Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

This discussion should be read in conjunction with the consolidated financial statements and accompanying notes included in our Annual Report on Form 10-K for the year ended September 2, 2021. All period references are to our fiscal periods unless otherwise indicated. Our fiscal year is the 52 or 53-week period ending on the Thursday closest to August 31. Fiscal years 2022 and 2021 each contain 52 weeks. All tabular dollar amounts are in millions, except per share amounts.

Overview

We are an industry leader in innovative memory and storage solutions transforming how the world uses information to enrich life for all. With a relentless focus on our customers, technology leadership, and manufacturing and operational excellence, Micron delivers a rich portfolio of high-performance DRAM, NAND, and NOR memory and storage products through our Micron® and Crucial® brands. Every day, the innovations that our people create fuel the data economy, enabling advances in artificial intelligence and 5G applications that unleash opportunities — from the data center to the intelligent edge and across the client and mobile user experience.

We manufacture our products at wholly-owned facilities and also utilize subcontractors for certain manufacturing processes. Our global network of manufacturing centers of excellence not only allows us to benefit from scale while streamlining processes and operations, but it also brings together some of the world’s brightest talent to work on the most advanced memory technology. Centers of excellence bring expertise together in one location, providing an efficient support structure for end-to-end manufacturing, with quicker cycle times, in partnership with teams such as R&D, product engineering, human resources, procurement and supply chain. For our locations in Singapore and Taiwan, this is also a combination of bringing fabrication and back-end manufacturing together. We make significant investments to develop proprietary product and process technology, which generally increases bit density per wafer and reduces per-bit manufacturing costs of each generation of product. We continue to introduce new generations of products that offer improved performance characteristics, including higher data transfer rates, advanced packaging solutions, lower power consumption, improved read/write reliability, and increased memory density.

The ramp of 176-layer NAND and 1α (1-alpha) DRAM across our product portfolio delivers major technology breakthroughs to customers across markets. For the first time in our history, we achieved industry leadership across these two flagship technologies. We delivered initial products based on these process technologies to the market in 2021. In the second quarter of 2022, we expanded our 176-layer NAND-based SSD portfolio with the introduction of the Micron 7450 SSD with NVMe, the world’s first vertically-integrated 176-layer NAND SSD for the data center. This new SSD joins our full portfolio of new product entries across memory and storage which have been well received by the market. An increasing portion of our SSDs incorporate our industry leading NAND with vertically integrated controllers and firmware that we have developed. In the second quarter of 2022, we achieved the first qualification of our 1α LPDDR5 DRAM, which delivers more than a 15% power improvement over the previous generation. We are leading the industry’s client DDR5 transition and are well positioned as the industry’s data center platforms come to market later this year. We have partnered with customers to provide value-added innovation, and speed market adoption of our new solutions. Development of advanced technologies enables us to diversify our product portfolio toward a richer mix of differentiated, high-value solutions and to target high-growth markets and specific customer requirements across data center, intelligent edge, client, and mobile environments.

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We face intense competition in the semiconductor memory and storage markets and to remain competitive we must continuously develop and implement new products and technologies and decrease manufacturing costs in spite of ongoing inflationary cost pressures. Our success is largely dependent on obtaining returns on our research and development (“R&D”) investments, efficient utilization of our manufacturing infrastructure, development and integration of advanced product and process technologies, market acceptance of our diversified portfolio of semiconductor-based memory and storage solutions, and efficient capital spending.

Lehi, Utah Fab and 3D XPoint

In the second quarter of 2021, we updated our portfolio strategy to further strengthen our focus on memory and storage innovations for the data center market. In connection therewith, we determined that there was insufficient market validation to justify the ongoing investments required to commercialize 3D XPoint at scale. Accordingly, we ceased development of 3D XPoint technology and engaged in discussions with potential buyers for the sale of our facility located in Lehi, Utah that was dedicated to 3D XPoint production. As a result, we classified the property, plant, and equipment as held for sale as of the second quarter of 2021 and ceased depreciating the assets. On June 30, 2021, we announced a definitive agreement to sell our Lehi facility to TI and closed the sale on October 22, 2021.

