Lam Research (LRCX) 10-K risk factor changes: FY2021 vs FY2020
The 2021-06-27 10-K against the 2020-06-28 one, compared heading by heading and sentence by sentence.
Item 1A121 rewritten32 added16 removed218 unchanged
All filing items1,061 rewritten778 added765 removed1,187 unchanged
Summary
counted, not written
- Item 1A lists 28 risk factor headings: 1 new, 1 reworded and 26 unchanged since FY2020. 0 headings from FY2020 no longer appear.
- Sentence by sentence, 778 added, 765 removed, 1,061 rewritten and 1,187 unchanged across 22 items that differ.
- New this year: Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections; Item 16. Form 10-K Summary.
New Item 1A headings (1)
- Our Bylaws Designate the Court of Chancery of the State of Delaware as the Sole and Exclusive Judicial Forum for Certain Legal Actions Between the Company and its Stockholders, Which May Discourage Lawsuits with Respect to Such Claims.
Removed Item 1A headings (0)
Every FY2020 risk factor heading is still here, word for word or reworded.
Reworded Item 1A headings (1)
- The
[removed: Recent]COVID-19 Outbreak Has Adversely Impacted, and May Continue to Adversely Impact, Our Business, Operations, and Financial Results
A heading is new when no FY2020 heading matches it after ignoring case and punctuation, and reworded when it shares at least 60 percent of its words with one that went away. All current risk factor headings.
Sentences by item
23 items, with every count and a link to each item that changed
Underlined words on a shaded ground are new in FY2021; struck-through words were in FY2020. Sentences that are wholly new or wholly gone are labelled rather than marked.
Item 1A. Risk Factors
121 rewritten, 32 added, 16 removed, 218 unchanged
In addition to the other information in this Annual Report on Form 10-K [removed: (“2020] [added: (“2021] 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.
Many of the following risk factors [removed: are,] [added: have been,] and [removed: will be,] [added: could be further,] exacerbated by the COVID-19 pandemic and any worsening of the global business and economic environment as a result.
The [removed: Recent] COVID-19 Outbreak Has Adversely Impacted, and May Continue to Adversely Impact, Our Business, Operations, and Financial Results
[removed: The potential duration and impact of the outbreak on the global economy and on our business are difficult to predict and cannot be estimated with any degree of certainty, but the outbreak has resulted in significant disruption of global financial markets, increases in levels of unemployment, and economic] uncertainty, which has adversely impacted our business and may continue to do so, and may lead to significant negative impacts on customer spending, demand for our products, the ability of our customers to pay, our financial condition and the financial condition of our suppliers, and our access to external sources of financing to fund our operations and capital expenditures.
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 14][added: 12]
For example, the [removed: recent] COVID-19 outbreak has impacted and could further impact our ability to meet the demand for our products due to production, sourcing, logistics and other challenges resulting from quarantines, shelter in place or “stay at home” orders, facility closures, workforce challenges, and travel and logistics restrictions in connection with the outbreak.
If we do not adequately adapt to the changing business environment, we may lack the infrastructure and resources to scale up our business to meet customer expectations and compete successfully during a period of growth, or we may expand our capacity [added: and resources] too rapidly and/or beyond what is appropriate for the actual demand environment, resulting in excess fixed costs.
[removed: | • |] [added: -] a decline in demand for our products or services; [removed: |]
[removed: | • |] [added: -] an increase in reserves on accounts receivable due to our customers’ inability to pay us; [removed: |]
[removed: | • |] [added: -] an increase in reserves on inventory balances due to excess or obsolete inventory as a result of our inability to sell such inventory; [removed: |]
[removed: | • |] [added: -] valuation allowances on deferred tax assets; [removed: |]
[removed: | • |] [added: -] restructuring charges; [removed: |]
[removed: | • |] [added: -] asset impairments including the potential impairment of goodwill and other intangible assets; [removed: |]
[removed: | • |] [added: -] a decline in the value of our investments; [removed: |]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 15][added: 13]
[removed: | • |] [added: -] exposure to claims from our suppliers for payment on inventory that is ordered in anticipation of customer purchases that do not come to fruition; [removed: |]
[removed: | • |] [added: -] a decline in the value of certain facilities we lease to less than our residual value guarantee with the lessor; and [removed: |]
[removed: | • |] [added: -] challenges maintaining reliable and uninterrupted sources of supply. [removed: |]
[removed: | • |] [added: -] economic conditions in the electronics and semiconductor industries in general and specifically the semiconductor equipment industry; [removed: |]
[removed: | • |] [added: -] the size and timing of orders from customers; [removed: |]
[removed: | • |] [added: -] consolidation of the customer base, which may result in the investment decisions of one customer or market having a significant effect on demand for our products or services; [removed: |]
[removed: | • |] [added: -] procurement shortages; [removed: |]
[removed: | • |] [added: -] the failure of our suppliers or outsource providers to perform their obligations in a manner consistent with our expectations; [removed: |]
[removed: | • |] [added: -] manufacturing difficulties; [removed: |]
[removed: | • |] [added: -] customer cancellations or delays in shipments, installations, customer payments, and/or customer acceptances; [removed: |]
[removed: | • |] [added: -] the extent that customers continue to purchase and use our products and services in their business; [removed: |]
[removed: | • |] [added: -] our customers’ reuse of existing and installed products, to the extent that such reuse decreases their need to purchase new products or services; [removed: |]
[removed: | • |] [added: -] changes in average selling prices, customer mix, and product mix; [removed: |]
[removed: | • |] [added: -] our ability to develop, introduce, and market new, enhanced, and competitive products in a timely manner; [removed: |]
[removed: | • |] [added: -] our competitors’ introduction of new products; [removed: |]
[removed: | • |] [added: -] legal or technical challenges to our products and technologies; [removed: |]
[removed: | • |] [added: -] transportation, communication, demand, information technology, or supply disruptions based on factors outside our control, such as strikes, acts of God, wars, terrorist activities, widespread outbreak of illness, [removed: and] natural or man-made [removed: disasters; |][added: disasters, or climate change;]
[removed: | • |] [added: -] legal, tax, accounting, or regulatory changes (including but not limited to [removed: change] [added: changes] in import/export regulations and tariffs) or changes in the interpretation or enforcement of existing requirements; [removed: |]
[removed: | • |] [added: -] changes in our estimated effective tax rate; and [removed: |]
[removed: | • |] [added: -] foreign currency exchange rate fluctuations. [removed: |]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 16][added: 14]
[removed: | • |] [added: -] general market, semiconductor, or semiconductor equipment industry conditions; [removed: |]
[removed: | • |] [added: -] economic or political events, trends, and unexpected developments occurring nationally, globally, or in any of our key sales regions; [removed: |]
[removed: | • |] [added: -] variations in our quarterly operating results and financial condition, including our liquidity; [removed: |]
[removed: | • |] [added: -] variations in our revenues, earnings, or other business and financial metrics from forecasts by us or securities analysts or from those experienced by other companies in our industry; [removed: |]
INDUSTRY AND CUSTOMER RISKS
Even if they select our equipment, the institutions and the customers that follow their lead could impose conditions on acceptance of that
BUSINESS AND OPERATIONAL RISKS
The potential duration and impact of the outbreak on the global economy and on our business are difficult to predict and cannot be estimated with any degree of certainty, but the outbreak has resulted in significant disruption of global financial markets, increases in levels of unemployment, and economic
- changes in our deferred revenue balance, including as a result of factors such as volume purchase agreements, multi-year service contracts, back orders, and down payments toward purchases;
For example, the COVID-19 outbreak has impacted and could further impact our ability to meet the demand for our products due to production, sourcing, logistics and other challenges resulting from quarantines, shelter in place or stay at home orders, facility closures, workforce challenges, and travel and logistics restrictions in connection with the outbreak.
Where practical, we endeavor to establish alternative sources to mitigate the risk that the failure of any
For example, the COVID-19 outbreak has impacted and could further impact our manufacturing operations, supply chain, and customer support due to production, sourcing, logistics and other challenges resulting from quarantines, “stay at home” orders, facility closures, workforce challenges, and travel and logistics restrictions in connection with the outbreak.
For example, the COVID-19 outbreak has impacted and could further impact our manufacturing operations, supply chain, and customer support due to production, sourcing, logistics and other challenges resulting from quarantines, stay at home orders, facility closures, workforce challenges, and travel and logistics restrictions in connection with the outbreak.
As is discussed below under the heading “Our Sales to Customers in China, a Region of Growing Significance to Us, Could be Materially and Adversely Affected by Export License Requirements and Other Regulatory Changes, or Other Governmental Actions in the Course of the Trade Relationship Between the U.S. and China,” the U.S. government has recently expanded export license requirements that impact trade with China.
In addition, the U.S. government is in the process of assessing which “emerging and foundational” technologies may be subject to new or additional export controls under the 2018 Export Control Reform Act, and it is possible that such controls, if and when imposed, could adversely impact our ability to sell our products outside the U.S. Furthermore, there are risks that foreign governments may, among other things, insist on the use of local suppliers; compel
of certain product lines or technologies that no longer fit our long-term strategies.
LEGAL, REGULATORY AND TAX RISKS
In addition, our customers (including but not limited to Chinese customers) may require U.S. export licenses for the use of our products in order to manufacture products, including semiconductor wafers and integrated circuits, for those of their customers (i.e. Huawei and its affiliates) that are subject to the expanded foreign direct product rule, which may adversely impact the demand for our products.
The U.S. Department of Commerce could in the future add additional Chinese companies to its restricted entity list or take other actions that could expand licensing requirements or otherwise impact the market for our products and our revenue.
Recommendations made by the Organization for Economic Co-operation and Development’s Base Erosion and Profit Shifting project have the potential to lead to changes in the tax laws in numerous countries.
In addition, President Joseph Biden has made several corporate income tax proposals, including a significant increase to the U.S. corporate income tax rate and changes in the taxation of non-U.S. income.
If enacted, such changes could have a material impact on our effective tax rate.
Our Bylaws Designate the Court of Chancery of the State of Delaware as the Sole and Exclusive Judicial Forum for Certain Legal Actions Between the Company and its Stockholders, Which May Discourage Lawsuits with Respect to Such Claims.
Our bylaws provide that, unless we consent otherwise, the Court of Chancery of the State of Delaware will be the sole and exclusive forum for lawsuits asserting certain stockholder claims (including claims asserted derivatively for our benefit), such as claims against directors and officers for breach of a fiduciary duty, claims arising under any provision of the General Corporation Law of Delaware or our certificate of incorporation or our bylaws, or claims governed by the internal affairs doctrine.
This is a general summary of the bylaw provision; you should refer to the language of the bylaws for details.
While the forum provision does not generally apply to direct claims arising under the Securities Exchange Act of 1934 or the Securities Act of 1933, derivative lawsuits that assert legal claims arising under these statutes could fall within the provision, as recent court decisions have held.
As a Delaware corporation, Delaware law controls issues of our internal affairs, including duties that our directors, officers, employees, and others owe to the Company and its stockholders.
We believe that our exclusive forum provision benefits us, and our stockholders, by permitting relatively prompt resolution of lawsuits concerning our internal affairs, promoting consistent application of Delaware law in these lawsuits, and reducing the possibility of duplicative, costly, multi-jurisdictional litigation with the potential for
inconsistent outcomes.
However, the forum provision limits a stockholder’s ability to bring a claim in a judicial forum that it believes may be more favorable than Delaware, and this could discourage the filing of such lawsuits.
FINANCIAL, ACCOUNTING AND CAPITAL MARKETS RISKS
- margin trading, short sales, hedging and derivative transactions involving our Common Stock;
We review all other long-lived assets, including finite-lived intangible assets, whenever events or changes in circumstance indicate that these assets may not be recoverable.
The process of evaluating the potential impairment of goodwill and other long-lived assets requires significant judgement.
When evaluating goodwill, if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then a quantitative impairment test is performed and we may be required to record an impairment charge in that period, which could adversely affect our result of operations.
When evaluating other long-lived assets, if we conclude that the estimated undiscounted cash flows attributable to the assets are less than their carrying value, we recognize an impairment loss based on the excess of the carrying amount of the assets over their respective fair values, which could adversely affect our results of operations.
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power based on their higher volumes.
Certain of our international sales depend on our ability to obtain export licenses from the U.S. or foreign governments.
Moreover, by hedging these
Specifically, on June 29, 2020, a new rule enacted by the U.S. Department of Commerce took effect that expands export license requirements for U.S. companies to sell certain items to companies in China that are designated as military end-users or have operations that could support military end uses.
Although we do not currently anticipate a material adverse impact from this rule on our revenues in China, the impact of this rule is uncertain and could change.
In addition, our international sales may also be impacted by export licensing requirements applicable to our customers and their products.
This new rule does not impose additional export license requirements on our products, but it has the potential to adversely impact the demand for wafer fabrication equipment with U.S.-origin technology (potentially including many of our products) by customers that may intend to use such equipment to produce wafers, chipsets or certain related items when Huawei or its affiliates are expected to be parties to a transaction involving the items.
of deferred tax assets, in tax laws, by material audit assessments, or by changes in or expirations of agreements with tax authorities.
Moreover, because we selectively file for patent
Lam Research Corporation 2020 10-K 25
If, in any period, our stock price decreases to the point where our fair value, as determined by our market capitalization, is less than the book value of our assets, this could also indicate a potential impairment, and we may be required to record an impairment charge in that period, which could adversely affect our result of operations.
Lam Research Corporation 2020 10-K 26
An excerpt. Shown here: 40 of 121 rewritten, all 32 added and all 16 removed. The counts are complete. For every sentence, read Item 1A. Risk Factors in the FY2021 filing and the FY2020 filing.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
129 rewritten, 100 added, 71 removed, 162 unchanged
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 2020 Form] [added: this 2021 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 2020 Form] [added: this 2021 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 [removed: Part] [added: [Part] II, Item [removed: 8] [added: 8](#iea1710d7df124c9a90ad1663dc08c7e4_58)] of this [removed: 2020] [added: 2021] Form 10-K.
This involves the repetition of a set of core processes and can require hundreds of [added: individual steps.]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 33][added: 27]
Our Customer Support Business Group focuses attention on [removed: delivery] [added: delivering] solutions that meet our customers’ technical requirements [removed: as well as] [added: and] productivity needs during the equipment lifecycle.
[removed: While we are currently seeing improvements in both our own operations and those of our suppliers, risks] [added: Risks] and uncertainties related to the COVID-19 pandemic remain, which may [added: continue to] negatively impact our revenue and gross margin.
