adi-20260801

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

Form 10-Q

(Mark One)


☑			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended August 1, 2026


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File No. 1-7819

Analog Devices, Inc.

(Exact name of registrant as specified in its charter)

Massachusetts

04-2348234

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

One Analog Way,

Wilmington,

01887

(Address of principal executive offices)

(Zip Code)

(781) 935-5565

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock $0.16 2/3 par value per share	ADI	Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☑ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☑ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☑

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☑

As of August 1, 2026 there were 484,565,465 shares of common stock of the registrant, $0.16 2/3 par value per share, outstanding.

PART I — FINANCIAL INFORMATION


ITEM 1.			Financial Statements

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(Unaudited)

(in thousands, except per share amounts)


	Three Months Ended				Nine Months Ended
	August 1, 2026		August 2, 2025		August 1, 2026		August 2, 2025
Revenue	$	4,021,899	$	2,880,348	$	10,805,627	$	7,943,590
Cost of sales	1,314,355		1,090,600		3,613,309		3,111,929
Gross margin	2,707,544		1,789,748		7,192,318		4,831,661
Operating expenses:
Research and development	533,480		454,251		1,510,203		1,298,980
Selling, marketing, general and administrative	397,326		325,706		1,105,389		913,171
Amortization of intangibles	187,985		187,415		563,285		562,245
Special charges, net	(24,216)		4,348		23,766		69,980
Total operating expenses	1,094,575		971,720		3,202,643		2,844,376
Operating income:	1,612,969		818,028		3,989,675		1,987,285
Nonoperating expense (income):
Interest expense	88,728		79,592		262,692		229,559
Interest income	(25,377)		(27,083)		(86,199)		(72,295)
Other, net	3,749		2,110		(3,386)		5,108
Total nonoperating expense (income)	67,100		54,619		173,107		162,372
Income before income taxes	1,545,869		763,409		3,816,568		1,824,913
Provision for income taxes	205,779		244,891		469,302		345,309
Net income	$	1,340,090	$	518,518	$	3,347,266	$	1,479,604

Shares used to compute earnings per common share – basic	486,021		494,390		487,500		495,560
Shares used to compute earnings per common share – diluted	488,837		496,726		490,317		497,865

Basic earnings per common share	$	2.76	$	1.05	$	6.87	$	2.99
Diluted earnings per common share	$	2.74	$	1.04	$	6.83	$	2.97

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(in thousands)


	Three Months Ended				Nine Months Ended
	August 1, 2026		August 2, 2025		August 1, 2026		August 2, 2025
Net income	$	1,340,090	$	518,518	$	3,347,266	$	1,479,604
Foreign currency translation adjustments	1,079		364		2,403		(548)

Change in fair value of derivative instruments designated as cash flow hedges, net	1,886		(6,359)		2,506		11,137
Changes in pension plans, net	187		542		582		1,582
Other comprehensive income (loss)	3,152		(5,453)		5,491		12,171
Comprehensive income	$	1,343,242	$	513,065	$	3,352,757	$	1,491,775

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited)

(in thousands, except share and per share amounts)


	August 1, 2026		November 1, 2025
ASSETS
Current Assets
Cash and cash equivalents	$	2,165,870	$	2,499,406
Short-term investments	159,064		1,152,915
Accounts receivable	2,389,577		1,436,075
Inventories	1,931,496		1,656,323



Prepaid expenses and other current assets	426,523		363,342
Total current assets	7,072,530		7,108,061
Non-current Assets

Net property, plant and equipment	3,351,981		3,315,696
Goodwill	27,988,737		26,945,180
Intangible assets, net	7,468,220		8,013,815
Deferred tax assets	1,689,972		1,867,102

Other assets	852,977		742,858
Total non-current assets	41,351,887		40,884,651
TOTAL ASSETS	$	48,424,417	$	47,992,712
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current Liabilities
Accounts payable	$	682,167	$	543,760


Income taxes payable	461,804		610,370
Debt, current	1,344,855		—
Commercial paper notes	1,005,104		446,639

Accrued liabilities	2,162,324		1,645,032
Total current liabilities	5,656,254		3,245,801
Non-current Liabilities
Long-term debt	6,771,624		8,145,066
Deferred income taxes	1,837,959		2,163,281

Income taxes payable	90,723		100,963

Other non-current liabilities	516,960		521,846
Total non-current liabilities	9,217,266		10,931,156

Shareholders’ Equity
Preferred stock, $1.00 par value, 471,934 shares authorized, none outstanding	—		—
Common stock, $0.16 2/3 par value, 1,200,000,000 shares authorized, 484,565,465 shares outstanding (489,654,097 on November 1, 2025)	80,762		81,611
Capital in excess of par value	21,288,447		23,349,185
Retained earnings	12,330,779		10,539,541
Accumulated other comprehensive loss	(149,091)		(154,582)
Total shareholders’ equity	33,550,897		33,815,755
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY	$	48,424,417	$	47,992,712

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(Unaudited)

(in thousands)


	Three Months Ended August 1, 2026
				Capital in				Accumulated Other
	Common Stock			Excess of		Retained		Comprehensive
	Shares	Amount		Par Value		Earnings		Loss








BALANCE, MAY 2, 2026	487,087	$	81,183	$	22,287,095	$	11,525,998	$	(152,243)

Net income						1,340,090
Dividends declared and paid - $1.10 per share						(535,309)

Issuance of stock under stock plans and other	360	59		61,625
Stock-based compensation expense				96,255
Other comprehensive income								3,152
Common stock repurchased	(2,882)	(480)		(1,156,528)
BALANCE, AUGUST 1, 2026	484,565	$	80,762	$	21,288,447	$	12,330,779	$	(149,091)

	Nine Months Ended August 1, 2026
				Capital in				Accumulated Other
	Common Stock			Excess of		Retained		Comprehensive
	Shares	Amount		Par Value		Earnings		Loss
BALANCE, NOVEMBER 1, 2025	489,654	$	81,611	$	23,349,185	$	10,539,541	$	(154,582)
Net income						3,347,266
Dividends declared and paid - $3.19 per share						(1,556,028)
Issuance of stock under stock plans and other	2,023	337		120,834
Stock-based compensation expense				263,651
Other comprehensive income								5,491
Common stock repurchased	(7,112)	(1,186)		(2,445,223)
BALANCE, AUGUST 1, 2026	484,565	$	80,762	$	21,288,447	$	12,330,779	$	(149,091)

See accompanying notes.


	Three Months Ended August 2, 2025
				Capital in				Accumulated Other
	Common Stock			Excess of		Retained		Comprehensive
	Shares	Amount		Par Value		Earnings		Loss







BALANCE, MAY 3, 2025	496,248	$	82,710	$	24,885,204	$	10,210,338	$	(167,632)

Net income						518,518
Dividends declared and paid - $0.99 per share						(490,161)
Issuance of stock under stock plans and other	388	65		42,702
Stock-based compensation expense				84,703
Other comprehensive loss								(5,453)
Common stock repurchased	(4,681)	(781)		(1,074,371)
BALANCE, AUGUST 2, 2025	491,955	$	81,994	$	23,938,238	$	10,238,695	$	(173,085)

	Nine Months Ended August 2, 2025
				Capital in				Accumulated Other
	Common Stock			Excess of		Retained		Comprehensive
	Shares	Amount		Par Value		Earnings		Loss
BALANCE, NOVEMBER 2, 2024	496,297	$	82,718	$	25,082,243	$	10,196,612	$	(185,256)
Net income						1,479,604
Dividends declared and paid - $2.90 per share						(1,437,521)
Issuance of stock under stock plans and other	2,291	382		103,947
Stock-based compensation expense				235,108
Other comprehensive income								12,171
Common stock repurchased	(6,633)	(1,106)		(1,483,060)
BALANCE, AUGUST 2, 2025	491,955	$	81,994	$	23,938,238	$	10,238,695	$	(173,085)

See accompanying notes.