In the first quarter of 2022, we received $893 million from TI for the sale of the Lehi facility and disposed of $918 million of net assets, consisting primarily of property, plant, and equipment of $921 million; $55 million of other assets, consisting primarily of a receivable for reimbursement of property taxes, equipment spare parts, and raw materials; and $58 million of liabilities, consisting primarily of a finance lease obligation. As a result of the disposition of the Lehi facility and other related adjustments, we recognized a loss of $23 million included in restructure and asset impairments in the first quarter of 2022.

In the third quarter of 2021, we recognized a charge of $435 million included in restructure and asset impairments in connection with the definitive agreement with TI (and a tax benefit of $104 million included in income tax (provision) benefit) to write down the assets held for sale to the expected consideration, net of estimated selling costs. In the second quarter of 2021, we also recognized a charge of $49 million in cost of goods sold to write down 3D XPoint inventory in connection with our decision to cease further development of this technology.

Impact of COVID-19 on Our Business

Events surrounding the COVID-19 pandemic and their impact on economic activity have been unpredictable. As a result, we have experienced volatility in the markets in which we sell our products. The ultimate extent to which COVID-19 will impact our business depends on future developments, which are highly uncertain and very difficult to predict, including the effectiveness and utilization of vaccines for COVID-19 and its variants, the severity of COVID-19 and its variants, and the effectiveness of the actions to contain or limit their spread.

From the start of the COVID-19 pandemic, we proactively implemented preventative protocols, which we continuously assess and update for changes in conditions and emerging trends. These preventative protocols are intended to safeguard our team members, contractors, suppliers, customers, distributors, and communities, and to ensure business continuity. Government restrictions, including zero-COVID policies, or severe outbreaks can impact our operations at certain sites. For example, some of our facilities and some of our subcontractors’ facilities at times have been required to operate at reduced staffing and capacity levels due to COVID-19 quarantines and other public health protocols. While our global manufacturing sites are currently operating with close to full staff and at normal capacity levels, our facilities or those of our subcontractors could be required, with little or no advance notice, to temporarily curtail production levels or temporarily cease operations based on government mandates or our health and safety protocols. We may be required, or deem it to be in the best interest of our employees, customers, partners, suppliers, and stakeholders, to alter our business operations in order to maintain a healthy and safe environment. It is not clear what potential effects any such alterations or modifications may have on our business, including effects on our customers, employees, or on our financial results. We are following government policies and recommendations designed to slow the spread of COVID-19 and remain committed to the health and safety of our team members, contractors, suppliers, customers, distributors, and communities.

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We continuously assess our efforts to respond to the COVID-19 pandemic, which have included the following:

• In each of our locations, we implement health and safety protocols based on applicable regulations and local conditions and, where possible, make testing and vaccination available and implement health and safety enhancements.

• We require that all U.S. employees and, in addition, contractors that enter our U.S. buildings and certain other locations, be vaccinated against COVID-19, subject to disability and religious exemptions.

• We continue to work closely with our customer base to best match our supply to changing market conditions.

• We evaluate our supply chain and communicate with our suppliers to identify supply gaps and have taken steps to provide continuity, to the extent possible. In some cases, we have added alternative suppliers, executed long-term supply agreements, and increased our on-hand inventory of raw materials needed in our operations.

• We have added assembly and test capacity to provide redundant manufacturing capability through our network of captive operations and external partners.

• We have developed contingency plans and procedures to address the risk of unexpected shutdowns, supply shortages, or other business disruptions.

• We have evaluated all our construction projects across our global manufacturing operations and enacted protocols to enhance the safety of our team members, suppliers, and contractors.

• We are working with government authorities in the jurisdictions where we operate and continuing to monitor our operations in an effort to ensure we follow government requirements, relevant regulations, industry standards, and best practices to help safeguard our team members, while safely continuing operations at our sites across the globe.