Over the longer term, [removed: while there are risks that the impact of COVID-19 to the broader macroeconomic environment may negatively impact our customer demand,] we believe that secular demand for semiconductors will continue to drive sustainable growth for our products and services, and that technology inflections in our industry, including 3D device scaling, multiple patterning, process flow, and advanced packaging chip [removed: integration] [added: integration,] will lead to an increase in [removed: our] [added: the] served addressable market for our products and services in [added: the] deposition, etch, and [removed: clean.][added: clean businesses.]
| | [added: | |] Year Ended | | | | | | | | | | | | [added: | | | | | |] Change | | | | | | | | | | | | | [added: | | | | | | | |]
| June [added: 27, 2021 | | | | | | June] 28, 2020 | | | | [added: | |] June 30, 2019 | | | | [removed: June 24, 2018] | | [added: FY21 vs. FY20] | | [removed: FY20 vs. FY19] | | | | | | | [removed: FY19] [added: | | | FY20] vs. [removed: FY18] [added: FY19] | | | | | | | [added: | | | | |]
| | [added: | |] (in thousands, except per share data and percentages) | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | | | |]
| Revenue | [added: | |] $ | [removed: 10,044,736] [added: 14,626,150] | | | [added: | |] $ | [removed: 9,653,559] [added: 10,044,736] | | | [added: | |] $ | [removed: 11,076,998] [added: 9,653,559] | | | [added: | |] $ | [removed: 391,177] [added: 4,581,414] | | | [removed: 4.1] | [added: | 45.6 | |] % | | [added: | |] $ | [removed: (1,423,439] [added: 391,177] | [removed: )] | | [removed: (12.9] | [removed: )%] | [added: 4.1 | | % |]
| Gross margin | [added: | |] $ | [removed: 4,608,693] [added: 6,805,306] | | | [added: | |] $ | [removed: 4,358,459] [added: 4,608,693] | | | [added: | |] $ | [removed: 5,165,032] [added: 4,358,459] | | | [added: | |] $ | [removed: 250,234] [added: 2,196,613] | | | [removed: 5.7] | [added: | 47.7 | |] % | | [added: | |] $ | [removed: (806,573] [added: 250,234] | [removed: )] | | [removed: (15.6] | [removed: )%] | [added: 5.7 | | % |]
| Gross margin as a percent of total revenue | [added: | | 46.5 | | % | | | |] 45.9 | | % | | [added: | |] 45.1 | | % | | [removed: 46.6] | | [removed: %] [added: 0.6%] | | [removed: 0.8%] | | | | | | | [removed: (1.5)%] | | | [added: 0.8%] | | | [added: | | | | | |]
| Total operating expenses | [added: | |] $ | [removed: 1,934,891] [added: 2,323,283] | | | [added: | |] $ | [removed: 1,893,727] [added: 1,934,891] | | | [added: | |] $ | [removed: 1,951,733] [added: 1,893,727] | | | [added: | |] $ | [removed: 41,164] [added: 388,392] | | | [removed: 2.2] | [added: | 20.1 | |] % | | [added: | |] $ | [removed: (58,006] [added: 41,164] | [removed: )] | | [removed: (3.0] | [removed: )%] | [added: 2.2 | | % |]
| Net income | [added: | |] $ | [removed: 2,251,753] [added: 3,908,458] | | | [added: | |] $ | [removed: 2,191,430] [added: 2,251,753] | | | [added: | |] $ | [removed: 2,380,681] [added: 2,191,430] | | | [added: | |] $ | [removed: 60,323] [added: 1,656,705] | | | [removed: 2.8] | [added: | 73.6 | |] % | | [added: | |] $ | [removed: (189,251] [added: 60,323] | [removed: )] | | [removed: (7.9] | [removed: )%] | [added: 2.8 | | % |]
| Net income per diluted share | [added: | |] $ | [removed: 15.10] [added: 26.90] | | | [added: | |] $ | [removed: 13.70] [added: 15.10] | | | [added: | |] $ | [removed: 13.17] [added: 13.70] | | | [added: | |] $ | [removed: 1.40] [added: 11.80] | | | [removed: 10.2] | [added: | 78.1 | |] % | | [added: | |] $ | [removed: 0.53] [added: 1.40] | | | [removed: 4.0] | [added: | 10.2 | |] % |
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 34][added: 28]
Fiscal year [removed: 2019] [added: 2021] revenue [removed: decreased 13%] [added: increased 46%] compared to fiscal year [removed: 2018,] [added: 2020,] reflecting [removed: lower] [added: stronger] customer demand for semiconductor equipment.
Our cash and cash equivalents, investments, and restricted cash and investments balances totaled approximately [removed: $7.0] [added: $6.0] billion as of June [removed: 28, 2020,] [added: 27, 2021,] compared to [removed: $5.7] [added: $7.0] billion as of June [removed: 30, 2019.][added: 28, 2020.]
Cash flow provided from operating activities was [removed: $2.1] [added: $3.6] billion for fiscal year [removed: 2020] [added: 2021] compared to [removed: $3.2] [added: $2.1] billion for fiscal year [removed: 2019.][added: 2020.]
Cash flow provided from operating activities in fiscal year [removed: 2020] [added: 2021] was primarily used for [removed: $1.4] [added: $2.7] billion in treasury stock purchases, [removed: $657] [added: including net share settlement on employee stock-based compensation; $862] million [added: of principal payments on debt instruments; $727 million] in dividends paid to our [removed: stockholders,] [added: stockholders;] and [removed: $203] [added: $349] million of capital expenditures.
These cash outflows were partially offset by [removed: $1.3 billion of net proceeds from issuance of debt and $94] [added: $122] million of treasury stock reissuance and Common Stock issuance resulting from our employee equity-based compensation programs.
| | [added: | |] Year Ended | | | | | | | | | | | [added: | | | |]
| June [added: 27, 2021 | | | | | | June] 28, 2020 | | | | [added: | |] June 30, 2019 | | | | [removed: June 24, 2018] | | [removed: | |]
| Revenue (in millions) | [added: | |] $ | [removed: 10,045] [added: 14,626] | | | [added: | |] $ | [removed: 9,654] [added: 10,045] | | | [added: | |] $ | [removed: 11,077] [added: 9,654] | |
| China | [removed: 31] | | [added: 35 | |] % | | [removed: 22] | | [added: 31 | |] % | | [removed: 16] | | [added: 22 | |] % |
| Korea | [removed: 24] | | [added: 27 | |] % | | [removed: 23] | | [added: 24 | |] % | | [removed: 35] | | [added: 23 | |] % |
| Taiwan | [removed: 19] | | [added: 14 | |] % | | [removed: 17] | | [added: 19 | |] % | | [removed: 13] | | [added: 17 | |] % |
| Japan | [added: | |] 9 | | % | | [removed: 20] | | [added: 9 | |] % | | [removed: 17] | | [added: 20 | |] % |
| United States | [removed: 8] | | [added: 6 | |] % | | [added: | |] 8 | | % | | [removed: 7] | | [added: 8 | |] % |
| Southeast Asia | [added: | |] 6 | | % | | [added: | |] 6 | | % | | [removed: 7] | | [added: 6 | |] % |
| Europe | [added: | |] 3 | | % | | [removed: 4] | | [added: 3 | |] % | | [removed: 5] | | [added: 4 | |] % |
The deferred revenue balance was [removed: $537 million] [added: $1.1 billion] as of June [removed: 28, 2020] [added: 27, 2021] compared to [removed: $449] [added: $537] million as of June [removed: 30, 2019,] [added: 28, 2020,] driven [removed: primarily] by [added: increases in volume purchases for our systems, customer down payments for future tool deliveries, and] additional deferrals [removed: towards the] [added: related to tools pending full delivery and] future servicing of our existing installed [removed: base and COVID-19-related production disruptions.][added: base.]
| | [added: | |] Year Ended | | | | | [added: | | | | | | | | | |]
| [added: | | |] June [added: 27, 2021 | | | | | | June] 28, 2020 | | | [added: | | |] June 30, 2019 | | |
| Memory | [added: | | 61 | | % | | | |] 58 | [added: |] % | | [added: | |] 70 | [added: |] % |
| Foundry | [added: | | 32 | | % | | | |] 31 | [added: |] % | | [added: | |] 20 | [added: |] % |
| Logic/integrated device manufacturing | [added: | | 7 | | % | | | |] 11 | [added: |] % | | [added: | |] 10 | [added: |] % |
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 35][added: 29]
Throughout the 2021 fiscal year, there was an increase in wafer fabrication equipment spending by semiconductor manufacturers, driven by the robust secular demand for semiconductors in a number of markets including high-performance computing, personal computers, and 5G networks.
Customer demand was strong, and we continued to increase our production output levels as we operated under COVID-19-related safety protocols.
While we have seen improvements in both our own operations and those of our
suppliers, we experienced higher costs of goods sold related to freight and logistics during the year.
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Gross margin as a percentage of revenue increased primarily due to customer and product mix, partially offset by higher costs incurred in freight and logistics as well as start-up expenses for our new Malaysia manufacturing facility.
The increase in operating expenses in fiscal year 2021 compared to fiscal year 2020 was mainly driven by higher employee-related costs as a result of increased headcount, outsourcing services, deferred compensation plan-related costs, and supplies, partially offset by lower travel expenses and miscellaneous costs.
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Revenue increased in fiscal year 2021 compared to fiscal years 2020 and 2019, primarily due to the increased investment by our customers in semiconductor capital equipment as well as higher revenue from our Customer Support Business Group for spares, services, upgrades and mature node equipment.
The following table presents our revenue disaggregated between system and customer support-related revenue:
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| Systems Revenue | | | $ | 9,764,845 | | | | | $ | 6,625,130 | | | | | $ | 6,451,104 | |
| Customer support-related revenue and other | | | 4,861,305 | | | | | | 3,419,606 | | | | | | 3,202,455 | | |
| | | | $ | 14,626,150 | | | | | $ | 10,044,736 | | | | | $ | 9,653,559 | |
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Please refer to [Note 4: Reven](#iea1710d7df124c9a90ad1663dc08c7e4_97)[ue](#iea1710d7df124c9a90ad1663dc08c7e4_97) of our Consolidated Financial Statements in Part II, Item 8 of this 2021 Form 10-K for additional information regarding the composition of the two categories into which revenue has been disaggregated.
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | Year Ended | | | | | | | | | | | | | | |
| June 27, 2021 | | | | | | June 28, 2020 | | | | | | June 30, 2019 | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | Year Ended | | | | | | | | | | | | | | | | | | Change | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Gross margin | | | $ | 6,805,306 | | | | | $ | 4,608,693 | | | | | $ | 4,358,459 | | | | | $ | 2,196,613 | | | | | 47.7 | | % | | | | $ | 250,234 | | | | | 5.7 | | % |
The increase in gross margin as a percentage of revenue for fiscal year 2021 compared to fiscal year 2020 was primarily related to customer and product mix, partially offset by increased spending on freight and logistics due in significant part to COVID-19 disruptions, start-up expenses for our Malaysia manufacturing facility, and deferred compensation plan-related costs.
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| | | | Year Ended | | | | | | | | | | | | | | | | | | Change | | | | | | | | | | | | | | | | | | | | |
| June 27, 2021 | | | | | | June 28, 2020 | | | | | | June 30, 2019 | | | FY21 vs. FY20 | | | | | | | | | | | | FY20 vs. FY19 | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | (in thousands, except percentages) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
The increase in R&D expense during fiscal year 2021 compared to fiscal year 2020 was mainly driven by an increase of $137 million in employee-related costs due in part to increased headcount, $49 million in outside service costs, $32 million in deferred compensation plan-related costs, and $27 million in spending for supplies.
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| | | | Year Ended | | | | | | | | | | | | | | | | | | Change | | | | | | | | | | | | | | | | | | | | |
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individual steps.
During fiscal year 2020, customer demand remained relatively strong, however we experienced COVID-19-related production and supply chain disruptions, which impacted the timing of revenue recognition and negatively impacted our gross margin.
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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.
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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
Revenue increased in fiscal year 2020 compared to fiscal year 2019, but decreased compared to fiscal year 2018, primarily as a result of the variability of semiconductor capital investments by our customers.
The decrease in gross margin as a percentage of revenue for fiscal year 2019 compared to fiscal year 2018 was primarily due to lower factory utilization.
R&D expense during fiscal year 2019 increased slightly compared to fiscal year 2018.
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.
| Loss on impairment of investments | — | | | | — | | | | (42,456 | | ) | | $ | — | | | — | % | | $ | 42,456 | | | 100.0 | % |
| | $ | (98,824 | ) | | $ | (18,161 | ) | | $ | (61,510 | ) | | $ | (80,663 | ) | | 444.2 | % | | $ | 43,349 | | | (70.5 | )% |
Interest income increased in fiscal year 2019 compared to fiscal year 2018 as a result of higher yield, offset by a lower cash balance.
The loss on impairment of investments during fiscal year 2018 is the result of a decision to sell selected investments held in foreign jurisdictions in connection with our cash repatriation strategy following the December 2017 U.S. tax reform.
The decrease in the effective tax rate in fiscal year 2019 as compared to fiscal year 2018 was primarily due to the impact of U.S. tax reform and its mandated one-time transition tax on accumulated unrepatriated foreign earnings in fiscal year 2018.
In that quarter, we evaluated the impact of the decision
| | |
| --- | --- |
*Revenue Recognition:* On June 25, 2018, we adopted Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2014-09 (“ASC 606”) - Revenue From Contracts with Customers which provides guidance for revenue recognition that superseded the revenue recognition requirements in ASC 605, Revenue Recognition and most industry specific guidance.
those differences arise or are identified.
*Long-lived Assets:* We review goodwill at least annually for impairment.
If certain events or indicators of impairment occur between annual impairment tests, we will perform an impairment test at that date.
In testing for a potential impairment of goodwill, we: (1) allocate goodwill to the reporting units to which the acquired goodwill relates; (2) estimate the fair value of our reporting units; and (3) determine the carrying value (book value) of those reporting units.
Prior to this allocation of the assets to the reporting units, we assess long-lived assets for impairment.
Furthermore, if the estimated fair value of a reporting unit is less than the carrying value, we must estimate the fair value of all identifiable assets and liabilities of that reporting unit, in a manner similar to a purchase price allocation for an acquired business.
This can require independent valuations of certain internally generated and unrecognized intangible assets such as in-process R&D and developed technology.
Only after this process is completed can the amount of goodwill impairment, if any, be determined.
In our goodwill impairment process we first assess qualitative factors to determine whether it is necessary to perform a quantitative analysis.
As a result, several factors could result in an impairment of a material amount of our goodwill balance in future periods, including but not limited to: (1) weakening of the global economy, weakness in the semiconductor equipment industry, or our failure to reach internal forecasts, which could impact our ability to achieve our forecasted levels of cash flows and reduce the estimated discounted cash flow value of our reporting units; and (2) a decline in our Common Stock price and resulting market capitalization, to the extent we determine that the decline is sustained and indicates a reduction in the fair value of our reporting units below their carrying value.