ANALOG DEVICES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited)

(in thousands)


	Nine Months Ended
	August 1, 2026		August 2, 2025
Cash flows from operating activities:
Net income	$	3,347,266	$	1,479,604
Adjustments to reconcile net income to net cash provided by operations:
Depreciation	315,298		301,323
Amortization of intangibles	1,160,358		1,202,179

Stock-based compensation expense	263,651		235,108



Deferred income taxes	(281,941)		(97,318)

Other	(19,377)		(1,496)
Changes in operating assets and liabilities	(940,740)		(8,008)
Total adjustments	497,249		1,631,788
Net cash provided by operating activities	3,844,515		3,111,392
Cash flows from investing activities:
Purchases of short-term available-for-sale investments	—		(1,150,240)
Maturities of short-term available-for-sale investments	990,657		372,778

Additions to property, plant and equipment, net	(392,677)		(318,399)
Proceeds from sale of property, plant and equipment, net	—		58,892
Proceeds from sale of a subsidiary, net	96,592		—
Payments for acquisitions, net of cash acquired	(1,536,049)		(45,652)
Other	(32,425)		(13,595)
Net cash used for investing activities	(873,902)		(1,096,216)
Cash flows from financing activities:

Proceeds from debt	—		1,490,785





Debt repayments	—		(399,998)
Proceeds from commercial paper notes	13,061,198		6,867,508
Payments of commercial paper notes	(12,502,732)		(6,866,581)
Repurchase of common stock	(2,446,409)		(1,484,166)
Dividend payments to shareholders	(1,556,028)		(1,437,521)
Proceeds from employee stock plans	121,171		104,329

Other	18,651		40,317
Net cash used for financing activities	(3,304,149)		(1,685,327)

Net (decrease) increase in cash and cash equivalents	(333,536)		329,849
Cash and cash equivalents at beginning of period	2,499,406		1,991,342
Cash and cash equivalents at end of period	$	2,165,870	$	2,321,191

See accompanying notes.

ANALOG DEVICES, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND NINE MONTHS ENDED AUGUST 1, 2026 (UNAUDITED)

(all tabular amounts in thousands except per share amounts and percentages)

Note 1 – Basis of Presentation

In the opinion of management, the information furnished in the accompanying condensed consolidated financial statements reflects all normal recurring adjustments that are necessary to fairly state the results for these interim periods and should be read in conjunction with Analog Devices, Inc.’s (the Company) Annual Report on Form 10-K for the fiscal year ended November 1, 2025 (fiscal 2025) and related notes. The results of operations for the interim periods shown in this report are not necessarily indicative of the results that may be expected for the fiscal year ending October 31, 2026 (fiscal 2026) or any future period.

The Company has a 52-53 week fiscal year that ends on the Saturday closest to the last day in October. Certain prior-year amounts have been reclassified to conform to the fiscal 2026 presentation.

Note 2 – Shareholders’ Equity

As of August 1, 2026, the Company’s Board of Directors had authorized the repurchase of an aggregate of $26.7 billion of its common stock under its common stock repurchase program and $7.4 billion remained available for repurchases under the program.

Note 3 – Accumulated Other Comprehensive (Loss) Income

The following table provides the changes in accumulated other comprehensive (loss) income (AOCI) by component and the related tax effects during the first nine months of fiscal 2026.


	Foreign currency translation adjustment		Unrealized holding gains/losses on derivatives		Pension plans		Total
November 1, 2025	$	(71,700)	$	(69,777)	$	(13,105)	$	(154,582)
Other comprehensive income before reclassifications	2,403		(4,015)		—		(1,612)
Amounts reclassified out of other comprehensive income	—		8,275		582		8,857
Tax effects	—		(1,754)		—		(1,754)
Other comprehensive income	2,403		2,506		582		5,491

August 1, 2026	$	(69,297)	$	(67,271)	$	(12,523)	$	(149,091)

The amounts reclassified out of AOCI into the Condensed Consolidated Statements of Income and the Condensed Consolidated Statements of Shareholders’ Equity with presentation location during each period were as follows:


	Three Months Ended				Nine Months Ended
Comprehensive (Loss) Income Component	August 1, 2026		August 2, 2025		August 1, 2026		August 2, 2025		Location
Unrealized holding gains/losses on derivatives:
Currency forwards	$	(1,586)	$	1,616	$	(1,514)	$	483	Cost of sales
	(810)		949		(134)		220		Research and development
	(1,577)		1,606		(1,270)		(442)		Selling, marketing, general and administrative

Interest rate derivatives	3,731		3,731		11,193		11,193		Interest expense

	(242)		7,902		8,275		11,454		Total before tax
	253		(1,135)		(1,437)		(2,143)		Tax










Total amounts reclassified out of AOCI, net of tax	$	11	$	6,767	$	6,838	$	9,311

Note 4 – Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share:


	Three Months Ended				Nine Months Ended
	August 1, 2026		August 2, 2025		August 1, 2026		August 2, 2025
Net income	$	1,340,090	$	518,518	$	3,347,266	$	1,479,604



Basic shares:
Weighted-average shares outstanding	486,021		494,390		487,500		495,560
Earnings per common share basic:	$	2.76	$	1.05	$	6.87	$	2.99
Diluted shares:
Weighted-average shares outstanding	486,021		494,390		487,500		495,560
Assumed exercise of common stock equivalents	2,816		2,336		2,817		2,305
Weighted-average common and common equivalent shares	488,837		496,726		490,317		497,865
Earnings per common share diluted:	$	2.74	$	1.04	$	6.83	$	2.97
Anti-dilutive shares related to:
Outstanding stock-based awards	—		134		42		125

Note 5 – Special Charges, Net

Liabilities related to special charges, net are included in Accrued liabilities in the Condensed Consolidated Balance Sheets. The activity is detailed below:


Accrued Special Charges	Global Repositioning Actions















































Balance at November 1, 2025	$	4,115
Employee severance costs, net	29,085

Severance payments	(1,952)


Balance at January 31, 2026	$	31,248


Severance payments	(17,858)



Balance at May 2, 2026	$	13,390


Severance payments	(6,377)


Balance at August 1, 2026	$	7,013

The Company recorded net special charges of $32.4 million as part of its Global Repositioning Actions in the nine months ended August 1, 2026. The Global Repositioning Actions were part of a transformation initiative aimed at aligning the Company’s enterprise strategy and organizational design and streamlining its operations to achieve its long-term strategic plan. The special charges include severance costs, in accordance with the Company’s ongoing benefit plan or statutory requirements at foreign locations, related to the termination of certain employees in manufacturing, engineering and selling, marketing, general and administrative roles.

During the first quarter of fiscal 2026, the Company entered into a sublease agreement for its leased property in San Jose, California. As a result of the sublease transaction, the Company recorded an impairment charge of $15.6 million in net special charges, which represented the excess carrying value of the associated asset group over its estimated fair value. The Company estimated fair value using cash flows from the estimated net sublease rental income discounted at a market rate.

During the third quarter of fiscal 2026, the Company completed the sale of a subsidiary in Penang, Malaysia, which included its facility and certain equipment previously classified as held for sale. The Company recorded a gain on this sale of approximately $24.2 million in Special charges, net.