We believe these actions are appropriate and prudent to safeguard our team members, contractors, suppliers, customers, and communities, while allowing us to safely continue operations. We cannot predict how the steps we, our team members, government entities, suppliers, or customers take in response to the COVID-19 pandemic will ultimately impact our business, outlook, or results of operations.

Product Technologies

Our product portfolio of memory and storage solutions, is based on our high-performance semiconductor memory and storage technologies, including DRAM, NAND, and NOR. We sell our products into various markets through our business units in numerous forms, including wafers, components, modules, SSDs, managed NAND, and MCP products. Our system-level solutions, including SSDs and managed NAND, combine NAND, a controller, firmware, and in some cases DRAM.

DRAM**:** DRAM products are dynamic random access memory semiconductor devices with low latency that provide high-speed data retrieval with a variety of performance characteristics. DRAM products lose content when power is turned off (“volatile”) and are most commonly used in client, cloud server, enterprise, networking, graphics, industrial, and automotive markets. LPDRAM products, which are engineered to meet standards for performance and power consumption, are sold into smartphone and other mobile-device markets (including client markets for Chromebooks and notebook PCs), as well as into the automotive, industrial, and consumer markets.

NAND**:** NAND products are non-volatile, re-writeable semiconductor storage devices that provide high-capacity, low-cost storage with a variety of performance characteristics. NAND is used in SSDs for the enterprise and cloud, client, and consumer markets and in removable storage markets. Managed NAND is used in smartphones and other mobile devices, and in consumer, automotive, and embedded markets. Low-density NAND is ideal for applications like automotive, surveillance, machine-to-machine, automation, printer, and home networking.

NOR**:** NOR products are non-volatile re-writable semiconductor memory devices that provide fast read speeds. NOR is most commonly used for reliable code storage (e.g., boot, application, operating system, and execute-in-place code in an embedded system) and for frequently changing small data storage and is ideal for automotive, industrial, and consumer applications.

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Results of Operations

Consolidated Results

			Third Quarter						Second Quarter						Third Quarter						Nine months ended
			2022						2022						2021						2022						2021
Revenue			$	8,642		100%			$	7,786		100%			$	7,422		100%			$	24,115		100%			$	19,431		100%
Cost of goods sold			4,607			53%			4,110			53%			4,296			58%			12,839			53%			12,920			66%
Gross margin			4,035			47%			3,676			47%			3,126			42%			11,276			47%			6,511			34%
Research and development			773			9%			792			10%			670			9%			2,277			9%			1,958			10%
Selling, general, and administrative			264			3%			263			3%			230			3%			786			3%			658			3%
Restructure and asset impairments			—			—%			5			—%			453			6%			43			—%			466			2%
Other operating (income) expense, net			(6)			—%			70			1%			(26)			—%			(11)			—%			101			1%
Operating income			3,004			35%			2,546			33%			1,799			24%			8,181			34%			3,328			17%
Interest income (expense), net			(24)			—%			(43)			(1)%			(38)			(1)%			(102)			—%			(108)			(1)%
Other non-operating income (expense), net			8			—%			6			—%			45			1%			(61)			—%			62			—%
Income tax (provision) benefit			(358)			(4)%			(255)			(3)%			(65)			(1)%			(832)			(3)%			(164)			(1)%
Equity in net income (loss) of equity method investees			(4)			—%			9			—%			(6)			—%			9			—%			23			—%
Net income			$	2,626		30%			$	2,263		29%			$	1,735		23%			$	7,195		30%			$	3,141		16%

Total Revenue**:** Total revenue for the third quarter of 2022 increased 11% as compared to the second quarter of 2022 primarily due to increases in both DRAM and NAND sales.

• Sales of DRAM products increased 10% primarily due to an increase in bit shipments of slightly over 10%, partially offset by a slight decline in average selling prices.

• Sales of NAND products increased 17% primarily due to a high-teens percent increase in bit shipments, partially offset by a slight decline in average selling prices.

Total revenue for the third quarter of 2022 increased 16% as compared to the third quarter of 2021 primarily due to increases in both DRAM and NAND sales.