Further, the value assigned to intangible assets, other than goodwill, is based on estimates and judgments regarding expectations such as the success and lifecycle of products and technology acquired.
If actual product acceptance differs significantly from the estimates, we may be required to record an impairment charge to write down the asset to its realizable value.
For other long-lived assets, we routinely consider whether indicators of impairment are present.
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| --- | --- | --- | --- |
| Net income | $ | 2,251,753 | |
| Amortization of note discounts and issuance costs | 5,940 | | |
An excerpt. Shown here: 40 of 129 rewritten, 40 of 100 added and 40 of 71 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 FY2021 filing and the FY2020 filing.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
24 rewritten, 51 added, 37 removed, 33 unchanged
As of June [removed: 28, 2020,] [added: 27, 2021,] our mutual funds are classified as trading securities.
Any material differences between the cost and fair value of trading securities is recognized as [removed: “Other income (expense)”] [added: other expense, net] in our Consolidated Statement of Operations.
The hypothetical fair values as of June [removed: 28, 2020,were] [added: 27, 2021,were] as follows:
| | [added: | |] Valuation of [removed: Securities Given] [added: Securities Given] an Interest [removed: Rate Decrease] [added: Rate Decrease] of X Basis Points | | | | | | | | | | | | [added: | | | | | |] Fair [removed: Value as] [added: Value as] of | | | | [added: | |] Valuation of [removed: Securities Given] [added: Securities Given] an Interest [removed: Rate Increase] [added: Rate Increase] of X Basis Points | | | | | | | | | | | [added: | | | |]
| (150 BPS) | | | | [added: | |] (100 BPS) | | | | [added: | |] (50 BPS) | | | | [added: | |] —% | | | | [added: | |] 50 BPS | | | | [added: | |] 100 BPS | | | | [added: | |] 150 BPS | | | | [added: | |]
| | [added: | |] (in thousands) | | | | | | | | | | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 46][added: 37]
As of June [removed: 28, 2020,] [added: 27, 2021,] we had [removed: $5.8] [added: $5.0] billion in principal amount of fixed-rate long-term debt outstanding, with a fair value of [removed: $7.0] [added: $5.6] billion.
The hypothetical fair values as of June [removed: 28, 2020,] [added: 27, 2021,] were as follows:
| | [added: | |] Valuation of [removed: Securities Given] [added: Securities Given] an X% [removed: Decrease in] [added: Decrease in] Stock Price | | | | | | | | | | | | [added: | | | | | |] Fair [removed: Value as] [added: Value as] of | | | | [added: | |] Valuation of [removed: Securities Given] [added: Securities Given] an X% [removed: Increase in] [added: Increase in] Stock Price | | | | | | | | | | | [added: | | | |]
| (25)% | | | | [added: | |] (15)% | | | | [added: | |] (10)% | | | | [added: | |] —% | | | | [added: | |] 10% | | | | [added: | |] 15% | | | | [added: | |] 25% | | | | [added: | |]
To protect against adverse movements in value of anticipated [removed: revenues denominated in Japanese yen and expenses denominated in euro and Korean won,] [added: non-U.S. dollar transactions or cash flows,] we enter into foreign currency forward and option contracts that generally expire within 12 months and no later than 24 months.
The option contracts include collars, an option strategy that is comprised of a combination of a purchased put option and a written call option with the same expiration dates and [removed: Japanese yen] notional amounts but with different strike prices.
The change in fair value of these balance sheet hedge contracts is recorded into earnings as a component of other [removed: income (expense),] [added: expense,] net, and offsets the change in fair value of the foreign currency denominated monetary assets and liabilities also recorded in other [removed: income (expense),] [added: expense,] net, assuming the hedge contract fully covers the hedged items.
The notional amount and unrealized gain of our outstanding forward and option contracts that are [added: designated as cash flow hedges, as of June 27, 2021, are shown in the table below.]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 47][added: 38]
| | | [removed: Notional Amount] | | | | [added: Notional Amount | | | | | |] Unrealized [removed: FX Gain/(Loss)] [added: FX Gain/(Loss)] | | | | | [added: | | | |] Valuation of FX Contracts Given an [removed: X% Increase] [added: X% Increase] (+)/Decrease(-) in Each | | | | | | | [added: | |]
| June [removed: 28, 2020] [added: 27, 2021] | | | | [added: | |] \= +/- (10%) | | | | [added: | |] \= +/- (15%) | | | | | | | | | | [added: | | | | | | | |]
| Forward contracts | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]
The notional amount and unrealized loss of our outstanding foreign currency forward contracts that are designated as balance sheet hedges, as of June [removed: 28, 2020,] [added: 27, 2021,] are shown in the table below.
These changes in fair values would be offset in other [removed: income (expense),] [added: expense,] net, by corresponding change in fair values of the foreign currency denominated monetary assets and liabilities, assuming the hedge contract fully covers the intercompany and trade receivable balances.
| | [added: | |] June [removed: 28, 2020] [added: 27, 2021] | | | | [added: | |] \= +/- (10%) | | | | [added: | |] \= +/- (15%) | | | | | | | | | [added: | | | | | |]
| Forward contracts, balance sheet hedge | | | | | | | | | | | | | | | | | | [added: | | | | | | | | | | | |]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 48][added: 39]
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| | | | June 27, 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| U.S. Treasury and agencies | | | $ | 204,944 | | | | | $ | 204,944 | | | | | $ | 204,944 | | | | | $ | 204,792 | | | | | $ | 204,336 | | | | | $ | 203,880 | | | | | $ | 203,424 | |
| Government-sponsored enterprises | | | 3,518 | | | | | | 3,518 | | | | | | 3,518 | | | | | | 3,505 | | | | | | 3,477 | | | | | | 3,449 | | | | | | 3,421 | | |
| Foreign government bonds | | | 33,093 | | | | | | 33,093 | | | | | | 33,093 | | | | | | 33,012 | | | | | | 32,905 | | | | | | 32,798 | | | | | | 32,691 | | |
| Corporate notes and bonds | | | 1,049,766 | | | | | | 1,049,722 | | | | | | 1,049,230 | | | | | | 1,045,098 | | | | | | 1,039,800 | | | | | | 1,034,503 | | | | | | 1,029,206 | | |
| Mortgage backed securities - residential | | | 5,777 | | | | | | 5,753 | | | | | | 5,728 | | | | | | 5,677 | | | | | | 5,619 | | | | | | 5,562 | | | | | | 5,505 | | |
| Mortgage backed securities - commercial | | | 18,977 | | | | | | 18,973 | | | | | | 18,918 | | | | | | 18,788 | | | | | | 18,643 | | | | | | 18,498 | | | | | | 18,353 | | |
| Total | | | $ | 1,316,075 | | | | | $ | 1,316,003 | | | | | $ | 1,315,431 | | | | | $ | 1,310,872 | | | | | $ | 1,304,780 | | | | | $ | 1,298,690 | | | | | $ | 1,292,600 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
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| | | | June 27, 2021 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | (in thousands) | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Mutual funds | | | $ | 72,128 | | | | | $ | 81,745 | | | | | $ | 86,554 | | | | | $ | 96,171 | | | | | $ | 105,788 | | | | | $ | 110,597 | | | | | $ | 120,214 | |
However, we are exposed to foreign currency exchange rate fluctuations on non-U.S dollar transactions or cash flows.
In addition, we hedge certain anticipated foreign currency cash flows.
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| | | | | | | (in thousands) | | | | | | | | | | | | | | | | | | | | | | | |
| Sell | | | Japanese yen | | | $ | 560,338 | | | | | $ | 16,432 | | | | | | | | $ | 54,268 | | | | | $ | 81,403 | |
| Buy | | | Euro | | | 146,748 | | | | | | (383) | | | | | | | | | 14,583 | | | | | | 21,874 | | |
| Buy | | | Korean won | | | 145,167 | | | | | | (1,518) | | | | | | | | | 14,363 | | | | | | 21,544 | | |
| Buy | | | Indian rupee | | | 55,364 | | | | | | 657 | | | | | | | | | 5,741 | | | | | | 8,612 | | |
| Buy | | | Malaysian ringgit | | | 41,911 | | | | | | (39) | | | | | | | | | 4,202 | | | | | | 6,302 | | |
| | | | | | | | | | | | | $ | 15,149 | | | | | | | | $ | 93,157 | | | | | $ | 139,735 | |
| Option Contracts | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| Buy put | | | Japanese yen | | | $ | 35,877 | | | | | $ | 541 | | | | | | | | $ | 3,080 | | | | | $ | 4,457 | |
| Sell call | | | Japanese yen | | | 38,069 | | | | | | (178) | | | | | | | | | 4 | | | | | | — | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | $ | 363 | | | | | | | | $ | 3,084 | | | | | $ | 4,457 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | | | | | Notional Amount | | | | | | Unrealized FX Gain/(Loss) | | | | | | | | | Valuation of FX Contracts Given an X% Increase (+)/Decrease(-) in Each | | | | | | | | |
| | | | | | | (in thousands) | | | | | | | | | | | | | | | | | | | | | | | |
| Sell | | | Korean won | | | $ | 220,134 | | | | | $ | 11 | | | | | | | | $ | 22,015 | | | | | $ | 33,022 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | June 28, 2020 | | | | | | | | | | | | | | | | | | | | | | | | | | |
| U.S. Treasury and agencies | $ | 552,656 | | | $ | 552,656 | | | $ | 552,656 | | | $ | 552,452 | | | $ | 551,801 | | | $ | 551,149 | | | $ | 550,498 | |
| Government-sponsored enterprises | 31,497 | | | | 31,497 | | | | 31,497 | | | | 31,454 | | | | 31,374 | | | | 31,295 | | | | 31,215 | | |
| Foreign government bonds | 10,735 | | | | 10,735 | | | | 10,734 | | | | 10,716 | | | | 10,694 | | | | 10,673 | | | | 10,651 | | |
| Corporate notes and bonds | 1,414,694 | | | | 1,414,583 | | | | 1,413,851 | | | | 1,410,657 | | | | 1,407,049 | | | | 1,403,439 | | | | 1,399,824 | | |
| Mortgage backed securities - residential | 3,323 | | | | 3,286 | | | | 3,249 | | | | 3,213 | | | | 3,176 | | | | 3,139 | | | | 3,102 | | |
| Mortgage backed securities - commercial | 23,890 | | | | 23,889 | | | | 23,868 | | | | 23,804 | | | | 23,740 | | | | 23,676 | | | | 23,613 | | |
| Total | $ | 2,036,795 | | | $ | 2,036,646 | | | $ | 2,035,855 | | | $ | 2,032,296 | | | $ | 2,027,834 | | | $ | 2,023,371 | | | $ | 2,018,903 | |
Continues on next page

Additionally, the fair value of the 2041 Notes will increase as our Common Stock price increases and decrease as our Common Stock price decreases.
| Mutual funds | $ | 54,320 | | | $ | 61,563 | | | $ | 65,184 | | | $ | 72,427 | | | $ | 79,670 | | | $ | 83,291 | | | $ | 90,534 | |
However, we are exposed to foreign currency exchange rate fluctuations primarily related to revenues denominated in Japanese yen and euro-denominated and Korean won-denominated expenses.
In addition, we hedge certain anticipated foreign currency cash flows, primarily on revenues denominated in Japanese yen and expenses denominated in euro and Korean won.
designated as cash flow hedges, as of June 28, 2020, are shown in the table below.
| | | | | | | | | | | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
| | | (in millions) | | | | | | | | | | | | | | | |
| Sell | Japanese yen | $ | 299.5 | | | $ | 0.1 | | | | $ | 29.9 | | | $ | 44.8 | |
| Buy | Euro | 54.5 | | | | 0.8 | | | | | 6.1 | | | | 9.7 | | |
| Buy | Korean won | 20.5 | | | | (0.4 | | | ) | | 2.0 | | | | 3.0 | | |
| | | | | | | $ | 0.5 | | | | $ | 38.0 | | | $ | 57.5 | |
| Sell | Korean won | $ | 50.7 | | | $ | 0.1 | | | | $ | 5.1 | | | $ | 7.6 | |
| Buy | Taiwan dollar | 47.6 | | | | (0.1 | | | ) | | 4.7 | | | | 7.0 | | |
| Buy | Euro | 36.1 | | | | — | | | | | 10.6 | | | | 12.0 | | |
| Buy | Chinese renminbi | 35.1 | | | | — | | | | | 3.5 | | | | 5.3 | | |
| Buy | Japanese yen | 22.5 | | | | — | | | | | 2.2 | | | | 3.4 | | |
| Buy | Swiss francs | 12.7 | | | | — | | | | | 1.3 | | | | 1.9 | | |
| Buy | British pound | 11.2 | | | | — | | | | | 0.7 | | | | 1.1 | | |
| Buy | Singapore dollar | 10.1 | | | | — | | | | | 1.0 | | | | 1.5 | | |
| Buy | Indian rupee | 7.8 | | | | — | | | | | 0.8 | | | | 1.2 | | |
| Buy | Malaysian ringgit | 5.6 | | | | — | | | | | 0.6 | | | | 0.8 | | |
| | | | | | | $ | — | | | | $ | 30.5 | | | $ | 41.8 | |
| | |
| --- | --- |
An excerpt. Shown here: all 24 rewritten, 40 of 51 added and all 37 removed. The counts are complete. For every sentence, read Item 7A. Quantitative and Qualitative Disclosures About Market Risk in the FY2021 filing and the FY2020 filing.
Item 1. Business
50 rewritten, 69 added, 58 removed, 235 unchanged
We have built a strong global presence with core competencies in areas like nanoscale applications enablement, chemistry, plasma and fluidics, advanced systems [removed: engineering] [added: engineering,] and a broad range of operational disciplines.
Our products and services are designed to help our customers build [removed: smaller, faster,] [added: smaller] and better performing devices that are used in a variety of electronic products, including mobile phones, personal computers, servers, wearables, automotive vehicles, and data storage devices.