Note 6 – Industry and Segment Information

The Company’s Chief Executive Officer and Chair has been identified as its Chief Operating Decision Maker (CODM). The following table presents a summary of consolidated net income inclusive of significant segment expenses and other expense information provided to the CODM:


	Three Months Ended				Nine Months Ended
	August 1, 2026		August 2, 2025		August 1, 2026		August 2, 2025
Revenue	$	4,021,899	$	2,880,348	$	10,805,627	$	7,943,590
Less:
Cost of sales, including human capital expenses therein	1,314,355		1,090,600		3,613,309		3,111,929
Operating expenses:
Employee compensation costs	695,060		572,258		1,938,338		1,570,972
Amortization of acquired intangible assets	187,985		187,415		563,285		562,245
Research and development related costs (excluding employee compensation costs)	137,557		125,514		416,592		389,440
Special charges, net	(24,216)		4,348		23,766		69,980

Other operating expense (excluding employee compensation costs) (1)	98,189		82,185		260,662		251,739
Nonoperating expense (income)	67,100		54,619		173,107		162,372
Provision for income taxes	205,779		244,891		469,302		345,309
Net income	$	1,340,090	$	518,518	$	3,347,266	$	1,479,604

_______________________________________

(1)Includes depreciation and amortization expenses, facilities expenses, legal expenses, acquisition related transaction costs and other discretionary expenses.

Revenue Trends by End Market

The following tables summarize revenue by end market. The categorization of revenue by end market is determined using a variety of data points including the technical characteristics of the product, the “sold to” customer information, the “ship to” customer information and the end customer product or application into which the Company’s product will be incorporated. The assignment of products to end markets may change over time. When this occurs, the Company reclassifies revenue by end market for prior periods. Such reclassifications typically do not materially change the sizing of, or the underlying trends of results within, each end market.


	Three Months Ended
	August 1, 2026						August 2, 2025
	Revenue		% of Revenue*		Y/Y%		Revenue		% of Revenue*
Industrial	$	1,971,926	49	%	53	%	$	1,292,988	45	%
Automotive	998,227		25	%	16	%	857,146		30	%
Communications	654,515		16	%	84	%	354,768		12	%
Consumer	397,231		10	%	6	%	375,446		13	%


Total revenue	$	4,021,899	100	%	40	%	$	2,880,348	100	%

	Nine Months Ended
	August 1, 2026						August 2, 2025
	Revenue		% of Revenue*		Y/Y%		Revenue		% of Revenue*
Industrial	$	5,269,825	49	%	50	%	$	3,512,896	44	%
Automotive	2,685,246		25	%	9	%	2,454,845		31	%
Communications	1,659,553		15	%	72	%	965,036		12	%
Consumer	1,191,003		11	%	18	%	1,010,813		13	%
Total revenue	$	10,805,627	100	%	36	%	$	7,943,590	100	%

* The sum of the individual percentages may not equal the total due to rounding.

Revenue by Sales Channel

The following tables summarize revenue by sales channel. The Company sells its products globally through a direct sales force, third-party distributors, independent sales representatives and via its website. Distributors are customers that buy products with the intention of reselling them. Direct customers are non-distributor customers and consist primarily of original equipment manufacturers. Other customers include the U.S. government, government prime contractors and certain commercial customers for which revenue is recorded over time.


	Three Months Ended
	August 1, 2026				August 2, 2025
Channel	Revenue		% of Revenue*		Revenue		% of Revenue*
Distributors	$	2,327,081	58	%	$	1,592,407	55	%
Direct customers	1,588,639		39	%	1,240,924		43	%
Other	106,179		3	%	47,017		2	%
Total revenue	$	4,021,899	100	%	$	2,880,348	100	%

	Nine Months Ended
	August 1, 2026				August 2, 2025
Channel	Revenue		% of Revenue*		Revenue		% of Revenue*
Distributors	$	6,140,687	57	%	$	4,447,959	56	%
Direct customers	4,485,859		42	%	3,386,571		43	%
Other	179,081		2	%	109,060		1	%
Total revenue	$	10,805,627	100	%	$	7,943,590	100	%

* The sum of the individual percentages may not equal the total due to rounding.

Note 7 – Fair Value

Assets and Liabilities Recorded at Fair Value on a Recurring Basis

The tables below, set forth by level, present the Company’s financial assets and liabilities, excluding accrued interest components that were accounted for at fair value on a recurring basis as of August 1, 2026 and November 1, 2025. The tables exclude cash on hand and assets and liabilities that are measured at historical cost or any basis other than fair value. As of August 1, 2026 and November 1, 2025, the Company held $1.1 billion and $1.4 billion, respectively, of cash that is excluded from the tables below.


	August 1, 2026
	Fair Value Measurement at Reporting Date Using:
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Total
Assets
Cash equivalents:
Available-for-sale:
Government and institutional money market funds	$	715,175	$	—	$	715,175
Corporate obligations (1)	—		338,091		338,091

Short-term investments:
Available-for-sale:







Corporate obligations (1)	—		159,064		159,064





Other assets:
Forward foreign currency exchange contracts (2)	—		7,256		7,256
Deferred compensation plan investments	128,158		—		128,158

Total assets measured at fair value	$	843,333	$	504,411	$	1,347,744
Liabilities

Forward foreign currency exchange contracts (2)	$	—	$	10,535	$	10,535
Interest rate derivatives (3)	—		42,478		42,478
Total liabilities measured at fair value	$	—	$	53,013	$	53,013

(1)The amortized cost of the Company’s investments classified as available-for-sale as of August 1, 2026 was $498.3 million.

(2)The Company has master netting arrangements by counterparty with respect to derivative contracts. See Note 8, Derivatives, in these Notes to Condensed Consolidated Financial Statements for more information related to the Company’s master netting arrangements.

(3)The carrying value of the related debt was adjusted by an equal and offsetting amount. The fair value of interest rate derivatives is estimated using a discounted cash flow analysis based on the contractual terms of the derivatives. See Note 8, Derivatives, in these Notes to Condensed Consolidated Financial Statements.


	November 1, 2025
	Fair Value Measurement at Reporting Date Using:
	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Total
Assets
Cash equivalents:
Available-for-sale:
Government and institutional money market funds	$	740,730	$	—	$	740,730
Corporate obligations (1)	—		397,707		397,707
Short-term investments (2):
Available-for-sale:

Corporate obligations (1)	—		656,839		656,839
Bank obligations (1)	—		496,076		496,076




Other assets:
Forward foreign currency exchange contracts (3)	—		6,708		6,708
Deferred compensation plan investments	105,188		—		105,188

Total assets measured at fair value	$	845,918	$	1,557,330	$	2,403,248
Liabilities

Forward foreign currency exchange contracts (3)	$	—	$	7,975	$	7,975
Interest rate derivatives (4)	—		12,550		12,550
Total liabilities measured at fair value	$	—	$	20,525	$	20,525

(1)The amortized cost of the Company’s investments classified as available-for-sale as of November 1, 2025 was $1.6 billion.

(2)Available-for-sale securities are classified as current assets on the Condensed Consolidated Balance Sheets if the securities are available to be converted into cash to fund current operations.

(3)The Company has master netting arrangements by counterparty with respect to derivative contracts. See Note 8, Derivatives, in these Notes to Condensed Consolidated Financial Statements for more information related to the Company’s master netting arrangements.

(4)The carrying value of the related debt was adjusted by an equal and offsetting amount. The fair value of interest rate derivatives is estimated using a discounted cash flow analysis based on the contractual terms of the derivatives. See Note 8, Derivatives, in these Notes to Condensed Consolidated Financial Statements.

Assets and Liabilities Not Recorded at Fair Value on a Recurring Basis

San Jose, California leased property asset group — As a result of a sublease transaction involving a leased property

in San Jose, California, the Company estimated the fair value of the sublease assets using discounted cash flows from the estimated net sublease rental income discounted at a market rate and recorded an impairment charge which represented the excess carrying value of the asset group associated with the leased property over its estimated fair value. These assets are considered a Level 2 fair value measurement. See Note 5, Special Charges, Net, in these Notes to Condensed Consolidated Financial Statements for additional information.

