhi Talwalkar | | Director | | August 14, 2018 |
| Abhijit Y. Talwalkar | | | | |
| /s/ Lih Shyng Tsai | | Director | | August 14, 2018 |
Lam Research Corporation 2018 10-K 108
An excerpt. Shown here: 40 of 103 rewritten, all 31 added and all 18 removed. The counts are complete. For every sentence, read Item 15. Exhibits, Financial Statement Schedules in the FY2019 filing and the FY2018 filing.