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 4][added: 3]
Additionally, within CSBG, our Reliant product line offers new and refurbished [removed: non-leading-edge] [added: non-leading edge] products in deposition, etch and clean markets for those applications that do not require the most advanced wafer processing capability.
| Market | | [added: | | | |] Process/Application | | [added: | | | |] Technology | | [added: | | | |] Products | [added: | |]
| Deposition | | [added: | | | |] Metal Films | | [added: | | | |] Electrochemical Deposition (“ECD”) (Copper & Other) | | [added: | | | |] SABRE® family | [added: | |]
| | | | | [added: | | | | |] Chemical Vapor Deposition (“CVD”) Atomic Layer Deposition (“ALD”) (Tungsten) | | [added: | | | |] ALTUS® family | [added: | | | | |]
| | | [added: |] Dielectric Films | | [added: | | | |] Plasma-enhanced CVD (“PECVD”) ALD Gapfill High-Density Plasma CVD (“HDP-CVD”) | | [added: | | | |] VECTOR® family Striker® family SPEED® family | [added: | | | | |]
| | | [added: |] Film Treatment | | [added: | | | |] Ultraviolet Thermal Processing (“ULTP”) | | [added: | | | |] SOLA® family | [added: | | | | |]
| Etch | | [added: | | | |] Conductor Etch | | [added: | | | |] Reactive Ion Etch | | [added: | | | |] Kiyo® family, Versys® Metal family | [added: | |]
| | | [added: |] Dielectric Etch | | [added: | | | |] Reactive Ion Etch | | [added: | | | |] Flex® family | [added: | | | | |]
| | | [added: |] Through-silicon Via (“TSV”) Etch | | [added: | | | |] Deep Reactive Ion Etch | | [added: | | | |] Syndion® family | [added: | | | | |]
| Clean | | [added: | | | |] Wafer Cleaning | | [added: | | | |] Wet Clean | | [added: | | | |] EOS®, DV-Prime®, Da Vinci®, SP Series | [added: | |]
| | | [added: |] Bevel Cleaning | | [added: | | | |] Dry Plasma Clean | | [added: | | | |] Coronus® family | [added: | | | | |]
The Multi-Station Sequential Deposition architecture enables nucleation layer formation and bulk [removed: CVD] [added: CVD/ALD] fill to be performed in the same [added: chamber (“in situ”).]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 5][added: 4]
Etch processes help create chip features by selectively removing [removed: both] dielectric [removed: (insulating)] [added: (insulating), metal, silicon] and [removed: metal (conducting)] [added: poly silicon (conducting/semiconducting)] materials that have been added during deposition.
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 6][added: 5]
[added: These processes involve fabricating increasingly] small, complex, and narrow features using many types of materials.
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 7][added: 6]
All references to fiscal years apply to our fiscal years, which ended June [added: 27, 2021, June] 28, 2020, [removed: June 30, 2019,] and June [removed: 24, 2018.][added: 30, 2019.]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 8][added: 7]
Refer to [removed: Note 20] [added: [Note 20](#iea1710d7df124c9a90ad1663dc08c7e4_163)] of our Consolidated Financial Statements, included in [added: Part II,] Item 8 of this [removed: report,] [added: 2021 form 10-K,] for the attribution of revenue by geographic region.
Refer to [removed: Note 20] [added: [Note 20](#iea1710d7df124c9a90ad1663dc08c7e4_163)] of our Consolidated Financial Statements, included in [added: Part II,] Item 8 of this [removed: report,] [added: 2021 Form 10-K,] for information concerning the geographic locations of long-lived assets.
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 9][added: 8]
Refer to [removed: Note 17] [added: [Note 17](#iea1710d7df124c9a90ad1663dc08c7e4_154)] of our Consolidated Financial Statements, included in [added: Part II,] Item 8 of this report, for further information concerning our outsourcing commitments, reported as a component of purchase obligations.
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 10][added: 9]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 11][added: 10]
However, in the absence of patent protection, we may be vulnerable to competitors who attempt to imitate our products, manufacturing techniques, and [removed: processes.][added: processes and may be more limited in our ability to exclude competitors than would otherwise be the case.]
As of August [removed: 13, 2020,] [added: 12, 2021,] the executive officers of Lam Research were as follows:
| Name | | [added: | | | |] Age | | [added: | | | |] Title | [added: | |]
| Timothy M. Archer | | [removed: 53] | | [added: | | 54 | | | | | |] President and Chief Executive Officer | [added: | |]
| Douglas R. Bettinger | | [removed: 53] | | [added: | | 54 | | | | | |] Executive Vice President, Chief Financial Officer, and Chief Accounting Officer | [added: | |]
| Richard A. Gottscho | | [removed: 68] | | [added: | | 69 | | | | | |] Executive Vice President, Chief Technology Officer | [added: | |]
| Ava M. Hahn | | [removed: 47] | | [added: | | 48 | | | | | |] Senior Vice President, Chief Legal Officer and Secretary | [added: | |]
| [removed: Kevin D. Jennings] [added: Scott G. Meikle] | | [removed: 55] | | [added: | | 59 | | | | | |] Senior Vice President, Global [added: Customer] Operations | [added: | |]
| Patrick J. Lord | | [removed: 54] | | [removed: Senior] [added: | | 55 | | | | | | Executive] Vice [removed: President and General Manager,] [added: President,] CSBG [added: and Global Operations] | [added: | |]
| Vahid Vahedi | | [removed: 54] | | [added: | | 55 | | | | | |] Senior Vice President and General Manager, Etch Business Unit | [added: | |]
| Seshasayee (Sesha) Varadarajan | | [removed: 45] | | [added: | | 46 | | | | | |] Senior Vice President and General Manager, Deposition Business Unit | [added: | |]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 12][added: 11]
Their continued success is part of our commitment to driving semiconductor breakthroughs that define the next generation.
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Refer to [Note](#iea1710d7df124c9a90ad1663dc08c7e4_118) [9](#iea1710d7df124c9a90ad1663dc08c7e4_118) of our Consolidated Financial Statements, included in Part II, Item 8 of this report, for information concerning customer concentrations.
Our most significant customers during the fiscal years ending June 27, 2021, June 28, 2020, and June 30, 2019 included Intel Corporation; Kioxia Corporation; Micron Technology, Inc.; Samsung Electronics Company, Ltd.; SK hynix Inc.; Taiwan Semiconductor Manufacturing Company; and Yangtze Memory Technologies Co., Ltd.
Compliance with Government Regulations
As a public company with global operations, we are subject to a variety of governmental regulations across multiple jurisdictions, including those related to export controls, financial and other disclosures, corporate governance, anti-trust, intellectual property, privacy, anti-bribery, anti-corruption, anti-boycott, tax, labor, health and safety, conflict minerals, human trafficking, the management of hazardous materials, and carbon emissions, among others.
Each of these regulations imposes costs on our business and has the potential to divert our management’s time and attention from revenue-generating and other profit maximizing activities to those associated with compliance.
Efforts to comply with new and changing regulations have resulted in, and are likely to continue to result in, decreased net income and increased capital expenditures.
If we are alleged or found by a court or regulatory agency not to be in compliance with regulations, we may be subject to fines, restrictions on our actions, reputational damage, and harm to our competitive position, and our business, financial condition, and/or results of operations could be adversely affected.
For additional
details, please refer to “Legal, Regulatory and Tax Risks – We Are Exposed to Various Risks from Our Regulatory Environment” in [Item](#iea1710d7df124c9a90ad1663dc08c7e4_16) [1A: Risk Factors](#iea1710d7df124c9a90ad1663dc08c7e4_16).
Regulations that impact trade, including tariffs, export controls, taxes, trade barriers, sanctions, the termination or modification of trade agreements, trade zones, and other duty mitigation initiatives, have the potential to increase our manufacturing costs, decrease margins, reduce the competitiveness of our products, or inhibit our ability to sell products or purchase necessary equipment and supplies, which could have a material adverse effect on our business, results of operations, or financial conditions.
For additional details regarding the impacts of compliance with trade laws and regulations, please refer to “Business and Operational Risks – Our Future Success Depends Heavily on International Sales and the Management of Global Operations” and “Legal, Regulatory and Tax Risks – Our Sales to Customers in China, a Region of Growing Significance to Us, Could be Materially and Adversely Affected by Export License Requirements and Other Regulatory Changes, or Other Governmental Actions in the Course of the Trade Relationship Between the U.S. and China” in [Item 1A: Risk Factors](#iea1710d7df124c9a90ad1663dc08c7e4_16).
We are subject to income, transaction, and other taxes in the United States and various foreign jurisdictions that impact our tax rate and profitability.
For additional details regarding the impacts of compliance with tax laws and regulations, please refer to “Legal, Regulatory and Tax Risks – Our Financial Results May Be Adversely Impacted by Higher than Expected Tax Rates or Exposure to Additional Tax Liabilities” in [Item 1A: Risk Factors](#iea1710d7df124c9a90ad1663dc08c7e4_16).
An important element of our management strategy is to review acquisition prospects that would complement our existing products, augment our market coverage and distribution ability, enhance our technological capabilities, or accomplish other strategic objectives.
However, for regulatory reasons, we may not be successful in our attempts to acquire or dispose of businesses, products, or technologies.
For additional details regarding the impacts of regulations on acquisitions or dispositions we may attempt, please refer to “Business and Operational Risks – If We Choose to Acquire or Dispose of Businesses, Product Lines, and Technologies, We May Encounter Unforeseen Costs and Difficulties That Could Impair Our Financial Performance” in [Item 1A: Risk Factors](#iea1710d7df124c9a90ad1663dc08c7e4_16).
We are subject to a variety of domestic and international governmental regulations related to the handling, discharge, and disposal of toxic, volatile, or otherwise hazardous chemicals.
For additional details regarding the impacts of compliance with environmental laws and regulations, please refer to “Legal, Regulatory and Tax Risks – A Failure to Comply with Environmental Regulations May Adversely Affect Our Operating Results” in [Item 1A: Risk Factors](#iea1710d7df124c9a90ad1663dc08c7e4_16).
Human Capital
We endeavor to be a great place to work globally by investing in a multi-faceted strategy that is rooted in building an inclusive and diverse workplace.
To support our employees, we tailor our programs to meet the unique cultural needs and priorities within different regions around the world.
As of August 12, 2021, we had approximately 14,100 regular full-time employees, of which over 29% were engaged in research and development.
Approximately 56% of our regular full-time employees are located in the United States, 38% in Asia, and 6% in Europe.
Inclusion and Diversity
To achieve their full potential, we believe it is important for every employee to feel valued, included, and empowered.
We embrace inclusion and diversity (“I&D”) and proactively create opportunities to attract, retain, develop, and reward our employees.
I&D is one of our strategic focus areas for the company.
The three core pillars of our strategy include fostering inclusion, increasing diversity, and sharing our progress.
In 2020, we added an executive leader of I&D who is responsible for driving our I&D strategy, building partnerships, and aligning with best practices.
Employment, Recruitment and Development
Our talented people are what makes our success possible.
Many of our recruitment efforts are carried out through partnerships with key universities.
In fact, many of our senior executives began their careers with us right out of college, demonstrating that programs that recruit university students have the potential to contribute to our leadership pipeline.
To tap into the best and brightest students, we prioritize core initiatives including an internship program, new college graduate rotation program, campus events, and thesis awards and scholarships.
We accelerate employee development, broaden career opportunities, and expand professional networks for employees through our mentorship, coaching, and rotation programs.
Additionally, we offer leadership development programs which are designed to scale leadership across our business by guiding managers to motivate, inspire, and lead employees through change.
We aim to increase our strategic relevance with our customers by contributing more to their continued success.
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| Mass Metrology | | Deposition, Etch, Clean | | Sub-milligram Mass Measurement | | Metryx® Family |
chamber (“in situ”).
These processes involve fabricating increasingly
Mass Metrology Processes and Product
Mass metrology measures the change in mass following deposition, etch, and clean processes to enable monitoring and control of these often-repeated core manufacturing steps.
For design components like thin film stacks, high aspect-ratio structures, and complex 3D architectures, optical techniques are limited in their ability to measure accurately the thick, deep, or otherwise visually obscured features.
Measuring the change in mass for these applications provides a straightforward high-precision solution for monitoring and control of the critical features in advanced device structures, where there is often little tolerance for variation.
Our line of high-precision mass metrology systems provides in-line monitoring and control of deposition, etch, and clean steps in real time - recording minute changes in mass to enable advanced detection of potential process excursions.
*Metryx®* Product Family
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.
It is used to identify production wafer trends and excursions as they occur, allowing corrections to be implemented quickly to prevent further yield loss.
It has been adopted in the production of 3D devices where traditional metrology and inspection techniques are insufficient for complex high aspect ratio device architectures.
Mass metrology is also increasingly used to characterize multi-step processes and integrations for development, technology transfer, and diagnosis.
Customers accounting for greater than 10% of total revenues in fiscal year 2020 included Micron Technology, Inc.; Samsung Electronics Company, Ltd.; SK hynix Inc.; and Taiwan Semiconductor Manufacturing Company.
Customers accounting for greater than 10% of total revenues in fiscal year 2019 included Micron Technology, Inc.; Samsung Electronics Company, Ltd.; SK hynix Inc.; and Toshiba Memory Holding Corporation (presently known as *Kioxia Corporation*).
Customers accounting for greater than 10% of total revenues in fiscal year 2018 included Intel Corporation; Micron Technology, Inc.; Samsung Electronics Company, Ltd.; SK hynix Inc.; and Toshiba Memory Corporation (presently known as *Kioxia Corporation*).
Backlog
In general, we schedule production of our systems based upon our customers’ delivery requirements and forecasts.
In order for a system to be included in our backlog, the following conditions must be met: (1) we have received a written customer request that has been accepted, (2) we have an agreement on prices and product specifications, and (3) there is a scheduled shipment within the next 12 months.
In order for spares and services to be included in our backlog, the following conditions must be met: (1) we have received a written customer request that has been accepted and (2) delivery of products or provision of services is anticipated within the next 12 months.
Where specific spare parts and customer service purchase contracts do not contain discrete delivery dates, we use volume estimates at the contract price and over the contract period, not to exceed 12 months, in calculating backlog amounts.
Our policy is to revise our backlog for order cancellations and to make adjustments to reflect, among other things, changes in spares volume estimates and customer delivery date changes.
As of June 28, 2020, and June 30, 2019, our backlog was $2.9 billion and $1.6 billion, respectively.
Generally, orders for our products and services are subject to cancellation by our customers with limited penalties.
Because some orders are received and shipped in the same quarter and because customers may change delivery dates and cancel orders, our backlog at any particular date is not necessarily indicative of business volumes or actual revenue levels for succeeding periods.
Environmental Matters
We are subject to a variety of governmental regulations related to the management of hazardous materials that we use in our business operations.
We are currently not aware of any pending notices of violations, fines, lawsuits, or investigations arising from environmental matters that would have a material effect on our business.
We believe that we are generally in compliance with these regulations and that we have obtained (or will obtain or are otherwise addressing) all necessary environmental permits to conduct our business.
Nevertheless, the failure to comply with present or future regulations could result in fines being imposed on us, require us to suspend production or cease operations, or cause our customers to not accept our products.
These regulations could require us to alter our current operations, to acquire significant additional equipment, or to incur substantial other expenses to comply with environmental regulations.
Our failure to control the use, sale, transport, or disposal of hazardous substances could subject us to future liabilities.
Employees
An excerpt. Shown here: 40 of 50 rewritten, 40 of 69 added and 40 of 58 removed. The counts are complete. For every sentence, read Item 1. Business in the FY2021 filing and the FY2020 filing.