Debt — The table below presents the estimated fair values of certain financial instruments not recorded at fair value on a recurring basis. Given the short tenure of the Company’s commercial paper notes, the carrying value of the outstanding commercial paper notes approximates the fair values, and therefore, are excluded from the table below ($1.0 billion and $0.4 billion as of August 1, 2026 and November 1, 2025, respectively). The fair values of the senior unsecured notes are obtained from broker prices and are classified as Level 1 measurements according to the fair value hierarchy.


	August 1, 2026				November 1, 2025
	Principal Amount Outstanding		Fair Value		Principal Amount Outstanding		Fair Value

2026 Notes, due December 2026	900,000		897,938		900,000		895,623
2027 Notes, due June 2027	440,212		437,134		440,212		436,916
2028 Notes, due June 2028	850,000		846,187		850,000		856,345
2028 Notes, due October 2028	750,000		705,821		750,000		704,186
2030 Notes, due June 2030	650,000		643,874		650,000		659,834
2031 Notes, due October 2031	1,000,000		872,143		1,000,000		884,390
2032 Notes, due October 2032	300,000		294,449		300,000		301,546
2034 Notes, due April 2034	550,000		544,285		550,000		571,370
2036 Notes, due December 2036	144,278		134,210		144,278		138,756
2041 Notes, due October 2041	750,000		523,880		750,000		555,925
2045 Notes, due December 2045	332,587		304,327		332,587		327,992
2051 Notes, due October 2051	1,000,000		603,881		1,000,000		662,609
2054 Notes, due April 2054	550,000		496,578		550,000		541,087
Total senior unsecured notes	$	8,217,077	$	7,304,707	$	8,217,077	$	7,536,579

Note 8 – Derivatives

Foreign Exchange Exposure Management — The total notional amounts of forward foreign currency derivative instruments designated as hedging instruments of cash flow hedges as of August 1, 2026 and November 1, 2025 were $495.2 million and $297.0 million, respectively, and the fair values of these instruments in the Company’s Condensed Consolidated Balance Sheets were as follows:


		Fair Value At
	Balance Sheet Location	August 1, 2026		November 1, 2025
Forward foreign currency exchange contracts	Prepaid expenses and other current assets	$	1,195	$	4,403
Forward foreign currency exchange contracts	Accrued liabilities	$	7,623	$	4,399

As of August 1, 2026 and November 1, 2025, the total notional amounts of undesignated hedges related to forward foreign currency exchange contracts were $455.1 million and $207.3 million, respectively, and the fair values of undesignated hedges in the Company’s Condensed Consolidated Balance Sheets were as follows:


		Fair Value At
	Balance Sheet Location	August 1, 2026		November 1, 2025
Undesignated hedges related to forward foreign currency exchange contracts	Prepaid expenses and other current assets	$	6,061	$	2,305
Undesignated hedges related to forward foreign currency exchange contracts	Accrued liabilities	$	2,912	$	3,576

Interest Rate Exposure Management — The Company does not consider the risk of counterparty default to be significant. The gain or loss on the Company’s interest rate swap transactions attributable to the hedged benchmark interest rate risk and the offsetting gain or loss on the related interest rate swaps were recorded as follows:


	August 1, 2026				November 1, 2025
Balance Sheet Location	Loss on Swaps		Gain on Note		Loss on Swaps		Gain on Note
Accrued liabilities	$	42,478	$	—	$	12,550	$	—
Long-term debt	$	—	$	42,478	$	—	$	12,550

For further information on the unrealized holding gains (losses) on derivatives included in and reclassified out of AOCI into the Condensed Consolidated Statements of Income related to forward foreign currency exchange contracts, see Note 3, Accumulated Other Comprehensive (Loss) Income, in these Notes to Condensed Consolidated Financial Statements.

Note 9 – Inventories

Inventories at August 1, 2026 and November 1, 2025 were as follows:


	August 1, 2026		November 1, 2025
Raw materials	$	85,123	$	70,183
Work in process	1,458,059		1,218,625
Finished goods	388,314		367,515
Total inventories	$	1,931,496	$	1,656,323

Note 10 – Debt

Revolving Credit Agreements

On July 2, 2026, the Company entered into a Credit Agreement (the 364-Day Revolving Credit Agreement) with Bank of America, N.A. as administrative agent and the other banks identified therein as lenders. The 364-Day Revolving Credit Agreement provides for a 364-day unsecured revolving credit facility in an aggregate principal amount not to exceed $3.0 billion, expiring on July 1, 2027. The 364-Day Revolving Credit Agreement is in addition to the Fourth Amended and Restated Credit Agreement, dated as of April 11, 2025, with Bank of America, N.A. as administrative agent and the other banks identified therein as lenders.

Both agreements contain customary representations and warranties, and affirmative and negative covenants and events of default applicable to the Company and its subsidiaries. As of August 1, 2026, the Company was in compliance with these covenants.

Note 11 – Acquisitions

Empower Semiconductor

On July 7, 2026, the Company completed the acquisition of all of the voting interests of Empower Semiconductor, Inc. (Empower), a provider of integrated voltage regulators and power management solutions, for approximately $1.5 billion. The acquisition was accounted for as a business combination. The preliminary purchase price allocation resulted in the recognition of $1.0 billion of goodwill, $0.6 billion of intangible assets, primarily technology-based, and $0.1 billion of deferred tax liabilities. The goodwill is attributable to the expected future economic benefits arising from the acquisition, including the enhancement of the Company’s power technology portfolio. None of the goodwill is expected to be deductible for tax purposes. Revenue and earnings attributable to Empower since the acquisition date were immaterial to the Company's condensed consolidated financial statements. The Company recognized approximately $23.4 million of transaction-related costs, including legal, accounting and other related fees that were expensed during the third quarter of fiscal 2026. These costs are included in the Condensed Consolidated Statement of Income in Operating expenses within Selling, marketing, general and administrative expenses.

The purchase accounting for the acquisition is preliminary and remains subject to adjustment as the Company completes its valuation of assets acquired and liabilities assumed. The Company expects to complete the purchase accounting within one year of the acquisition date.

Note 12 – Goodwill and Intangible Assets

Goodwill

The following table presents the changes in goodwill during the first nine months of fiscal 2026:




Balance as of November 1, 2025	$	26,945,180
Acquisition of Empower (Note 11)	1,028,880
Net other acquisitions and dispositions	14,677
Balance as of August 1, 2026	$	27,988,737

Intangible Assets

As of August 1, 2026 and November 1, 2025, the Company’s intangible assets consisted of the following:


	August 1, 2026				November 1, 2025
	Gross Carrying Amount		Accumulated Amortization		Gross Carrying Amount		Accumulated Amortization
Customer relationships	$	10,366,740	$	5,874,473	$	10,335,903	$	5,311,189
Technology-based	8,201,637		5,225,684		7,617,866		4,628,765
Trade-name	72,200		72,200		72,200		72,200
Assembled workforce	1,800		1,800		1,800		1,800


Total	$	18,642,377	$	11,174,157	$	18,027,769	$	10,013,954

Note 13 – Income Taxes

The Company’s effective tax rates for the three- and nine-month periods ended August 1, 2026 were below the U.S. statutory tax rate of 21% due to lower statutory tax rates applicable to the Company's operations in the foreign jurisdictions in which it earns income.

During fiscal 2025, the Company received an assessment from the U.S. Internal Revenue Service (IRS) for fiscal 2018 and fiscal 2019, totaling approximately $267.0 million. The assessment excludes any penalties and interest. The assessment pertains to transfer pricing arrangements between the Company and one of its wholly-owned foreign subsidiaries. The Company firmly disagrees with this assessment and maintains that its transfer pricing is appropriate. Consequently, the Company has not recorded any additional tax liability related to fiscal 2018 and fiscal 2019 in relation to this issue, nor to any other periods. The Company intends to vigorously defend its original tax return position and is preparing for an appeal with the IRS. Should the IRS ultimately prevail regarding its assessments for fiscal 2018 and fiscal 2019, such a resolution, along with any potential impact on subsequent fiscal years, could have a material adverse effect on the Company’s income tax expense and net earnings in future periods.