• Sales of DRAM products increased 15% primarily due to a high-teens percent increase in bit shipments, partially offset by a slight decline in average selling prices.

• Sales of NAND products increased 26% primarily due to an increase in bit shipments of slightly over 20% and a slight increase in average selling prices.

Total revenue for the first nine months of 2022 increased 24% as compared to the first nine months of 2021 primarily due to increases in both DRAM and NAND sales.

• Sales of DRAM products increased 26% primarily due to a low-teens percent increase in bit shipments and an increase in average selling prices of slightly over 10%.

• Sales of NAND products increased 22% primarily due to a low-teens percent increase in bit shipments and a mid-single-digit percent increase in average selling prices.

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Overall Gross Margin**:** Our overall gross margin percentage of 47% for the third quarter of 2022 was relatively unchanged from the second quarter of 2022 as slight declines in average selling prices were offset by manufacturing cost reductions. Our overall gross margin percentage for the third quarter of 2022 was also impacted by a greater mix of NAND products, which have lower margins than DRAM products.

Our overall gross margin percentage increased to 47% for the third quarter of 2022 from 42% for the third quarter of 2021, primarily due to manufacturing cost reductions resulting from strong execution in delivering products featuring advanced technologies, partially offset by declines in DRAM average selling prices. Our overall gross margin percentage increased to 47% for the first nine months of 2022 from 34% for the first nine months of 2021, primarily due to increases in average selling prices and manufacturing cost reductions.

Revenue by Business Unit

			Third Quarter						Second Quarter						Third Quarter						Nine months ended
			2022						2022						2021						2022						2021
CNBU			$	3,895		45%			$	3,461		44%			$	3,304		45%			$	10,762		45%			$	8,486		44%
MBU			1,967			23%			1,875			24%			1,999			27%			5,749			24%			5,311			27%
SBU			1,341			16%			1,171			15%			1,009			14%			3,662			15%			2,770			14%
EBU			1,435			17%			1,277			16%			1,105			15%			3,932			16%			2,849			15%
All Other			4			—%			2			—%			5			—%			10			—%			15			—%
			$	8,642					$	7,786					$	7,422					$	24,115					$	19,431

Percentages of total revenue may not total 100% due to rounding.

Changes in revenue for each business unit for the third quarter of 2022 as compared to the second quarter of 2022 were as follows:

• CNBU revenue increased 13% primarily due to increases in bit shipments to enterprise, client, graphics, and networking markets.

• MBU revenue increased 5% primarily due to increases in bit shipments partially offset by declines in average selling prices.

• SBU revenue increased 15% primarily due to increases in bit shipments of SSDs and NAND components.

• EBU revenue increased 12% primarily due to increases in bit shipments to industrial and automotive markets combined with increases in average selling prices for NAND products.

Changes in revenue for each business unit for the third quarter and first nine months of 2022 as compared to the corresponding periods of 2021 were as follows:

• CNBU revenue increased 18% and 27%, respectively, primarily due to increases in bit shipments to cloud, enterprise, networking, and graphics markets.

• MBU revenue decreased 2% for the third quarter of 2022 as compared to the third quarter of 2021, primarily due to declines in average selling prices for mobile DRAM and NAND, partially offset by increases in NAND bit shipments. MBU revenue increased 8% for the first nine months of 2022 as compared to the first nine months of 2021, primarily due to increases in NAND and DRAM bit shipments and higher average selling prices for mobile DRAM, partially offset by declines in average selling prices for NAND.

• SBU revenue increased 33% and 32%, respectively, primarily due to increases in bit shipments for NAND products and higher average selling prices for NAND.

• EBU revenue increased 30% and 38%, respectively, primarily due to increases in bit shipments driven by strong demand growth in automotive and industrial markets combined with higher pricing for DRAM.