Item 3. Legal Proceedings
0 rewritten, 1 added, 10 removed, 0 unchanged
Please refer to the subsection entities “Legal Proceedings” within [Note 17:](#iea1710d7df124c9a90ad1663dc08c7e4_154) [Commitments](#iea1710d7df124c9a90ad1663dc08c7e4_154) [and Contingencies](#iea1710d7df124c9a90ad1663dc08c7e4_154) to our Consolidated Financial Statements included in Part II, Item 8 of this 2021 Form 10-K.
While we are not currently party to any legal proceedings that we believe are material, we are either a defendant or plaintiff in various actions that have arisen from time to time in the normal course of business, including intellectual property claims.
We accrue for a liability when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated.
Significant judgment is required in both the determination of probability and the determination as to whether a loss is reasonably estimable.
These accruals are reviewed at least quarterly and adjusted to reflect the effects of negotiations, settlements, rulings, advice of legal counsel, and other information and events pertaining to a particular matter.
To the extent there is a reasonable possibility that the losses could exceed the amounts already accrued, based on current information, we believe that the amount of any such additional loss would be immaterial to our business, financial condition, and results of operations.
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Lam Research Corporation 2020 10-K 27

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Cover and table of contents
48 rewritten, 22 added, 18 removed, 42 unchanged
| FORM | [added: | |] 10-K | [added: | |]
| (Mark One) | | [added: | | | |]
| ☒ | [added: | |] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]
For the fiscal year [removed: ended June 28, 2020][added: ended June 27, 2021]
| ☐ | [added: | |] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | [added: | |]
Commission file [removed: number: 0-12933][added: number: 0-12933]
| LAM RESEARCH CORPORATION | [added: | |]
| (Exact name of registrant as specified in its charter) | [added: | |]
| Delaware | | | | [added: | | | | | | | |] 94-2634797 | [added: | |]
| (State or other jurisdiction of incorporation or organization) | | | | [added: | | | | | | | |] (I.R.S. Employer Identification No.) | [added: | |]
| 4650 Cushing Parkway, | [added: | |] Fremont, | [added: | |] California | | [added: | | | |] 94538 | [added: | |]
| (Address of principal executive offices) | | | | [added: | | | | | | | |] (Zip Code) | [added: | |]
Registrant’s telephone number, including area code: [removed: (510) 572-0200][added: (510) 572-0200]
| Title of each class | [added: | |] Trading Symbol(s) | [added: | |] Name of each exchange on which registered | [added: | |]
| Common Stock, Par Value $0.001 Per Share | [added: | |] LRCX | [added: | |] The Nasdaq Stock Market | [added: | |]
| | | [added: | | | |] (Nasdaq Global Select Market) | [added: | |]
| Large accelerated filer | | [added: | | | |] ☒ | | [added: | | | |] Accelerated filer | | [added: | | | |] ☐ | [added: | |]
| Non-accelerated filer | | [added: | | | |] ☐ | | [added: | | | |] Smaller reporting company | | [added: | | | |] ☐ | [added: | |]
| | | | | [added: | | | | | | | |] Emerging growth company | | [added: | | | |] ☐ | [added: | |]
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: 29, 2019,] [added: 27, 2020,] the last business day of the most recently completed second fiscal quarter, was [removed: $29,587,424,632.][added: $53,314,078,151.]
As of August [removed: 13, 2020,] [added: 12, 2021,] the Registrant had [removed: 145,625,225] [added: 141,953,681] outstanding shares of Common Stock.
Parts of the Registrant’s Proxy Statement for the Annual Meeting of Stockholders expected to be held on or about November [removed: 3, 2020,] [added: 8, 2021,] are incorporated by reference into Part III of this Form 10-K.
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 1][added: 2]
[removed: 2020 ANNUAL] [added: 2021 ANNUAL] REPORT ON FORM 10-K
| | | [added: | | | |] Page | [added: | |]
| Item 1. | [removed: [Business](#sABF287C019045D079D129184678DA4EA)] | [removed: [4](#sABF287C019045D079D129184678DA4EA)] | [added: [Business](#iea1710d7df124c9a90ad1663dc08c7e4_13) | | | [3](#iea1710d7df124c9a90ad1663dc08c7e4_13) | | |]
| Item 1A. | [added: | |] [Risk [removed: Factors](#s75A06AAB29625309872B56150E0F2533)] [added: Factors](#iea1710d7df124c9a90ad1663dc08c7e4_16)] | [removed: [14](#s75A06AAB29625309872B56150E0F2533)] | [added: | [12](#iea1710d7df124c9a90ad1663dc08c7e4_16) | | |]
| Item 1B. | [added: | |] [Unresolved Staff [removed: Comments](#s5DE94A87B96B513096441399FC8B9107)] [added: Comments](#iea1710d7df124c9a90ad1663dc08c7e4_19)] | [removed: [27](#s5DE94A87B96B513096441399FC8B9107)] | [added: | [23](#iea1710d7df124c9a90ad1663dc08c7e4_19) | | |]
| Item 2. | [removed: [Properties](#s4935A430FA345C7EAB6145009B6E08FA)] | [removed: [27](#s4935A430FA345C7EAB6145009B6E08FA)] | [added: [Properties](#iea1710d7df124c9a90ad1663dc08c7e4_22) | | | [23](#iea1710d7df124c9a90ad1663dc08c7e4_22) | | |]
| Item 3. | [added: | |] [Legal [removed: Proceedings](#s6736380E58405122A3136758C2D5F68E)] [added: Proceedings](#iea1710d7df124c9a90ad1663dc08c7e4_25)] | [removed: [27](#s6736380E58405122A3136758C2D5F68E)] | [added: | [24](#iea1710d7df124c9a90ad1663dc08c7e4_25) | | |]
| Item 4. | [added: | |] [Mine Safety [removed: Disclosures](#sDB662B55211B5B9FB278360233DE5D9B)] [added: Disclosures](#iea1710d7df124c9a90ad1663dc08c7e4_28)] | [removed: [28](#sDB662B55211B5B9FB278360233DE5D9B)] | [added: | [24](#iea1710d7df124c9a90ad1663dc08c7e4_28) | | |]
| [removed: [Part II.](#sB148735247EA52308245C05EDB1A507B)] [added: [Part II.](#iea1710d7df124c9a90ad1663dc08c7e4_31)] | | | [added: | | | | | |]
| Item 5. | [added: | |] [Market for the Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity [removed: Securities](#sD285EE27859B50B09CF3A7D90E3EB3A5)] [added: Securities](#iea1710d7df124c9a90ad1663dc08c7e4_34)] | [removed: [29](#sD285EE27859B50B09CF3A7D90E3EB3A5)] | [added: | [25](#iea1710d7df124c9a90ad1663dc08c7e4_34) | | |]
| Item 7. | [added: | |] [Management’s Discussion and Analysis of Financial Condition and Results of [removed: Operations](#s558640B88C0F56688121C3D5FA70DE0F)] [added: Operations](#iea1710d7df124c9a90ad1663dc08c7e4_40)] | [removed: [33](#s254ADCC62D995E0DBAFACFA01F019B3C)] | [added: | [27](#iea1710d7df124c9a90ad1663dc08c7e4_43) | | |]
| Item 7A. | [added: | |] [Quantitative and Qualitative Disclosures About Market [removed: Risk](#s9E1549D083725717B0A8C873C2C15501)] [added: Risk](#iea1710d7df124c9a90ad1663dc08c7e4_55)] | [removed: [46](#s9E1549D083725717B0A8C873C2C15501)] | [added: | [37](#iea1710d7df124c9a90ad1663dc08c7e4_55) | | |]
| Item 8. | [added: | |] [Financial Statements and Supplementary [removed: Data](#s657D87CABFEC5D629C36F039075B8117)] [added: Data](#iea1710d7df124c9a90ad1663dc08c7e4_58)] | [removed: [49](#s657D87CABFEC5D629C36F039075B8117)] | [added: | [40](#iea1710d7df124c9a90ad1663dc08c7e4_58) | | |]
| Item 9. | [added: | |] [Changes in and Disagreements with Accountants on Accounting and Financial [removed: Disclosure](#s88752A40993C53029D03C750197F2B54)] [added: Disclosure](#iea1710d7df124c9a90ad1663dc08c7e4_169)] | [removed: [96](#s88752A40993C53029D03C750197F2B54)] | [added: | [77](#iea1710d7df124c9a90ad1663dc08c7e4_169) | | |]
| Item 9A. | [added: | |] [Controls and [removed: Procedures](#sF43AE8C0CD7953D2AAC60A9CB7907AE0)] [added: Procedures](#iea1710d7df124c9a90ad1663dc08c7e4_172)] | [removed: [96](#sF43AE8C0CD7953D2AAC60A9CB7907AE0)] | [added: | [77](#iea1710d7df124c9a90ad1663dc08c7e4_172) | | |]
| Item 9B. | [added: | |] [Other [removed: Information](#s17B562F629E758E69B940BDAA2F990C4)] [added: Information](#iea1710d7df124c9a90ad1663dc08c7e4_175)] | [removed: [97](#s17B562F629E758E69B940BDAA2F990C4)] | [added: | [77](#iea1710d7df124c9a90ad1663dc08c7e4_175) | | |]
| [removed: [Part III.](#s797E3F04C98C5B18BFFB8118F269E106)] [added: [Part III.](#iea1710d7df124c9a90ad1663dc08c7e4_178)] | | | [added: | | | | | |]
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| [Part I.](#iea1710d7df124c9a90ad1663dc08c7e4_10) | | | | | | | | |
| Item 6. | | | \[[Reserved](#iea1710d7df124c9a90ad1663dc08c7e4_37)\] | | | [27](#iea1710d7df124c9a90ad1663dc08c7e4_37) | | |
| Item 9C. | | | [Disclosure Regarding Foreign Jurisdictions that Prevent Inspection](#iea1710d7df124c9a90ad1663dc08c7e4_2116) | | | [77](#iea1710d7df124c9a90ad1663dc08c7e4_2116) | | |
| Item 16. | | | [Form 10-K Summary](#iea1710d7df124c9a90ad1663dc08c7e4_2123) | | | [79](#iea1710d7df124c9a90ad1663dc08c7e4_2123) | | |
| [Exhibit Index](#iea1710d7df124c9a90ad1663dc08c7e4_202) | | | | | | [80](#iea1710d7df124c9a90ad1663dc08c7e4_202) | | |
| [Signatures](#iea1710d7df124c9a90ad1663dc08c7e4_205) | | | | | | [83](#iea1710d7df124c9a90ad1663dc08c7e4_205) | | |
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| [Part I.](#s8B7F0BF723AB54E8A47CA0EF63880154) | | |
| Item 6. | [Selected Financial Data](#sC5EA286D14575B568FCBF48DA40C8384) | [32](#sC5EA286D14575B568FCBF48DA40C8384) |
| [Exhibit Index](#s324E5E615E3A57C99177B09B973D70B9) | | [100](#s324E5E615E3A57C99177B09B973D70B9) |
| [Signatures](#sE98693C81925582DAF2D38D091C77F01) | | [104](#sE98693C81925582DAF2D38D091C77F01) |
Lam Research Corporation 2020 10-K 2
Lam Research Corporation 2020 10-K 3
An excerpt. Shown here: 40 of 48 rewritten, all 22 added and all 18 removed. The counts are complete. For every sentence, read Cover and table of contents in the FY2021 filing and the FY2020 filing.
Item 1B. Unresolved Staff Comments
0 rewritten, 0 added, 2 removed, 1 unchanged
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Item 2. Properties
3 rewritten, 3 added, 2 removed, 5 unchanged
The majority of the Fremont and Livermore facilities are held under [removed: operating] [added: finance] leases expiring in [removed: December 2020 and May 2021.][added: September 2027.]
In addition, we lease or own properties for our service, technical support, and sales personnel throughout the United States, China, Europe, [added: India,] Japan, Korea, Southeast Asia, and Taiwan and lease or own manufacturing facilities located in [removed: Ohio] [added: California, Ohio, Oregon, Austria, Korea] and [removed: Korea.][added: Taiwan.]
[removed: The Company owns] two properties in Fremont, as well as the majority of the Tualatin facilities.
In 2020, we announced the establishment of a new owned advanced technology production facility in Malaysia and the facility began production in July 2021.
The Company owns
Lam Research Corporation 2021 10-K 23
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Item 4. Mine Safety Disclosures
1 rewritten, 0 added, 4 removed, 2 unchanged
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 28][added: 24]
Continues on next page

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Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
23 rewritten, 17 added, 25 removed, 15 unchanged
Our Common Stock is traded on the Nasdaq Global Select MarketSM under the symbol “LRCX.” As of August [removed: 13, 2020,] [added: 12, 2021,] we had [removed: 494] [added: 476] stockholders of record.
During fiscal year [removed: 2020,] [added: 2021,] our quarterly dividend [added: declared] was [removed: $1.15] [added: $1.30] per share.
[removed: Repurchase] [added: Repurchases] of Company Shares
In November [removed: 2018,] [added: 2020,] the Board of Directors authorized management to repurchase up to an additional $5.0 billion of Common [removed: Stock on such terms and conditions as it deems appropriate, and] [added: Stock;] this authorization [removed: was announced on January 23, 2019.][added: supplements the remaining balance from any prior authorization.]
On [removed: November 22, 2019,] [added: February 11, 2021,] we entered into [removed: two separate] [added: an] accelerated share repurchase [removed: agreements (collectively, the "November 2019] [added: agreement (the "February 2021] ASR") with [removed: two] [added: a] financial [removed: institutions] [added: institution] to repurchase a total of [removed: $1.0 billion] [added: $500 million] of Common Stock.
We took an initial delivery of approximately [removed: 2.9 million] [added: 655 thousand] shares, which represented 75% of the prepayment amount divided by our closing stock price on [removed: November 22, 2019.][added: February 11, 2021.]
The total number of shares received under the [removed: November 2019] [added: February 2021] ASR was based upon the average daily volume weighted average price [added: of] our Common Stock during the repurchase period, less an agreed upon discount.
Final settlement of the [removed: November 2019] [added: February 2021] ASR occurred during [removed: March 2020,] [added: May 2021,] resulting in the receipt of approximately [removed: 705] [added: 213] thousand additional shares, which yielded a weighted-average share price of approximately [removed: $280.27] [added: $575.74] for the transaction period.