Note 14 – New Accounting Pronouncements

Standards Implemented

Income Taxes

In December 2023, the Federal Accounting Standards Board (FASB) issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. ASU 2023-09 requires the disaggregation of information in existing income tax disclosures related to the effective tax rate reconciliation and income taxes paid. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. The Company adopted this ASU in fiscal 2026 and will include required financial statement disclosures in its Annual Report on Form 10-K for fiscal 2026.

Standards to Be Implemented

Disaggregation of Income Statement Expenses

In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses, requiring public companies to disaggregate key expense categories such as inventory purchases, employee compensation and depreciation in their financial statements. This aims to improve investor insights into company performance. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact adoption will have on its financial statement disclosures.

Note 15 – Subsequent Events

On August 18, 2026, the Board of Directors of the Company declared a cash dividend of $1.10 per outstanding share of common stock. The dividend will be paid on September 15, 2026 to all shareholders of record at the close of business on September 1, 2026 and is expected to total approximately $533.0 million.


ITEM 2.			Management’s Discussion and Analysis of Financial Condition and Results of Operations

This information should be read in conjunction with the unaudited condensed consolidated financial statements and related notes included in Part I, Item 1 of this Quarterly Report on Form 10-Q and the audited consolidated financial statements and related notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the fiscal year ended November 1, 2025 (fiscal 2025).

This Quarterly Report on Form 10-Q, including the following discussion, contains forward-looking statements regarding future events and our future results that are subject to the safe harbor created under the Private Securities Litigation Reform Act of 1995 and other safe harbors under the Securities Act of 1933 and the Securities Exchange Act of 1934. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. These statements are based on current expectations, estimates, forecasts and projections about the industries in which we operate and the beliefs and assumptions of our management. Words such as “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continues,” “potential,” “may,” “could” and “will,” and variations of such words and similar expressions are intended to identify such forward-looking statements, however, the absence of the foregoing words or expressions does not mean that a statement is not forward-looking. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors.

The following important factors and uncertainties, among others, could cause actual results to differ materially from those described in the forward-looking statements: economic, political, legal and regulatory uncertainty or conflicts; recently announced and future tariffs and other trade restrictions; changes in export classifications, import and export regulations or duties and tariffs; changes in demand for semiconductor products; performance of independent distributors; manufacturing delays, product and raw materials availability and supply chain disruptions; products may be diverted from our authorized distribution channels; our development of technologies and research and development investments; our ability to compete successfully in the markets in which we operate; our future liquidity, capital needs and capital expenditures; our ability to recruit and retain key personnel; risks related to acquisitions or other strategic transactions; unanticipated difficulties or expenditures relating to integrating acquired businesses; security breaches or other cyber incidents; risks related to the use of artificial intelligence in our business operations, products and services; adverse results in litigation; the outcome of any regulatory actions, including governmental inquiries, investigations or enforcement proceedings in the event of noncompliance or alleged noncompliance with laws or regulations; reputational damage; changes in our estimates of our expected tax rates based on current tax law; risks related to our indebtedness; the discretion of our Board of Directors to declare dividends and our ability to pay dividends in the future; factors impacting our ability to repurchase shares; and uncertainty as to the long-term value of our common stock. Additional factors that could cause actual results to differ materially from those described in these forward-looking statements include the risk factors included in Part II, Item 1A, “Risk Factors” of this Quarterly Report on Form 10-Q for the period ended August 1, 2026 and Part I, Item 1A, “Risk Factors” of our Annual Report on Form 10-K for fiscal 2025. Forward-looking statements represent management’s current expectations and are inherently uncertain. We undertake no obligation to revise or update any forward-looking statements, including to reflect events or circumstances occurring after the date of the filing of this report, except to the extent required by law.

Results of Operations

Overview

Amounts in the tables below are reflected in thousands except per share amounts and percentages.


	Three Months Ended
	August 1, 2026			August 2, 2025			$ Change		% Change
Revenue	$	4,021,899		$	2,880,348		$	1,141,551	40	%
Gross margin %	67.3		%	62.1		%
Net income	$	1,340,090		$	518,518		$	821,572	158	%
Net income as a % of revenue	33.3		%	18.0		%
Diluted EPS	$	2.74		$	1.04		$	1.70	163	%

	Nine Months Ended
	August 1, 2026			August 2, 2025			$ Change		% Change
Revenue	$	10,805,627		$	7,943,590		$	2,862,037	36	%
Gross margin %	66.6		%	60.8		%
Net income	$	3,347,266		$	1,479,604		$	1,867,662	126	%
Net income as a % of revenue	31.0		%	18.6		%
Diluted EPS	$	6.83		$	2.97		$	3.86	130	%

Revenue Trends by End Market

The following tables summarize revenue by end market. The categorization of revenue by end market is determined using a variety of data points including the technical characteristics of the product, the “sold to” customer information, the “ship to” customer information and the end customer product or application into which our product will be incorporated. The assignment of products to end markets may change over time. When this occurs, we reclassify revenue by end market for prior periods. Such reclassifications typically do not materially change the sizing of, or the underlying trends of results within, each end market.


	Three Months Ended
	August 1, 2026						August 2, 2025
	Revenue		% of Revenue*		Y/Y%		Revenue		% of Revenue*
Industrial	$	1,971,926	49	%	53	%	$	1,292,988	45	%
Automotive	998,227		25	%	16	%	857,146		30	%
Communications	654,515		16	%	84	%	354,768		12	%
Consumer	397,231		10	%	6	%	375,446		13	%


Total revenue	$	4,021,899	100	%	40	%	$	2,880,348	100	%

	Nine Months Ended
	August 1, 2026						August 2, 2025
	Revenue		% of Revenue*		Y/Y%		Revenue		% of Revenue*
Industrial	$	5,269,825	49	%	50	%	$	3,512,896	44	%
Automotive	2,685,246		25	%	9	%	2,454,845		31	%
Communications	1,659,553		15	%	72	%	965,036		12	%
Consumer	1,191,003		11	%	18	%	1,010,813		13	%
Total revenue	$	10,805,627	100	%	36	%	$	7,943,590	100	%

* The sum of the individual percentages may not equal the total due to rounding.

Revenue increased 40% and 36% in the three- and nine-month periods ended August 1, 2026 as compared to the same periods of the prior fiscal year, reflecting broad-based demand across end markets. Within Industrial, all sub-markets grew,

with test equipment and aerospace and defense representing the highest growth. The strongest growth within Communications came from the data center sub-market, driven by artificial intelligence-related infrastructure investments.

Revenue by Sales Channel

The following tables summarize revenue by sales channel. We sell our products globally through a direct sales force, third-party distributors, independent sales representatives and via our website. Distributors are customers that buy products with the intention of reselling them. Direct customers are non-distributor customers and consist primarily of original equipment manufacturers. Other customers include the U.S. government, government prime contractors and certain commercial customers for which revenue is recorded over time.


	Three Months Ended
	August 1, 2026				August 2, 2025
	Revenue		% of Revenue*		Revenue		% of Revenue*
Channel
Distributors	$	2,327,081	58	%	$	1,592,407	55	%
Direct customers	1,588,639		39	%	1,240,924		43	%
Other	106,179		3	%	47,017		2	%
Total revenue	$	4,021,899	100	%	$	2,880,348	100	%

	Nine Months Ended
	August 1, 2026				August 2, 2025
	Revenue		% of Revenue*		Revenue		% of Revenue*
Channel
Distributors	$	6,140,687	57	%	$	4,447,959	56	%
Direct customers	4,485,859		42	%	3,386,571		43	%
Other	179,081		2	%	109,060		1	%
Total revenue	$	10,805,627	100	%	$	7,943,590	100	%

* The sum of the individual percentages may not equal the total due to rounding.