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Operating Income (Loss) by Business Unit

			Third Quarter						Second Quarter						Third Quarter						Nine months ended
			2022						2022						2021						2022						2021
CNBU			$	1,778		46%			$	1,562		45%			$	1,342		41%			$	4,864		45%			$	2,534		30%
MBU			640			33%			588			31%			683			34%			1,852			32%			1,517			29%
SBU			221			16%			178			15%			53			5%			551			15%			(2)			—%
EBU			504			35%			421			33%			282			26%			1,347			34%			539			19%
All Other			1			25%			1			50%			4			80%			5			50%			6			40%
			$	3,144					$	2,750					$	2,364					$	8,619					$	4,594

Percentages reflect operating income (loss) as a percentage of revenue for each business unit.

Changes in operating income or loss for each business unit for the third quarter of 2022 as compared to the second quarter of 2022 were as follows:

• CNBU operating income increased primarily due to higher bit shipments and manufacturing cost reductions, partially offset by declines in DRAM average selling prices.

• MBU operating income increased primarily due to higher bit shipments and manufacturing cost reductions.

• SBU operating income increased primarily due to increases in bit shipments.

• EBU operating income increased primarily due to higher bit shipments of DRAM and NAND as well as an increase in average selling prices for NAND.

Changes in operating income or loss for each business unit for the third quarter and first nine months of 2022 as compared to the corresponding periods of 2021 were as follows:

• CNBU operating income increased primarily due to increases in bit shipments and manufacturing cost reductions.

• MBU operating income decreased for the third quarter of 2022 as compared to the third quarter of 2021, primarily due to declines in mobile DRAM and NAND average selling prices, partially offset by manufacturing cost reductions and increases in NAND bit shipments. MBU operating income increased for the first nine months of 2022 as compared to the first nine months of 2021, primarily due to increases in bit shipments, higher average selling prices for mobile DRAM, and NAND manufacturing cost reductions.

• SBU operating income increased primarily due to increases in average selling prices, manufacturing cost reductions, and increases in bit shipments, partially offset by higher R&D expenses.

• EBU operating income increased primarily due to manufacturing cost reductions from an increasing mix of leading edge bits, higher bit shipments, and improved DRAM pricing in industrial and consumer markets, partially offset by higher R&D expenses.

Operating Expenses and Other

Research and Development**:** R&D expenses vary primarily with the number of development and pre-qualification wafers processed, the cost of advanced equipment dedicated to new product and process development, and personnel costs. Because of the lead times necessary to manufacture our products, we typically begin to process wafers before completion of performance and reliability testing. Development of a product is deemed complete when it is qualified through internal reviews and tests for performance and reliability. R&D expenses can vary significantly depending on the timing of product qualification.

R&D expenses for the third quarter of 2022 were relatively unchanged as compared to the second quarter of 2022 and were 15% higher as compared to the third quarter of 2021 primarily due to increases in employee compensation and depreciation expense. R&D expenses for the first nine months of 2022 were 16% higher as compared to the first nine months of 2021 primarily due to increases in employee compensation, higher volumes of development and prequalification wafers, and higher depreciation expense.

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Selling, General, and Administrative**:** SG&A expenses for the third quarter of 2022 were relatively unchanged as compared to the second quarter of 2022. SG&A expenses for the third quarter and first nine months of 2022 increased 15% and 19%, respectively, as compared to the corresponding periods of 2021, primarily due to increases in employee compensation, professional services, and legal fees.

Income Taxes**:** Our income tax (provision) benefit consisted of the following:

			Third Quarter			Second Quarter			Third Quarter			Nine months ended
			2022			2022			2021			2022			2021
Income before taxes			$	2,988		$	2,509		$	1,806		$	8,018		$	3,282
Income tax (provision) benefit			(358)			(255)			(65)			(832)			(164)
Effective tax rate			12.0		%	10.2		%	3.6		%	10.4		%	5.0		%

Changes to our effective tax rate in the periods presented were primarily due to the geographic mix of our earnings, a valuation allowance recorded against our Idaho deferred tax assets, and tax impacts of changes in foreign currency exchange rates.