[removed: Continues on next page][added: ]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 29][added: 25]
| [removed: Period] [added: Period] | [added: | |] Total Number of Shares Repurchased (1) | | | [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 | | |]
| | [added: | |] (in thousands, except per share data) | | | | | | | | | | | | | [added: | | | | | | | |]
| [removed: May 25, 2020 -] [added: Available balance as of] June 28, 2020 | [removed: 19] | | | [removed: $] | [removed: 267.31] | | | [removed: 16] | | | [removed: 1,773,427] | | | [added: | | | | | | | $ | 1,773,427 | |]
[removed: | (1) | During] [added: (1)During] the fiscal year ended June [removed: 28, 2020,] [added: 27, 2021,] we acquired [removed: 380] [added: 290] thousand shares at a total cost of [removed: $109.6] [added: $166.4] 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. [removed: The shares retained by us through these net share settlements are not a part of the Board-authorized repurchase program but instead are authorized under our equity compensation plan. |]
[removed: | (2) | Average price paid per share excludes effect of accelerated share repurchases, see] [added: See] additional disclosure above regarding our accelerated share repurchase activity during the fiscal year. [removed: |]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 30][added: 26]
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) for the five years ended June [removed: 28, 2020.][added: 27, 2021.]
| COMPARISON OF FIVE-YEAR CUMULATIVE TOTAL RETURN* | | | | [added: | | | | | | | |]
| | [added: | |] Among Lam Research Corporation, the Philadelphia Semiconductor Sector Total Return Index, the Nasdaq Composite Total Return Index, and the S&P 500 (TR) Index. | | | [added: | | | | | |]
*$100 invested on June [removed: 28, 2015] [added: 26, 2016] in stock or June 30, [removed: 2015] [added: 2016] in index, including reinvestment of dividends.
Copyright © [removed: 2020] [added: 2021] Standard & Poor’s, a division of S&P Global.
| | [removed: June 28, 2015] | | [removed: | |] June 26, 2016 | | | | [added: | |] June 25, 2017 | | | | [added: | |] June 24, 2018 | | | | [added: | |] June 30, 2019 | | | | [added: | |] June 28, 2020 | | | [added: | | | June 27, 2021 | | |]
| Philadelphia Semiconductor Sector Total Return Index | [added: | |] $ | 100.00 | | | [added: | |] $ | [removed: 103.77] [added: 152.21] | | | [added: | |] $ | [removed: 157.95] [added: 196.53] | | | [added: | |] $ | [removed: 203.93] [added: 222.68] | | | [added: | |] $ | [removed: 231.07] [added: 310.27] | | | [added: | |] $ | [removed: 321.96] [added: 526.91] | |
| Quarter ended September 27, 2020 | | | 1,359 | | | | | | $ | 343.71 | | | | | 1,344 | | | | | | 1,311,429 | | |
| Quarter ended December 27, 2020 | | | 1,797 | | | | | | $ | 405.00 | | | | | 1,789 | | | | | | 5,586,944 | | |
| Quarter ended March 28, 2021 | | | 1,731 | | | | | | $ | 536.75 | | | | | 1,474 | | | | | | 4,661,845 | | |
| March 29, 2021 - April 25, 2021 | | | 3 | | | | | | $ | 637.73 | | | | | — | | | | | | 4,661,845 | | |
| April 26, 2021 - May 23, 2021 | | | 552 | | | | | | $ | 598.19 | | | | | 547 | | | | | | 4,461,850 | | |
| May 24, 2021 - June 27, 2021 | | | 377 | | | | | | $ | 639.02 | | | | | 375 | | | | | | 4,222,220 | | |
| Total (3) | | | 5,819 | | | | | | $ | 619.80 | | | | | 5,529 | | | | | | $ | 4,222,220 | |
The shares retained by us through these net share settlements are not a part of the Board-authorized repurchase program but instead are authorized under our equity compensation plan.
(2)Average price paid per share excludes the effect of accelerated share repurchases.
(3)Average price paid per share presented is for the quarter ended June 27, 2021.
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| Lam Research Corporation | | | $ | 100.00 | | | | | $ | 187.10 | | | | | $ | 218.21 | | | | | $ | 240.87 | | | | | $ | 394.96 | | | | | $ | 831.99 | |
| Nasdaq Composite Total Return Index | | | $ | 100.00 | | | | | $ | 128.30 | | | | | $ | 158.57 | | | | | $ | 170.91 | | | | | $ | 216.96 | | | | | $ | 315.10 | |
| S&P 500 (TR) Index | | | $ | 100.00 | | | | | $ | 117.90 | | | | | $ | 134.84 | | | | | $ | 148.89 | | | | | $ | 160.06 | | | | | $ | 225.36 | |
Funding for this share repurchase program may be through a combination of cash on hand, cash generation, and borrowings.
As of June 28, 2020, we have purchased approximately $3.2 billion of shares under this authorization, $0.7 billion via open market trading and $2.5 billion utilizing accelerated share repurchase arrangements.
On June 4, 2019, we entered into four separate accelerated share repurchase agreements (collectively, the "June 2019 ASR") with two financial institutions to repurchase a total of $750 million of Common Stock.
We took an initial delivery of approximately 3.1 million shares, which represented 75% of the prepayment amount divided by our closing stock price on June 4, 2019.
The total number of shares received under the June 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.
Final settlement of the agreements occurred during November 2019, resulting in the receipt of approximately 361 thousand additional shares, which yielded a weighted-average share price of approximately $215.60 for the transaction period.

| | | | | | | | | | | | | | |
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| Available balance as of June 30, 2019 | | | | | | | | | | | $ | 3,033,500 | |
| Quarter ended September 29, 2019 | 397 | | | $ | 196.83 | | | 383 | | | 2,958,304 | | |
| Quarter ended December 29, 2019 | 3,242 | | | $ | 265.88 | | | 3,224 | | | 1,957,829 | | |
| Quarter ended March 29, 2020 | 1,576 | | | $ | 281.93 | | | 1,239 | | | 1,811,432 | | |
| March 30, 2020 - April 26, 2020 | 3 | | | $ | 261.24 | | | — | | | 1,811,432 | | |
| April 27, 2020 - May 24, 2020 | 134 | | | $ | 260.59 | | | 129 | | | 1,777,649 | | |
| Total | 5,371 | | | $ | 261.44 | | | 4,991 | | | $ | 1,773,427 | |
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| --- | --- | --- | --- |

| Lam Research Corporation | $ | 100.00 | | | $ | 100.88 | | | $ | 188.74 | | | $ | 220.13 | | | $ | 242.99 | | | $ | 398.42 | |
| Nasdaq Composite Total Return Index | $ | 100.00 | | | $ | 98.32 | | | $ | 126.14 | | | $ | 155.91 | | | $ | 168.04 | | | $ | 213.32 | |
| S&P 500 (TR) Index | $ | 100.00 | | | $ | 103.99 | | | $ | 122.60 | | | $ | 140.23 | | | $ | 154.83 | | | $ | 166.45 | |
Lam Research Corporation 2020 10-K 31
Item 6. [Reserved]
0 rewritten, 3 added, 52 removed, 0 unchanged
The Company has elected to early adopt the amendments to Items 301 and 302 of Regulation S-K contained in SEC Release No. 33-10890.
As a result, the disclosure previously provided in Part II, Item 6 is no longer required.
There were no retrospective changes to the Consolidated Statements of Operations for any quarters in the two most recent fiscal years that would require disclosure under Item 302, as amended.
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| | Year Ended | | | | | | | | | | | | | | | | | | | |
| June 28, 2020 | | | | June 30, 2019 | | | | June 24, 2018 | | | | June 25, 2017 | | | | June 26, 2016 | | | | |
| | (in thousands, except per share data) | | | | | | | | | | | | | | | | | | | |
| OPERATIONS: | | | | | | | | | | | | | | | | | | | | |
| Revenue | $ | 10,044,736 | | | $ | 9,653,559 | | | $ | 11,076,998 | | | $ | 8,013,620 | | | $ | 5,885,893 | | |
| Gross margin | 4,608,693 | | | | 4,358,459 | | | | 5,165,032 | | | | 3,603,359 | | | | 2,618,922 | | | |
| Operating income | 2,673,802 | | | | 2,464,732 | | | | 3,213,299 | | | | 1,902,132 | | | | 1,074,256 | | | |
| Net income | 2,251,753 | | | | 2,191,430 | | | | 2,380,681 | | | | 1,697,763 | | | | 914,049 | | | |
| Net income per share: | | | | | | | | | | | | | | | | | | | | |
| Basic | $ | 15.55 | | | $ | 14.37 | | | $ | 14.73 | | | $ | 10.47 | | | $ | 5.75 | | |
| Diluted | $ | 15.10 | | | $ | 13.70 | | | $ | 13.17 | | | $ | 9.24 | | | $ | 5.22 | | |
| Cash dividends declared per common share | $ | 4.60 | | | $ | 4.40 | | | $ | 2.55 | | | $ | 1.65 | | | $ | 1.20 | | |
| BALANCE SHEET: | | | | | | | | | | | | | | | | | | | | |
| Working capital | $ | 7,691,093 | | | $ | 6,188,759 | | | $ | 5,999,603 | | | $ | 6,192,383 | | | $ | 6,795,109 | | |
| Total assets | 14,559,047 | | | | 12,001,333 | | | | 12,479,478 | | | | 12,122,765 | | | | 12,264,315 | | | (1) |
| Total obligations, less current portion | 6,213,116 | | | | 4,906,379 | | | | 2,749,127 | | | | 2,185,338 | | | | 3,744,205 | | | (1) |
| Current portion of long-term debt and finance leases | 839,877 | | | | 667,131 | | | | 610,030 | | | | 908,439 | | | | 947,733 | | | (1) |
| | |
| --- | --- |
| (1) | Adjusted for effects of retrospective implementation of Accounting Standards Update 2015-3 in the first quarter of fiscal 2017. |
| | | | | | | | | | | | | | | | |
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| | Three Months Ended (1) | | | | | | | | | | | | | | |
| June 28, 2020 | | | | March 29, 2020 | | | | December 29, 2019 | | | | September 29, 2019 | | | |
| | unaudited (in thousands, except per share data) | | | | | | | | | | | | | | |
| QUARTERLY FISCAL YEAR 2020: | | | | | | | | | | | | | | | |
| Revenue | $ | 2,791,864 | | | $ | 2,503,625 | | | $ | 2,583,501 | | | $ | 2,165,746 | |
| Gross margin | 1,280,332 | | | | 1,167,007 | | | | 1,179,644 | | | | 981,710 | | |
| Operating income | 755,722 | | | | 694,114 | | | | 686,511 | | | | 537,455 | | |
| Net income | 696,673 | | | | 574,781 | | | | 514,510 | | | | 465,789 | | |
| Net income per share | | | | | | | | | | | | | | | |
| Basic | $ | 4.79 | | | $ | 3.96 | | | $ | 3.57 | | | $ | 3.22 | |
| Diluted | $ | 4.73 | | | $ | 3.88 | | | $ | 3.43 | | | $ | 3.09 | |
| Number of shares used in per share calculations: | | | | | | | | | | | | | | | |
| Basic | 145,295 | | | | 145,301 | | | | 143,987 | | | | 144,673 | | |
| Diluted | 147,416 | | | | 148,165 | | | | 150,097 | | | | 150,682 | | |
Continues on next page
Lam Research Corporation 2020 10-K 32
An excerpt. Shown here: all 0 rewritten, all 3 added and 40 of 52 removed. The counts are complete. For every sentence, read Item 6. [Reserved] in the FY2021 filing and the FY2020 filing.