As indicated in the tables above, the percentage of total revenue sold via each channel has remained relatively consistent in the periods presented, but can fluctuate from time to time based on end market revenue trends. As a percentage of total revenue, the increase in the distributor channel is primarily due to the increase in the percentage of revenue from our Industrial end market.

Gross Margin


	Three Months Ended										Nine Months Ended
	August 1, 2026			August 2, 2025			$ Change		% Change		August 1, 2026			August 2, 2025			$ Change		% Change
Gross margin	$	2,707,544		$	1,789,748		$	917,796	51	%	$	7,192,318		$	4,831,661		$	2,360,657	49	%
Gross margin %	67.3		%	62.1		%					66.6		%	60.8		%

Gross margin percentage increased by 520 and 580 basis points in the three- and nine-month periods ended August 1, 2026 as compared to the same periods of the prior fiscal year, primarily due to higher utilization of our manufacturing fixed costs as a result of increased customer demand and favorable mix of products sold into our end markets.

Research and Development (R&D)


	Three Months Ended										Nine Months Ended
	August 1, 2026			August 2, 2025			$ Change		% Change		August 1, 2026			August 2, 2025			$ Change		% Change
R&D expenses	$	533,480		$	454,251		$	79,229	17	%	$	1,510,203		$	1,298,980		$	211,223	16	%
R&D expenses as a % of revenue	13		%	16		%					14		%	16		%

R&D expenses increased in the three- and nine-month periods ended August 1, 2026, as compared to the same periods of the prior fiscal year, primarily as a result of higher R&D employee-related variable compensation expenses and higher salary and benefit expenses. R&D expenses declined as a percentage of revenue, primarily reflecting higher revenue levels and improved operating leverage. We expect to continue the development of innovative technologies and processes for new products, which we view as critical to our future growth. We believe that a continued commitment to R&D is essential to maintain product leadership with our existing products as well as to provide innovative new product offerings.

Selling, Marketing, General and Administrative (SMG&A)


	Three Months Ended										Nine Months Ended
	August 1, 2026			August 2, 2025			$ Change		% Change		August 1, 2026			August 2, 2025			$ Change		% Change
SMG&A expenses	$	397,326		$	325,706		$	71,620	22	%	$	1,105,389		$	913,171		$	192,218	21	%
SMG&A expenses as a % of revenue	10		%	11		%					10		%	11		%

SMG&A expenses increased in the three- and nine-month periods ended August 1, 2026, as compared to the same periods of the prior fiscal year, primarily as a result of higher SMG&A employee-related variable compensation expenses, higher salary and benefit expenses and acquisition related transaction costs in the third quarter of fiscal 2026. SMG&A expenses declined as a percentage of revenue, primarily reflecting higher revenue levels and improved operating leverage.

Special Charges, Net


	Three Months Ended								Nine Months Ended
	August 1, 2026		August 2, 2025		$ Change		% Change		August 1, 2026		August 2, 2025		$ Change		% Change
Special charges, net	$	(24,216)	$	4,348	$	(28,564)	(657)	%	$	23,766	$	69,980	$	(46,214)	(66)	%

Special charges, net decreased in the three- and nine-month periods ended August 1, 2026, as compared to the same periods of the prior fiscal year, primarily due to a $24.4 million gain recorded on the sale of a subsidiary in Penang, Malaysia in the third quarter of fiscal 2026. The decrease in the nine-month period was partially offset by a $15.6 million impairment charge recorded in the first quarter of fiscal 2026 related to the asset group in our leased facilities in San Jose, California.

Provision for Income Taxes


	Three Months Ended								Nine Months Ended
	August 1, 2026			August 2, 2025			$ Change		August 1, 2026			August 2, 2025			$ Change
Provision for income taxes	$	205,779		$	244,891		$	(39,112)	$	469,302		$	345,309		$	123,993
Effective income tax rate	13.3		%	32.1		%			12.3		%	18.9		%

The Company’s effective tax rates for the three- and nine-month periods ended August 1, 2026 are below the U.S. statutory tax rate of 21% due to lower statutory tax rates applicable to the Company's operations in the foreign jurisdictions in which it earns income.

The tax rates for the three- and nine-month periods ended August 2, 2025 were higher than the current year periods primarily due to a net deferred tax expense of $153.8 million recorded in the third quarter of fiscal 2025 related to the remeasurement of our Global Intangible Low-Taxed Income-related deferred tax assets and liabilities attributable to the passage of the One Big Beautiful Bill Act.

Net Income


	Three Months Ended										Nine Months Ended
	August 1, 2026			August 2, 2025			$ Change		% Change		August 1, 2026			August 2, 2025			$ Change		% Change
Net income	$	1,340,090		$	518,518		$	821,572	158	%	$	3,347,266		$	1,479,604		$	1,867,662	126	%
Net income as a % of revenue	33.3		%	18.0		%					31.0		%	18.6		%
Diluted EPS	$	2.74		$	1.04						$	6.83		$	2.97

Net income increased in the three-month period ended August 1, 2026, as compared to the same period of the prior fiscal year, as the result of a $794.9 million increase in operating income and a $39.1 million decrease in provision for income taxes as noted above in Provision for Income Taxes.

Net income increased in the nine-month period ended August 1, 2026, as compared to the same period of the prior fiscal year, as the result of a $2.0 billion increase in operating income, partially offset by a $124.0 million increase in provision for income taxes.

Liquidity and Capital Resources

At August 1, 2026, our principal source of liquidity was $2.3 billion of cash, cash equivalents and short-term investments, of which approximately $1.0 billion was held in the United States, and the balance of which was held outside the United States in various foreign subsidiaries. We manage our worldwide cash requirements by, among other things, reviewing available funds held by our foreign subsidiaries and the cost effectiveness by which those funds can be accessed in the United States. We do not expect current regulatory restrictions or taxes on repatriation to have a material adverse effect on our overall liquidity, financial condition or results of operations. Our cash, cash equivalents and short-term investments consist of highly liquid investments, including money market funds and corporate and bank obligations. We maintain these balances with counterparties with high credit ratings, and continually monitor the amount of credit exposure to any one issuer and diversify our investments in order to minimize our credit risk.

We believe that our existing sources of liquidity and cash expected to be generated from future operations, together with existing and anticipated available short- and long-term financing, will be sufficient to fund operations, capital expenditures, acquisitions, research and development efforts and dividend payments in the immediate future and for at least the next twelve months.


	Nine Months Ended
	August 1, 2026			August 2, 2025
Net cash provided by operating activities	$	3,844,515		$	3,111,392
Net cash provided by operations as a % of revenue	36		%	39		%
Net cash used for investing activities	$	(873,902)		$	(1,096,216)
Net cash used for financing activities	$	(3,304,149)		$	(1,685,327)

The following changes contributed to the net change in cash and cash equivalents in the nine-month period ended August 1, 2026 as compared to the same period in fiscal 2025.

Operating Activities

Cash provided by operating activities is net income adjusted for certain non-cash items and changes in operating assets and liabilities. The increase in cash provided by operating activities during the nine-month period ended August 1, 2026, as compared to the same period of the prior fiscal year, was mainly the result of higher net income adjusted for non-cash items.