On March 16, 2022, the Idaho governor signed a new law that changed the way corporations calculate Idaho taxable income. This new law is expected to reduce our Idaho taxable income, and consequently, we do not expect to utilize our tax credits in Idaho for the foreseeable future. As a result, we recorded a discrete valuation allowance against our Idaho deferred tax assets and an increase to tax expense of $189 million in the third quarter of 2022.

We operate in a number of jurisdictions outside the United States, including Singapore, where we have tax incentive arrangements. These incentives expire, in whole or in part, at various dates through 2034 and are conditional, in part, upon meeting certain business operations and employment thresholds. The effect of tax incentive arrangements reduced our tax provision by $361 million (benefiting our diluted earnings per share by $0.32) for the third quarter of 2022, $304 million ($0.27 per diluted share) for the second quarter of 2022, $276 million ($0.24 per diluted share) for the third quarter of 2021, $955 million ($0.85 per diluted share) for the first nine months of 2022, and $377 million ($0.33 per diluted share) for the first nine months of 2021.

Beginning in 2023, provisions in the Tax Cuts and Jobs Act of 2017 will require us to capitalize and amortize R&D expenditures rather than deducting the costs as incurred. Unless the effective date is deferred or the law is repealed, we expect a low-to-mid-single-digit increase to our effective tax rate for several years.

Various tax reforms are being considered in multiple jurisdictions that, if enacted, contain provisions that could increase our tax expense. We continue to monitor the potential impact of these various tax reform proposals to our overall global effective tax rate and financial statements.

See “Item 1. Financial Statements – Notes to Consolidated Financial Statements – Income Taxes.”

Other: Further discussion of other items can be found in “Item 1. Financial Statements – Notes to Consolidated Financial Statements.”

Liquidity and Capital Resources

Our primary sources of liquidity are cash generated from operations and financing obtained from capital markets and financial institutions. Cash generated from operations is highly dependent on selling prices for our products, which can vary significantly from period to period. We are continuously evaluating alternatives for efficiently funding our capital expenditures and ongoing operations. We expect, from time to time, to engage in a variety of financing transactions for such purposes, including the issuance of securities. As of June 2, 2022, $2.50 billion was available to draw under our Revolving Credit Facility.

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Cash and marketable investments totaled $11.87 billion as of June 2, 2022 and $10.40 billion as of September 2, 2021. Our cash and investments consist primarily of bank deposits, money market funds, and liquid investment-grade, fixed-income securities, which are diversified among industries and individual issuers. To mitigate credit risk, we invest through high-credit-quality financial institutions and by policy generally limit the concentration of credit exposure by restricting the amount of investments with any single obligor. As of June 2, 2022, $3.31 billion of our cash and marketable investments was held by our foreign subsidiaries.

To develop new product and process technology, support future growth, achieve operating efficiencies, and maintain product quality, we must continue to invest in manufacturing technologies, facilities and equipment, and R&D. We estimate capital expenditures in 2022 for property, plant, and equipment, net of partner contributions, to be approximately $12 billion. Capital expenditures for 2022 are driven by our continued 176-layer NAND transition, pilot line enablement for next generation NAND and DRAM, and continued infrastructure and prepayments to support the introduction of EUV lithography. Actual amounts for 2022 will vary depending on market conditions. As of June 2, 2022, we had purchase obligations of approximately $4.18 billion for the acquisition of property, plant, and equipment, of which approximately $3.56 billion is expected to be paid within one year. For a description of other contractual obligations, such as debt and leases, see “Item 1. Financial Statements – Notes to Consolidated Financial Statements – Leases” and “– Debt.”

On November 1, 2021, we issued $1 billion in aggregate principal amount of unsecured 2032 Green Bonds. Over time, we plan to allocate an amount equal to the net proceeds to fund eligible sustainability-focused projects involving renewable energy, green buildings, energy efficiency, water management, waste abatement, and a circular economy.