Item 8. Financial Statements and Supplementary Data
641 rewritten, 315 added, 315 removed, 441 unchanged
| | [added: | |] Page | [added: | |]
| Consolidated Statements of Operations — Years Ended June [added: 27, 2021, June] 28, 2020, [removed: June 30, 2019,] and June [removed: 24, 2018] [added: 30, 2019] | [removed: [50](#sA99AB236FB3056708F100EE069004FE9)] | [added: | [41](#iea1710d7df124c9a90ad1663dc08c7e4_61) | | |]
| Consolidated Statements of Comprehensive Income — Years Ended June [added: 27, 2021, June] 28, 2020, [removed: June 30, 2019,] and June [removed: 24, 2018] [added: 30, 2019] | [removed: [51](#s95127699A79A527990E7147A91DEFAF2)] | [added: | [42](#iea1710d7df124c9a90ad1663dc08c7e4_64) | | |]
| Consolidated Balance Sheets — June [removed: 28, 2020,] [added: 27, 2021,] and June [removed: 30, 2019] [added: 28, 2020] | [removed: [52](#s3F8EDF7394655D9E8AE84EDC76AEC762)] | [added: | [43](#iea1710d7df124c9a90ad1663dc08c7e4_67) | | |]
| Consolidated Statements of Cash Flows — Years Ended June [added: 27, 2021, June] 28, 2020, [removed: June 30, 2019,] and June [removed: 24, 2018] [added: 30, 2019] | [removed: [53](#s620857DBB69B5154ABC4E425A6A8D704)] | [added: | [44](#iea1710d7df124c9a90ad1663dc08c7e4_73) | | |]
| Consolidated Statements of Stockholders’ Equity — Years Ended June [added: 27, 2021, June] 28, 2020, [removed: June 30, 2019,] and June [removed: 24, 2018] [added: 30, 2019] | [removed: [55](#s40D1193C16955485B39643C2F75B8298)] | [added: | [46](#iea1710d7df124c9a90ad1663dc08c7e4_76) | | |]
| Notes to Consolidated Financial Statements | [removed: [57](#s494333AAF33E5CD1B5627FEAD0925D6F)] | [added: | [47](#iea1710d7df124c9a90ad1663dc08c7e4_82) | | |]
| Reports of Independent Registered Public Accounting Firm | [removed: [93](#s8A2035FA1E355B7E8979C6FAC5460D0F)] | [added: | [74](#iea1710d7df124c9a90ad1663dc08c7e4_166) | | |]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 49][added: 40]
| | [added: | |] Year Ended | | | | | | | | | | | [added: | | | |]
| June [added: 27, 2021 | | | | | | June] 28, 2020 | | | | [added: | |] June 30, 2019 | | | | [removed: June 24, 2018] | | [removed: | |]
| Revenue | [added: | |] $ | [removed: 10,044,736] [added: 14,626,150] | | | [added: | |] $ | [removed: 9,653,559] [added: 10,044,736] | | | [added: | |] $ | [removed: 11,076,998] [added: 9,653,559] | |
| Cost of goods sold | [removed: 5,436,043] | | [added: 7,820,844] | | [removed: 5,295,100] | | | | [removed: 5,911,966] [added: 5,436,043] | | | [added: | | | 5,295,100 | | |]
| Gross margin | [removed: 4,608,693] | | [added: 6,805,306] | | [removed: 4,358,459] | | | | [removed: 5,165,032] [added: 4,608,693] | | | [added: | | | 4,358,459 | | |]
| Research and development | [removed: 1,252,412] | | [added: 1,493,408] | | [removed: 1,191,320] | | | | [removed: 1,189,514] [added: 1,252,412] | | | [added: | | | 1,191,320 | | |]
| Selling, general, and administrative | [removed: 682,479] | | [added: 829,875] | | [removed: 702,407] | | | | [removed: 762,219] [added: 682,479] | | | [added: | | | 702,407 | | |]
| Total operating expenses | [removed: 1,934,891] | | [added: 2,323,283] | | [removed: 1,893,727] | | | | [removed: 1,951,733] [added: 1,934,891] | | | [added: | | | 1,893,727 | | |]
| Operating income | [removed: 2,673,802] | | [added: 4,482,023] | | [removed: 2,464,732] | | | | [removed: 3,213,299] [added: 2,673,802] | | | [added: | | | 2,464,732 | | |]
| Other expense, net | [removed: (98,824] | | [removed: )] [added: (111,219)] | | [removed: (18,161] | | [removed: )] | | [removed: (61,510] [added: (98,824)] | | [removed: )] | [added: | | | (18,161) | | |]
| Income before income taxes | [removed: 2,574,978] | | [added: 4,370,804] | | [removed: 2,446,571] | | | | [removed: 3,151,789] [added: 2,574,978] | | | [added: | | | 2,446,571 | | |]
| Income tax expense | [removed: (323,225] | | [removed: )] [added: (462,346)] | | [removed: (255,141] | | [removed: )] | | [removed: (771,108] [added: (323,225)] | | [removed: )] | [added: | | | (255,141) | | |]
| Net income | [added: | |] $ | [removed: 2,251,753] [added: 3,908,458] | | | [added: | |] $ | [removed: 2,191,430] [added: 2,251,753] | | | [added: | |] $ | [removed: 2,380,681] [added: 2,191,430] | |
| Net income per share: | | | | | | | | | | | | [added: | | | | | |]
| Basic | [added: | |] $ | [removed: 15.55] [added: 27.22] | | | [added: | |] $ | [removed: 14.37] [added: 15.55] | | | [added: | |] $ | [removed: 14.73] [added: 14.37] | |
| Diluted | [added: | |] $ | [removed: 15.10] [added: 26.90] | | | [added: | |] $ | [removed: 13.70] [added: 15.10] | | | [added: | |] $ | [removed: 13.17] [added: 13.70] | |
| Number of shares used in per share calculations: | | | | | | | | | | | | [added: | | | | | |]
| Basic | [removed: 144,814] | | [added: 143,609] | | [removed: 152,478] | | | | [removed: 161,643] [added: 144,814] | | | [added: | | | 152,478 | | |]
| Diluted | [removed: 149,090] | | [added: 145,320] | | [removed: 159,915] | | | | [removed: 180,782] [added: 149,090] | | | [added: | | | 159,915 | | |]
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 50][added: 41]
| Other comprehensive income (loss), net of tax: | | | | | | | | | | | | [added: | | | | | |]
| Foreign currency translation adjustment | [removed: (6,441] | | [removed: )] [added: 14,398] | | [removed: (6,648] | | [removed: )] | | [removed: 9,649] [added: (6,441)] | | | [added: | | | (6,648) | | |]
| Cash flow hedges: | | | | | | | | | | | | [added: | | | | | |]
| Net unrealized [removed: (losses)] gains [added: (losses)] during the period | [removed: (30,603] | | [removed: )] [added: 22,139] | | [removed: 2,461] | | | | [removed: (6,960] [added: (30,603)] | | [removed: )] | [added: | | | 2,461 | | |]
| Net [removed: losses] (gains) [added: losses] reclassified into [removed: earnings] [added: net income] | [removed: 2,137] | | [added: (3,468)] | | [removed: (2,749] | | [removed: )] | | [removed: 3,729] [added: 2,137] | | | [added: | | | (2,749) | | |]
| | [removed: (28,466] | | [removed: )] [added: 18,671] | | [removed: (288] | | [removed: )] | | [removed: (3,231] [added: (28,466)] | | [removed: )] | [added: | | | (288) | | |]
| Available-for-sale investments: | | | | | | | | | | | | [added: | | | | | |]
| Net unrealized [removed: gains] (losses) [added: gains] during the period | [removed: 1,842] | | [added: (4,098)] | | [removed: 3,535] | | | | [removed: (45,382] [added: 1,842] | | [removed: )] | [added: | | | 3,535 | | |]
| Net losses (gains) reclassified into [removed: earnings] [added: net income] | [removed: 935] | | [added: 786] | | [removed: (199] | | [removed: )] | | [removed: 43,086] [added: 935] | | | [added: | | | (199) | | |]
| | [removed: 2,777] | | [added: (3,312)] | | [removed: 3,336] | | | | [removed: (2,296] [added: 2,777] | | [removed: )] | [added: | | | 3,336 | | |]
| Defined benefit plans, net change in unrealized component | [removed: 1,949] | | [added: 326] | | [removed: (2,981] | | [removed: )] | | [removed: 129] [added: 1,949] | | | [added: | | | (2,981) | | |]
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| Current portion of long-term debt and finance lease obligations | | | 11,349 | | | | | | 839,877 | | |
| Long-term debt and finance lease obligations, less current portion | | | 4,990,333 | | | | | | 4,970,848 | | |
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| Net income | | | $ | 3,908,458 | | | | | $ | 2,251,753 | | | | | $ | 2,191,430 | |
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| Other, net | | | (17,392) | | | | | | 6,628 | | | | | | 1,524 | | |
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| Issuance of common stock | | | 1,089 | | | | | | $ | 1 | | | | | $ | 24,122 | | | | | $ | — | | | | | $ | — | | | | | $ | — | | | | | $ | 24,123 | |
| Purchase of treasury stock | | | (5,819) | | | | | | (5) | | | | | | — | | | | | | (2,717,622) | | | | | | — | | | | | | — | | | | | | (2,717,627) | | |
| Reissuance of treasury stock | | | 484 | | | | | | — | | | | | | 76,954 | | | | | | 20,810 | | | | | | — | | | | | | — | | | | | | 97,764 | | |
| Equity-based compensation expense | | | — | | | | | | — | | | | | | 220,164 | | | | | | — | | | | | | — | | | | | | — | | | | | | 220,164 | | |
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| Current portion of convertible notes and finance leases | 839,877 | | | | 667,131 | | |
| Senior notes, convertible notes, and finance leases, less current portion | 4,970,848 | | | | 3,822,768 | | |
| Impairment of investments | — | | | | — | | | | 42,456 | | |
| Amortization of note discounts and issuance costs | 5,940 | | | | 7,343 | | | | 14,428 | | |
| Other, net | 688 | | | | (5,819 | | ) | | 33,718 | | |
| Business acquisition, net of cash acquired | — | | | | — | | | | (115,697 | | ) |
| Balance at June 25, 2017 | 161,723 | | | $ | 162 | | | $ | 5,845,485 | | | $ | (5,216,187 | ) | | $ | (61,700 | ) | | $ | 6,249,691 | | | $ | 6,817,451 | |
| Sale of common stock | 1,934 | | | 2 | | | | 9,256 | | | | — | | | | — | | | | — | | | | 9,258 | | |
| Purchase of treasury stock | (14,786 | ) | | (15 | | ) | | — | | | | (2,653,350 | | ) | | — | | | | — | | | | (2,653,365 | | ) |
| Reissuance of treasury stock | 677 | | | 1 | | | | 52,562 | | | | 23,061 | | | | — | | | | — | | | | 75,624 | | |
| Effect of bond hedge, cash in lieu of shares | (2,855 | ) | | (3 | | ) | | 13 | | | | | | | | | | | | | | | | 10 | | |
| Net income | — | | | — | | | | — | | | | — | | | | — | | | | 2,380,681 | | | | 2,380,681 | | |
| Adoption of ASU 2016-02 | — | | | — | | | | — | | | | — | | | | — | | | | 3,018 | | | | 3,018 | | |
*Revenue Recognition:* On June 25, 2018, the Company adopted FASB Accounting Standards Update (“ASU”) No. 2014-09 (ASC 606) - Revenue From Contracts with Customers which provides guidance for revenue recognition that superseded the revenue recognition requirements in ASC 605, Revenue Recognition and most industry specific guidance.
future usage which are based on contractual terms outlined in volume purchase agreements and other factors known at the time.
assets to the amount that is more likely than not to be realized.
The Company tests goodwill and identifiable intangible assets with indefinite useful lives for impairment at least annually.
The Company amortizes intangible assets with estimable useful lives over their respective estimated useful lives, and the Company reviews for impairment whenever events or changes in circumstances indicate that the carrying amount of the intangible asset may not be recoverable and the carrying amount exceeds its fair value.
The Company reviews goodwill at least annually for impairment.
If certain events or indicators of impairment occur between annual impairment tests, the Company would perform an impairment test at that date.
In testing for a potential impairment of goodwill, the Company (1) allocates goodwill to its reporting units to which the acquired goodwill relates, (2) estimates the fair value of its reporting units, and (3) determines the carrying value (book value) of those reporting units.
Furthermore, if the estimated fair value of a reporting unit is less than the carrying value, the Company must estimate the fair value of all identifiable assets and liabilities of that reporting unit, in a manner similar to a purchase price allocation for an acquired business.
This can require independent valuations of certain internally generated and unrecognized intangible assets such as in-process R&D and developed technology.
Only after this process is completed can the amount of goodwill impairment, if any, be determined.
In the Company’s goodwill impairment process, it first assesses qualitative factors to determine whether it is necessary to perform a quantitative analysis.
The Company performs an annual goodwill impairment analysis as of the first day of its fourth fiscal quarter.
In addition, the Company makes certain judgments
As a result, several factors could result in impairment of a material amount of the Company’s goodwill balance in future periods, including but not limited to: (1) weakening of the global economy, weakness in the semiconductor equipment industry, or failure of the Company to reach its internal forecasts, which could impact the Company’s ability to achieve its forecasted levels of cash flows and reduce the estimated discounted cash flow value of its reporting units and (2) a decline in the Company’s stock price and resulting market capitalization and to the extent the Company determines that the decline is sustained and indicates a reduction in the fair value of the Company’s reporting units below their carrying value.
Further, the value assigned to intangible assets, other than goodwill, is based on estimates and judgments regarding expectations such as the success and lifecycle of products and technology acquired.
If actual product acceptance differs significantly from the estimates, the Company may be required to record an impairment charge to write down the asset to its realizable value.
*Impairment of Long-lived Assets (Excluding Goodwill):* The Company routinely considers whether indicators of impairment of long-lived assets are present.
Unrealized losses on available-for-sale securities are charged against other income (expense) when a decline in fair value is determined to be other than temporary.
The Company considers several factors to determine whether a loss is other than temporary.
These factors include but are not limited to (1) the extent to which the fair value is less than cost basis, (2) the financial condition and near-term prospects of the issuer, (3) the length of time a security is in an unrealized loss position, and (4) the Company’s ability to hold the security for a period of time sufficient to allow for any anticipated recovery in fair value.
An excerpt. Shown here: 40 of 641 rewritten, 40 of 315 added and 40 of 315 removed. The counts are complete. For every sentence, read Item 8. Financial Statements and Supplementary Data in the FY2021 filing and the FY2020 filing.
Item 9A. Controls and Procedures
6 rewritten, 0 added, 5 removed, 16 unchanged
As required by Rule 13a-15(b) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of June [removed: 28, 2020,] [added: 27, 2021,] 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: 28, 2020,] [added: 27, 2021,] at the reasonable assurance level.
Management conducted an evaluation of the effectiveness of internal control over financial reporting based on the framework in Internal [removed: Controls] [added: Control] — Integrated Framework used by the Committee of Sponsoring Organizations of the Treadway Commission (2013 Framework).
Based on that evaluation, management has concluded that the Company’s internal control over financial reporting was effective as of June [removed: 28, 2020,] [added: 27, 2021,] 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, audited the financial statements included in this [removed: 2020] [added: 2021] 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: 2020] [added: 2021] Form 10-K.
While we believe the present design of our disclosure controls and procedures and internal control over financial reporting is effective at the reasonable assurance level, future events affecting our business may cause us to modify our disclosure controls and procedures or internal [removed: controls] [added: control] over financial reporting.
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Lam Research Corporation 2020 10-K 96

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Item 9B. Other Information
0 rewritten, 0 added, 7 removed, 1 unchanged
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Lam Research Corporation 2020 10-K 97

PART III
We have omitted from this 2020 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 3, 2020, (the “Proxy Statement”), and certain information included in the Proxy Statement is incorporated into this report by reference.
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Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
0 rewritten, 4 added, 0 removed, 0 unchanged
New section this year
Not applicable.
Lam Research Corporation 2021 10-K 77
PART III
We have omitted from this 2021 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 8, 2021, (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, 3 removed, 5 unchanged
For information regarding our executive officers, see Part I, Item 1 of this [removed: 2020] [added: 2021] Form 10-K under the caption “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: 2020] [added: 2021] Nominees for Director.”
The information concerning compliance by our officers, directors and 10% stockholders with Section 16 of the Exchange Act required by this Item is incorporated by reference to our Proxy Statement under the heading “Stock Ownership – Delinquent Section 16(a) Reports.”