Investing Activities

Investing cash flows generally consist of purchases and sales of property, plant and equipment; purchases, sales and maturities of available-for-sale investments; and acquisitions of other businesses. The change in investing cash flows during the nine-month period ended August 1, 2026, as compared to the same period of the prior fiscal year, was primarily the result of the acquisition of Empower Semiconductor, Inc. during the third quarter of fiscal 2026, partially offset by the net change in our available-for-sale investment portfolio.

Financing Activities

Financing cash flows generally consist of payments of dividends to stockholders, repurchases of common stock, issuances and repayments of debt and proceeds from the sale of shares of common stock pursuant to employee equity incentive plans. The change in cash used for financing activities during the nine-month period ended August 1, 2026, as compared to the same

period of the prior fiscal year, was primarily the result of lower net proceeds from our debt obligations and higher common stock repurchases.

Working Capital


	August 1, 2026		November 1, 2025		$ Change		% Change
Accounts receivable	$	2,389,577	$	1,436,075	$	953,502	66	%
Days sales outstanding*	50		44
Inventory	$	1,931,496	$	1,656,323	$	275,173	17	%
Days cost of sales in inventory*	131		130

_______________________________________

*We use the average of the current quarter and prior quarter ending net accounts receivable and ending inventory balance in our calculation of days sales outstanding and days cost of sales in inventory, respectively.

The increase in accounts receivable in dollars was primarily the result of increased sales levels and variations in the timing of collections and billings.

Inventory increased primarily as a result of building inventory levels to support increased demand.

Current liabilities increased to $5.7 billion at August 1, 2026 as compared to $3.2 billion at the end of fiscal 2025 primarily due to the reclassification of $1.3 billion of debt due within one year to current liabilities as well as an increase in commercial paper notes and accrued liabilities, partially offset by a decrease in income taxes payable.

Debt

As of August 1, 2026, our debt obligations consisted of the following:


	Principal Amount Outstanding
Commercial paper notes	$	1,005,104
2026 Notes, due December 2026	900,000
2027 Notes, due June 2027	440,212
2028 Notes, due June 2028	850,000
2028 Notes, due October 2028	750,000
2030 Notes, due June 2030	650,000
2031 Notes, due October 2031	1,000,000
2032 Notes, due October 2032	300,000
2034 Notes, due April 2034	550,000
2036 Notes, due December 2036	144,278
2041 Notes, due October 2041	750,000
2045 Notes, due December 2045	332,587
2051 Notes, due October 2051	1,000,000
2054 Notes, due April 2054	550,000
Total debt	$	9,222,181

The indentures governing our outstanding notes contain covenants that may limit our ability to: incur, create, assume or guarantee any debt for borrowed money secured by a lien upon a principal property; enter into sale and lease-back transactions with respect to a principal property; and consolidate with or merge into, or transfer or lease all or substantially all of our assets to, any other party. As of August 1, 2026, we were in compliance with these covenants.

Under our commercial paper program, we may issue short-term, unsecured commercial paper notes in amounts up to a maximum aggregate face amount of $3.0 billion outstanding at any time, with maturities of up to 397 days from the date of issuance. As of August 1, 2026, we had $1.0 billion of outstanding borrowings under the commercial paper program recorded in the Condensed Consolidated Balance Sheet. We intend to use the net proceeds of the commercial paper program for general corporate purposes, including without limitation, repayment of indebtedness, stock repurchases, acquisitions, capital expenditures and working capital.

Revolving Credit Agreements

Our Fourth Amended and Restated Revolving Credit Agreement entered into in April 2025 and our 364-Day Revolving Credit Agreement entered into in July 2026, each with Bank of America N.A. as administrative agent and the other banks identified therein as lenders, provide for a five-year and a 364-day unsecured revolving credit facility, respectively, in an aggregate principal amount not to exceed $6.0 billion, subject to certain terms and conditions.

We may borrow under the Revolving Credit Agreements in the future and use the proceeds for repayment of existing indebtedness, stock repurchases, acquisitions, capital expenditures, working capital and other lawful corporate purposes. The terms of the Revolving Credit Agreements impose restrictions on our ability to undertake certain transactions, to create certain liens on assets and to incur certain subsidiary indebtedness. In addition, the Revolving Credit Agreements contain interest coverage covenants which requires the ratio of consolidated earnings before interest, taxes, depreciation and amortization (EBITDA) to consolidated interest charges to be greater than 3.0 to 1.0. As of August 1, 2026, we were in compliance with these covenants.

Stock Repurchase Program

As of August 1, 2026, our Board of Directors had authorized us to repurchase an aggregate of $26.7 billion of our common stock under our common stock repurchase program and $7.4 billion remained available for repurchases under the current authorized program. Repurchased shares are held as authorized but unissued shares of common stock. Unless terminated earlier by resolution of our Board of Directors, the repurchase program will expire when the full dollar amount of the authorization has been used to repurchase shares under the program. Future repurchases of common stock will be dependent upon our financial position, results of operations, outlook, liquidity and other factors we deem relevant.

Capital Expenditures

Net additions to property, plant and equipment were $392.7 million in the first nine months of fiscal 2026. We expect capital expenditures for fiscal 2026 to be between approximately 4% and 6% of fiscal 2026 revenue. These capital expenditures will be funded with a combination of cash on hand and cash expected to be generated from future operations, together with existing and anticipated available short- and long-term financing.

Dividends

On August 18, 2026, our Board of Directors declared a cash dividend of $1.10 per outstanding share of common stock. The dividend will be paid on September 15, 2026 to all shareholders of record at the close of business on September 1, 2026 and is expected to total approximately $533.0 million. We currently expect quarterly dividends to continue in future periods, although they remain subject to determination and declaration by our Board of Directors. The payment of future dividends, if any, will be based on several factors, including our financial performance, outlook and liquidity.

New Accounting Pronouncements

From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board that are adopted by us as of the specified effective date. Unless otherwise discussed, management believes that the impact of recently issued standards will not have a material impact on our future financial condition, results of operations, and disclosures. See Note 14, New Accounting Pronouncements, in the Notes to Condensed Consolidated Financial Statements in Part I, Item 1 of this Quarterly Report on Form 10-Q for a description of recently issued and adopted accounting pronouncements, including the dates of adoption and impact on our historical financial condition, results of operations, and disclosures.


ITEM 3.			Quantitative and Qualitative Disclosures About Market Risk

We are subject to market risks related to our financial instruments, including those identified in Part II, Item 7A, “Quantitative and Qualitative Disclosures about Market Risk” of our Annual Report on Form 10-K for the fiscal year ended November 1, 2025, which was filed with the Securities and Exchange Commission on November 25, 2025. There were no material changes in the nine-month period ended August 1, 2026 to the information identified in the Annual Report on Form 10-K for the fiscal year ended November 1, 2025.


ITEM 4.			Controls and Procedures

(a) Evaluation of Disclosure Controls and Procedures. Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of August 1, 2026. The term “disclosure controls and procedures,” as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (Exchange Act), means controls and other procedures of a company that are designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by a company in the reports that it files or submits under the Exchange Act is accumulated and communicated to the company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. Management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on the evaluation of our disclosure controls and procedures as of August 1, 2026, our Chief Executive Officer and Chief Financial Officer concluded that, as of such date, our disclosure controls and procedures were effective at the reasonable assurance level.

(b) Changes in Internal Control over Financial Reporting. No change in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the quarter ended August 1, 2026 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II — OTHER INFORMATION


ITEM 1A.			Risk Factors

We are subject to a number of risks that could adversely affect our business, results of operations, financial condition and future prospects, including those identified in Part I, Item 1A, “Risk Factors” of our Annual Report on Form 10-K for the fiscal year ended November 1, 2025, which was filed with the Securities and Exchange Commission on November 25, 2025 (the 2025 Form 10-K). Except for the risk factor set forth below, there have been no material changes from the factors disclosed in the 2025 Form 10-K.