Our Board of Directors has authorized the discretionary repurchase of up to $10 billion of our outstanding common stock through open-market purchases, block trades, privately-negotiated transactions, derivative transactions, and/or pursuant to Rule 10b5-1 trading plans. The repurchase authorization has no expiration date, does not obligate us to acquire any common stock, and is subject to market conditions and our ongoing determination of the best use of available cash. Through June 2, 2022, we have repurchased an aggregate of $5.68 billion of the authorized amount. See “Item 1. Financial Statements – Notes to Consolidated Financial Statements – Equity.”

On June 30, 2022, our Board of Directors declared a quarterly dividend of $0.115 per share, payable in cash on July 26, 2022, to shareholders of record as of the close of business on July 11, 2022. The declaration and payment of any future cash dividends are at the discretion and subject to the approval of our Board of Directors. Our Board of Directors' decisions regarding the amount and payment of dividends will depend on many factors, including, but not limited to, our financial condition, results of operations, capital requirements, business conditions, debt service obligations, contractual restrictions, industry practice, legal requirements, regulatory constraints, and other factors that our Board of Directors may deem relevant.

We expect that our cash and investments, cash flows from operations, and available financing will be sufficient to meet our requirements at least through the next 12 months and thereafter for the foreseeable future.

Cash Flows

			Nine months ended
			2022			2021
Net cash provided by operating activities			$	11,404		$	8,584
Net cash provided by (used for) investing activities			(7,761)			(8,055)
Net cash provided by (used for) financing activities			(2,140)			(437)
Effect of changes in currency exchange rates on cash, cash equivalents, and restricted cash			(71)			44
Net increase (decrease) in cash, cash equivalents, and restricted cash			$	1,432		$	136

Operating Activities: Cash provided by operating activities reflects net income adjusted for certain non-cash items, including depreciation expense, amortization of intangible assets, asset impairments, and stock-based compensation, and the effects of changes in operating assets and liabilities. The increase in cash provided by operating activities for the first nine months of 2022 as compared to the first nine months of 2021 was primarily due to higher net income adjusted for non-cash items, partially offset by an increase in inventories and receivables.

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Investing Activities: For the first nine months of 2022, net cash used for investing activities consisted primarily of $8.45 billion of expenditures for property, plant, and equipment; inflows of $104 million of partner contributions for capital expenditures; $888 million of net inflows from the sale of the Lehi, Utah fab; and $137 million of net outflows from purchases, sales, and maturities of available-for-sale securities.

For the first nine months of 2021, net cash used for investing activities consisted primarily of $8.02 billion of expenditures for property, plant, and equipment; inflows of $342 million of partner contributions for capital expenditures; and $422 million of net outflows from purchases, sales, and maturities of available-for-sale securities.

Financing Activities: For the first nine months of 2022, net cash used for financing activities included $2.01 billion of repayments of debt primarily to redeem the 2023 Notes and 2024 Notes, $1.65 billion for the acquisition of 22.2 million shares of our common stock under our $10 billion share repurchase authorization, $335 million of cash payments of dividends to shareholders, and $132 million of payments on equipment purchase contracts. Cash used for financing activities was partially offset by aggregate proceeds of $2.00 billion from the issuance of the unsecured 2032 Green Bonds, 2041 Notes, and 2051 Notes. See “Item 1. Financial Statements – Notes to Consolidated Financial Statements – Debt.”

For the first nine months of 2021, net cash used for financing activities consisted primarily of $150 million for the acquisition of 1.7 million shares of our common stock under our $10 billion share repurchase authorization, $139 million of payments on equipment purchase contracts, and $156 million of repayments of debt, net of proceeds from new borrowings, partially offset by $148 million of proceeds from common stock issued in connection with employee equity plans. In the third quarter of 2021, we received proceeds of $1.19 billion from the new 2024 Term Loan A and used the proceeds to repay the $1.19 billion outstanding under the Extinguished 2024 Term Loan A.

Critical Accounting Estimates

For a discussion of our critical accounting estimates, see “Part II – Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Estimates” of our Annual Report on Form 10-K for the year ended September 2, 2021. There have been no changes to our critical accounting estimates since our Annual Report on Form 10-K for the year ended September 2, 2021.