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Item 11. Executive Compensation
0 rewritten, 0 added, 2 removed, 1 unchanged
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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
0 rewritten, 0 added, 2 removed, 1 unchanged
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Item 13. Certain Relationships and Related Transactions, and Director Independence
0 rewritten, 0 added, 2 removed, 1 unchanged
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Item 14. Principal Accountant Fees and Services
1 rewritten, 0 added, 4 removed, 2 unchanged
Lam Research Corporation [removed: 2020] [added: 2021] 10-K [removed: 98][added: 78]
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Item 15. Exhibit and Financial Statement Schedules
12 rewritten, 0 added, 130 removed, 5 unchanged
[removed: | (a) | The] [added: (a)The] following documents are filed as part of this Annual Report on Form 10-K. [removed: |]
| | [added: | |] Page | [added: | |]
| 1. Index to Financial Statements | | [added: | | | |]
| Consolidated Statements of Operations — Years Ended June [added: 27, 2021, June] 28, 2020, [removed: June 30, 2019,] and June [removed: 24, 2018] [added: 30, 2019] | [removed: [50](#sA99AB236FB3056708F100EE069004FE9)] | [added: | [41](#iea1710d7df124c9a90ad1663dc08c7e4_61) | | |]
| Consolidated Statements of Comprehensive Income — Years Ended June [added: 27, 2021, June] 28, 2020, [removed: June 30, 2019,] and June [removed: 24, 2018] [added: 30, 2019] | [removed: [51](#s95127699A79A527990E7147A91DEFAF2)] | [added: | [42](#iea1710d7df124c9a90ad1663dc08c7e4_64) | | |]
| Consolidated Balance Sheets — June [removed: 28, 2020,] [added: 27, 2021,] and June [removed: 30, 2019] [added: 28, 2020] | [removed: [52](#s3F8EDF7394655D9E8AE84EDC76AEC762)] | [added: | [43](#iea1710d7df124c9a90ad1663dc08c7e4_67) | | |]
| Consolidated Statements of Cash Flows — Years Ended June [added: 27, 2021, June] 28, 2020, [removed: June 30, 2019,] and June [removed: 24, 2018] [added: 30, 2019] | [removed: [53](#s620857DBB69B5154ABC4E425A6A8D704)] | [added: | [44](#iea1710d7df124c9a90ad1663dc08c7e4_73) | | |]
| Consolidated Statements of Stockholders’ Equity — Years Ended June [added: 27, 2021, June] 28, 2020, [removed: June 30, 2019,] and June [removed: 24, 2018] [added: 30, 2019] | [removed: [55](#s40D1193C16955485B39643C2F75B8298)] | [added: | [46](#iea1710d7df124c9a90ad1663dc08c7e4_76) | | |]
| Notes to Consolidated Financial Statements | [removed: [57](#s494333AAF33E5CD1B5627FEAD0925D6F)] | [added: | [47](#iea1710d7df124c9a90ad1663dc08c7e4_82) | | |]
| Reports of Independent Registered Public Accounting Firm | [removed: [93](#s8A2035FA1E355B7E8979C6FAC5460D0F)] | [added: | [74](#iea1710d7df124c9a90ad1663dc08c7e4_166) | | |]
| 2. Index to Financial Statement Schedules | | [added: | | | |]
| Schedules have been omitted since they are not applicable, not required, not material, or the information is included elsewhere herein. | | [added: | | | |]
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Lam Research Corporation 2020 10-K 99

LAM RESEARCH CORPORATION
ANNUAL REPORT ON FORM 10-K
FOR THE FISCAL YEAR ENDED JUNE 28, 2020
EXHIBIT INDEX
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| --- | --- | --- |
| Exhibit | | Description |
| 3.1 | | [Restated Certificate of Incorporation of the Registrant, (including Certificate and Designation, Preferences and Rights of Series A Junior Participating Preferred Stock), dated November 22, 2016 which is incorporated by reference to Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-Q filed on January 30, 2017 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754917000010/lrcx_2q2017xexhibitx31.htm) |
| 3.2 | | [Bylaws of the Registrant, as amended and restated, dated May 12, 2020 which is incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed on May 18, 2020 (SEC File No. 000-12933).](https://www.sec.gov/Archives/edgar/data/707549/000070754920000091/exhibit32may2020.htm) |
| 4.1 | | [Indenture between Novellus Systems, Inc. as Issuer and The Bank of New York Mellon Trust Company, N.A. as Trustee, dated as of May 10, 2011, including the form of 2.625% Senior Convertible Notes due 2041 which is incorporated by reference to Exhibit 4.1 to Novellus’ Current Report on Form 8-K filed on May 10, 2011 (SEC File No. 000-17157).](http://www.sec.gov/Archives/edgar/data/836106/000119312511134152/dex41.htm) |
| 4.2 | | [Supplemental Indenture among the Registrant, as Guarantor, Novellus Systems, Inc. as Issuer and The Bank of New York Mellon Trust Company, N.A. as Trustee, dated as of June 4, 2012 which is incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on June 4, 2012 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312512258810/d358975dex42.htm) |
| 4.3 | | [Indenture (including Form of Notes), dated as of February 13, 2015, between Registrant and The Bank of New York Mellon Trust Company, N.A. which is incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement on Form S-3 filed on February 13, 2015 (SEC File No. 333-202110).](http://www.sec.gov/Archives/edgar/data/707549/000119312515050299/d828450dex41.htm) |
| 4.4 | | [First Supplemental Indenture, dated as of March 12, 2015, by and between Lam Research Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee which is incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on March 12, 2015 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515089325/d888411dex42.htm) |
| 4.5 | | [Second Supplemental Indenture, dated as of June 7, 2016, by and between Lam Research Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee which is incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on June 7, 2016 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312516615331/d180473dex42.htm) |
| 4.6 | | [Third Supplemental Indenture, dated as of March 4, 2019 by and between Lam Research Corporation and the Bank of New York Mellon Trust Company, N.A. as trustee which is incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on March 4, 2019 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312519062282/d714270dex42.htm) |
| 4.7 | | [Fourth Supplemental Indenture, dated as of May 5, 2020 by and between Lam Research Corporation and the Bank of New York Mellon Trust Company, N.A. as trustee which is incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on May 5, 2020 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312520133380/d829861dex42.htm) |
| 4.8 | | [Description of Common Stock](https://www.sec.gov/Archives/edgar/data/707549/000070754920000138/exhibit48june2020.htm) |
| 10.1* | | Form of Indemnification Agreement which is incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 3, 1988 (SEC File No. 000-12933). |
| 10.2* | | [Form of Indemnification Agreement which is incorporated by reference to Exhibit 10.148 to the Registrant’s Current Report on Form 8-K filed on November 13, 2008 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000095013408020371/f50500exv10w148.htm) |
| 10.3* | | [Form of Indemnification Agreement which is incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on June 4, 2012 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312512258810/d358975dex101.htm) |
| 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) |
| 10.5* | | [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) |
| 10.6* | | [Novellus Accelerated Stock Vesting Retirement Plan Summary which is incorporated by reference to Exhibit 10.30 to Novellus’ Quarterly Report on Form 10-Q filed on November 2, 2010 (SEC File No. 000-17157).](http://www.sec.gov/Archives/edgar/data/836106/000119312510244360/dex1030.htm) |
| 10.7* | | [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) |
| 10.8* | | [Form of Nonstatutory Stock Option Award Agreement (U.S. Participants) — Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex103.htm) |
Lam Research Corporation 2020 10-K 100
| 10.9* | | [Form of Nonstatutory Stock Option Award Agreement (International Participants) — Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex104.htm) |
| 10.10* | | [Form of Nonstatutory Stock Option Award Agreement (U.S. Participants) — Lam Research Corporation (Novellus Systems, Inc.) 2011 Stock Incentive Plan (As Amended) which is incorporated by reference to Exhibit 10.9 to the Registrant’s Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex109.htm) |
| 10.11* | | [Form of Nonstatutory Stock Option Award Agreement (International Participants) — Lam Research Corporation (Novellus Systems, Inc.) 2011 Stock Incentive Plan (As Amended) which is incorporated by reference to Exhibit 10.11 to the Registrant’s Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex1011.htm) |
| 10.12* | | [Employment Agreement with Timothy M. Archer, dated January 2, 2018 which is incorporated by reference to Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on January 8, 2018 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754918000006/lrcx_exhibitx102xjanx8x2018.htm) |
| 10.13* | | [Employment Agreement with Douglas R. Bettinger, dated January 2, 2018 which is incorporated by reference to Exhibit 10.3 to the Registrant’s Current Report on Form 8-K filed on January 8, 2018 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754918000006/lrcx_exhibitx103xjanx8x2018.htm) |
| 10.14* | | [Employment Agreement with Richard A. Gottscho, dated January 2, 2018 which is incorporated by reference to Exhibit 10.4 to the Registrant’s Current Report on Form 8-K filed on January 8, 2018 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754918000006/lrcx_exhibitx104xjanx8x2018.htm) |
| 10.15* | | [Form of Change in Control Agreement which is incorporated by reference to Exhibit 10.5 to the Registrant’s Current Report on Form 8-K filed on January 8, 2018 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754918000006/lrcx_exhibitx105xjanx8x2018.htm) |
| 10.16 | | [Form of Confidentiality Agreement which is incorporated by reference to Exhibit 10.7 to the Registrant’s Quarterly Report on Form 10-Q filed on February 3, 2015 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515031451/d819463dex107.htm) |
| 10.17* | | [Form of Restricted Stock Unit Award Agreement (U.S. Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.244 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/d79742dex10244.htm) |
An excerpt. Shown here: all 12 rewritten, all 0 added and 40 of 130 removed. The counts are complete. For every sentence, read Item 15. Exhibit and Financial Statement Schedules in the FY2021 filing and the FY2020 filing.
Item 16. Form 10-K Summary
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Lam Research Corporation 2021 10-K 79
LAM RESEARCH CORPORATION
ANNUAL REPORT ON FORM 10-K
FOR THE FISCAL YEAR ENDED JUNE 27, 2021
EXHIBIT INDEX
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Exhibit | | | | | | Description | | |
| 3.1 | | | | | | [Restated Certificate of Incorporation of the Registrant, (including Certificate and Designation, Preferences and Rights of Series A Junior Participating Preferred Stock), dated November 22, 2016 which is incorporated by reference to Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-Q filed on January 30, 2017 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754917000010/lrcx_2q2017xexhibitx31.htm) | | |
| 3.2 | | | | | | [Bylaws of the Registrant, as amended and restated, dated May 12, 2020 which is incorporated by reference to Exhibit 3.2 to the Registrant’s Current Report on Form 8-K filed on May 18, 2020 (SEC File No. 000-12933).](https://www.sec.gov/Archives/edgar/data/707549/000070754920000091/exhibit32may2020.htm) | | |
| 4.1 | | | | | | [Indenture (including Form of Notes), dated as of February 13, 2015, between Registrant and The Bank of New York Mellon Trust Company, N.A. which is incorporated by reference to Exhibit 4.1 to the Registrant’s Registration Statement on Form S-3 filed on February 13, 2015 (SEC File No. 333-202110).](http://www.sec.gov/Archives/edgar/data/707549/000119312515050299/d828450dex41.htm) | | |
| 4.2 | | | | | | [First Supplemental Indenture, dated as of March 12, 2015, by and between Lam Research Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee which is incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on March 12, 2015 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515089325/d888411dex42.htm) | | |
| 4.3 | | | | | | [Second Supplemental Indenture, dated as of June 7, 2016, by and between Lam Research Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee which is incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on June 7, 2016 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312516615331/d180473dex42.htm) | | |
| 4.4 | | | | | | [Third Supplemental Indenture, dated as of March 4, 2019 by and between Lam Research Corporation and the Bank of New York Mellon Trust Company, N.A. as trustee which is incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on March 4, 2019 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312519062282/d714270dex42.htm) | | |
| 4.5 | | | | | | [Fourth Supplemental Indenture, dated as of May 5, 2020 by and between Lam Research Corporation and the Bank of New York Mellon Trust Company, N.A. as trustee which is incorporated by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on May 5, 2020 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312520133380/d829861dex42.htm) | | |
| 4.6 | | | | | | [Description of Common Stock, which is incorporated by reference to Exhibit 4.8 to the Registrant’s Annual Report on Form 10-K filed on August 18, 2020 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754920000138/exhibit48june2020.htm) | | |
| 10.1* | | | | | | Form of Indemnification Agreement which is incorporated by reference to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended April 3, 1988 (SEC File No. 000-12933). | | |
| 10.2* | | | | | | [Form of Indemnification Agreement which is incorporated by reference to Exhibit 10.148 to the Registrant’s Current Report on Form 8-K filed on November 13, 2008 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000095013408020371/f50500exv10w148.htm) | | |
| 10.3* | | | | | | [Form of Indemnification Agreement which is incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on June 4, 2012 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312512258810/d358975dex101.htm) | | |
| 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) | | |
| 10.5* | | | | | | [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) | | |
| 10.6* | | | | | | [Novellus Accelerated Stock Vesting Retirement Plan Summary which is incorporated by reference to Exhibit 10.30 to Novellus’ Quarterly Report on Form 10-Q filed on November 2, 2010 (SEC File No. 000-17157).](http://www.sec.gov/Archives/edgar/data/836106/000119312510244360/dex1030.htm) | | |
| 10.7* | | | | | | [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) | | |
| 10.8* | | | | | | [Form of Nonstatutory Stock Option Award Agreement (U.S. Participants) — Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex103.htm) | | |
| 10.9* | | | | | | [Form of Nonstatutory Stock Option Award Agreement (U.S. Participants) — Lam Research Corporation (Novellus Systems, Inc.) 2011 Stock Incentive Plan (As Amended) which is incorporated by reference to Exhibit 10.9 to the Registrant’s Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312514038822/d643492dex109.htm) | | |
| 10.10 | | | | | | [Form of Confidentiality Agreement which is incorporated by reference to Exhibit 10.7 to the Registrant’s Quarterly Report on Form 10-Q filed on February 3, 2015 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312515031451/d819463dex107.htm) | | |
| 10.11* | | | | | | [Form of Restricted Stock Unit Award Agreement (U.S. Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.244 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/d79742dex10244.htm) | | |
| 10.12* | | | | | | [Form of Option Award Agreement (U.S. Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.247 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/d79742dex10247.htm) | | |
| 10.13* | | | | | | [Form of Indemnification Agreement which is incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on April 24, 2017 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754917000056/lrcx_exhibitx101xq3x2017.htm) | | |
| 10.14 | | | | | | [Form of Commercial Paper Dealer Agreement 4(a)(2) Program between Lam Research Corporation, as issuer, and the dealer which is incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on November 14, 2017 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000070754917000162/lrcx_exhibitx101xnovx14x20.htm) | | |
Lam Research Corporation 2021 10-K 80
| | | | | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Exhibit | | | | | | Description | | |
| 10.15* | | | | | | [Lam Research Corporation 2007 Stock Incentive Plan, as amended, which is incorporated by reference to Exhibit 4.15 to the Registrant’s Annual Report on Form 10-K filed on August 27, 2013 (SEC File No. 000-12933).](http://www.sec.gov/Archives/edgar/data/707549/000119312513348269/d556924dex415.htm) | | |
| 10.16* | | | | | | [Lam Research Corporation Elective Deferred Compensation Plan which is incorporated by reference to Exhibit 4.16 to the Registrant’s Annual Report on Form 10-K filed on August 19, 2011 (SEC File No. 000-12933)](http://www.sec.gov/Archives/edgar/data/707549/000119312511227691/dex416.htm) | | |
| 10.17* | | | | | | [Lam Research Corporation Elective Deferred Compensation Plan II which is incorporated by reference to Exhibit 4.17 to the Registrant’s Annual Report on Form 10-K filed on August 19, 2011 (SEC File No. 000-12933)](http://www.sec.gov/Archives/edgar/data/707549/000119312511227691/dex417.htm) | | |
| 10.18 | | | | | | [Lam Research Corporation 1999 Employee Stock Purchase Plan, as amended which is incorporated by reference to Exhibit 4.1 to the Registrant’s Form S-8 filed on April 30, 2019 (SEC File No. 333-231138).](http://www.sec.gov/Archives/edgar/data/0000707549/000070754919000079/lrcx_s-8april2019ex41.htm) | | |
| 10.19* | | | | | | [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) | | |
An excerpt. Shown here: all 0 rewritten, 40 of 161 added and all 0 removed. The counts are complete. For every sentence, read Item 16. Form 10-K Summary in the FY2021 filing.