Our computer systems and networks are subject to security breaches and other cyber incidents and a significant disruption in, or breach in security of, our information technology systems or certain products could materially and adversely affect our business or reputation.

We rely on information technology systems throughout our company to keep financial records and customer data, process orders, manage inventory, coordinate shipments to customers, maintain confidential and proprietary information, assist in semiconductor engineering and other technical activities and operate other critical functions such as internet connectivity, network communications and email. In addition, we provide our confidential and proprietary information to our strategic partners in certain cases, who maintain such information on their information technology systems. We have experienced cybersecurity attacks and incidents, such as the June 2026 incident and other cybersecurity events, some of which resulted in the exfiltration of files from certain affected systems. While our operations were not interrupted as a result of the June 2026 incident, and based on information currently known, we do not believe this incident is reasonably likely to materially impact our business, operations, or financial condition, our investigation into the nature and scope of the exfiltrated information remains ongoing. There is no assurance that our assessment will not change as additional facts emerge, that exfiltrated data will not be misused, or that we will not experience additional incidents in the future that may have a material impact on our business. As demonstrated by the June 2026 incident and other cybersecurity events, our security measures and those of our third-party service providers and strategic partners may not detect or prevent all security breaches, cyberattacks, defects, bugs or errors, and threat actors can be successful in gaining unauthorized access to our systems. We expect that we and our third-party service providers and strategic partners will continue to experience cybersecurity attacks and incidents in the future.

Geopolitical tensions and conflicts have escalated the volume and sophistication of cyberattacks. Because the tactics and techniques used by threat actors to obtain unauthorized access to or sabotage systems change frequently and, in some cases, are not recognized until they are launched or even later, we are unable to anticipate all such techniques and may not be able to implement adequate preventative measures in advance, such that security breaches could remain undetected for extended periods of time. Our use of artificial intelligence (AI) can also increase vulnerability to cybersecurity risks, including through unauthorized use or misuse of AI tools and bad inputs or logic or the introduction of malicious code incorporated into AI generated code. AI and machine learning are also used in certain cybersecurity attacks, improving or expanding the existing capabilities of threat actors in ways that can result in greater risks of security incidents and breaches.

We and our third-party service providers and strategic partners are subject to security breaches of information technology systems and certain products and other incidents such as unauthorized access, supply-chain attacks, exfiltration or destruction of data, disruption of service, viruses or other malicious code, illegal break-ins or hacking, sabotage, phishing attempts and other forms of social engineering, malware, ransomware and other forms of cyber extortion and similar events. These threats come from cybercriminals, cyberterrorists and hacktivists, nation-state and nation-state-supported actors (including advanced persistent threat intrusions) and computer hackers. They also can result from the malicious or accidental acts of our employees, contractors or third-party providers. Unauthorized access to, or a security breach of, our systems or those of our third-party service providers or strategic partners could disrupt our operations. As occurred in the June 2026 incident, such events can result in the exfiltration of data from our systems and could expose our proprietary information or that of our employees, contractors, partners, customers, suppliers or other third parties to misappropriation or misuse. In the event of a cybersecurity attack or incident such as the June 2026 incident, we may become subject to litigation and regulatory action, lose existing or potential customers, suffer reputational damage and incur other financial losses. We have incurred and expect to continue to incur costs in connection with our response to and remediation of cybersecurity incidents, and such costs and operational consequences may be significant. The continuing and evolving threat of cyberattacks has resulted in increased regulatory focus which requires us to invest significant additional resources to comply with evolving cybersecurity regulations. In addition, in 2023, the SEC adopted rules requiring an issuer to disclose whether a cybersecurity incident was determined to be "material," within four business days of such determination. Making such determinations is complex, requires a number of assumptions based on several factors, and must be made while investigations may still be ongoing and the full scope of an incident may not yet be known. The SEC may not agree with our determinations regarding the materiality of cybersecurity incidents, which could result in fines, civil litigation or damage to our reputation. In addition, certain incidents may require us to notify affected

parties and applicable regulators in accordance with applicable law, and we may face regulatory scrutiny regarding the timeliness or adequacy of such notifications.

Our information technology systems and those of our third-party service providers and strategic partners are also susceptible to damage, disruptions or shutdowns due to power outages, hardware failures, telecommunication failures, user errors, catastrophes or other unforeseen events. A prolonged disruption in the information technology systems that involve our internal communications or our interactions with customers or suppliers could result in the loss of sales and customers and significant incremental costs, which may adversely affect our business.


ITEM 2.			Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities


Period	Total Number of Shares Purchased (a)	Average Price Paid Per Share (b)		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (c)	Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs
May 3, 2026 through May 30, 2026	481,223	$	409.52	477,910	$	8,300,728,879
May 31, 2026 through June 27, 2026	1,213,369	$	410.91	1,207,506	$	7,804,646,847
June 28, 2026 through August 1, 2026	1,187,002	$	380.29	1,181,548	$	7,355,375,064
Total	2,881,594	$	398.07	2,866,964	$	7,355,375,064

(a)Includes an aggregate of 14,630 shares withheld by us from employees to satisfy employee tax obligations upon vesting of restricted stock units/awards granted to our employees under our equity compensation plans.

(b)The average price paid for shares in connection with vesting of restricted stock units/awards are averages of the closing stock price at the vesting date which is used to calculate the number of shares to be withheld.

(c)Shares repurchased pursuant to the stock repurchase program publicly announced on August 12, 2004 and updated thereafter. Under the repurchase program, we may repurchase outstanding shares of our common stock from time to time in the open market and through privately negotiated transactions.


ITEM 5.			Other Information

The following table describes contracts, instructions or written plans for the sale or purchase of our securities adopted or terminated by our directors or officers during the third quarter of fiscal 2026 that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (Rule 10b5-1 trading arrangement).

Name and Title

Action

Date of Adoption/
Termination

Duration of Rule 10b5-1 Trading Arrangement

Aggregate Number of Securities to Be Purchased or Sold

Richard C. Puccio, Jr., Executive Vice President and Chief Financial Officer

Adoption

May 21, 2026

Until February 16, 2027, or such earlier date upon which all transactions are completed or expire without execution

Sale of up to

14,292 shares

None of our officers or directors adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the third quarter of fiscal 2026.


ITEM 6.			Exhibits


Exhibit No.						Description
10.1						Credit Agreement, dated as of July 2, 2026, among Analog Devices, Inc., as Borrower, Bank of America, N.A., as Administrative Agent, and each lender from time to time party thereto, filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K as filed with the Commission on July 2, 2026.
31.1†						Certification Pursuant to Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer).
31.2†						Certification Pursuant to Rule 13a-14(a) and 15d-14(a) of the Securities Exchange Act, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 (Chief Financial Officer).
32.1*						Certification Pursuant to 18 U.S.C. Section 1350 (Chief Executive Officer).
32.2*						Certification Pursuant to 18 U.S.C. Section 1350 (Chief Financial Officer).
101.INS†						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the inline XBRL document.
101.SCH†						Inline XBRL Schema Document.
101.CAL†						Inline XBRL Calculation Linkbase Document.
101.LAB†						Inline XBRL Labels Linkbase Document.
101.PRE†						Inline XBRL Presentation Linkbase Document.
101.DEF†						Inline XBRL Definition Linkbase Document.
104†						Cover page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101).
†						Filed herewith.

*						Furnished herewith.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


	ANALOG DEVICES, INC.

Date: August 19, 2026	By:	/s/ Vincent Roche
		Vincent Roche
		Chief Executive Officer and Chair of the Board of Directors
		(Principal Executive Officer)

Date: August 19, 2026	By:	/s/ Richard C. Puccio, Jr.
		Richard C. Puccio, Jr.
		Executive Vice President and Chief Financial Officer
		(Principal Financial Officer)