Applied Materials, Inc. (AMAT) FY2025 10-K and Q3 FY2026 10-Q Summary
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PeriodQ3 FY2026Q2 FY2026
Published
This page summarizes Applied Materials, Inc.'s (AMAT) latest annual and quarterly SEC reports: what the business does, the risk factors it discloses, management's discussion of results, legal proceedings, and events after the balance sheet date. It condenses the Form 10-K and Form 10-Q so the whole record fits in one read. It is current through Q3 FY2026, the period ended 2026-07-26, as reported in the 10-Q filed with the SEC.
Period covered: fiscal third quarter 2026, ended July 26, 2026. Primary sources: Annual Report on Form 10-K for fiscal 2025 (year ended October 26, 2025), filed December 12, 2025, accession 0001628280-25-056742; Quarterly Report on Form 10-Q for the quarter ended July 26, 2026, filed August 20, 2026, accession 0001628280-26-058235. Current Reports on Form 8-K are cited individually where used.
Business
From the fiscal 2025 Form 10-K, accession 0001628280-25-056742.
Applied Materials supplies the materials engineering equipment, services and software used to manufacture semiconductors. It designs, develops, manufactures and services the wafer fabrication tools chipmakers use to convert patterns into device structures, build transistors and interconnects, inspect and measure them, and package finished die. Its customers' output goes into personal computing, mobile phones, AI and data center servers, automobiles, connected devices, industrial applications and consumer electronics. Incorporated in Delaware in 1967, its fiscal year ends on the last Sunday in October.
Segments. Applied reports two segments: Semiconductor Systems and Applied Global Services (AGS).
- Semiconductor Systems, capital equipment for etch, rapid thermal processing, deposition, chemical mechanical planarization, metrology and inspection, wafer packaging and ion implantation. It is by a wide margin the largest revenue contributor. Sales are tracked against three end markets: foundry, logic and other (split between leading edge, defined as 7 nanometers and smaller, and non-leading-edge nodes serving IoT, communications, automotive, power and sensors); DRAM; and NAND flash.
- Applied Global Services, services, spares and factory automation software sold into the installed base of semiconductor and other equipment, delivered through a global distribution system and field engineers stationed near customer sites. The strategy is to shift service and spares toward a subscription agreement model for a more predictable revenue stream.
- Residual businesses, operating segments that do not meet the reportable-segment threshold, principally the display business. In the fiscal 2025 Form 10-K these were reported as "Corporate and Other." Management concluded as of October 26, 2025 that Display was no longer a significant operating segment for separate reporting, and prior-year Corporate and Other balances were recast to include Display.
Fiscal 2026 segment recast. Effective the first quarter of fiscal 2026, Applied moved its 200 millimeter (200mm) equipment business out of AGS and into Semiconductor Systems, and began fully allocating corporate support costs to the reportable segments. Prior-period segment balances were recast to conform. In the Form 10-Q the residual category is now labeled simply "Other." Restructuring charges, including severance and asset impairments, remain unallocated to the reportable segments unless they pertain to a specific segment, as do interest and income taxes.
Fiscal 2025 segment mix (10-K):
| FY2025 revenue | share | FY2024 revenue | change | |
|---|---|---|---|---|
| Semiconductor Systems | $20,798M | 73% | $19,911M | +4% |
| Applied Global Services | $6,385M | 23% | $6,225M | +3% |
| Corporate and Other | $1,185M | 4% | $1,040M | +14% |
| Total | $28,368M | 100% | $27,176M | +4% |
Semiconductor Systems fiscal 2025 revenue by market was 67% foundry, logic and other; 26% DRAM; 7% NAND.
Backlog. As of October 26, 2025, total backlog was $15,002 million, Semiconductor Systems $7,105 million (47%), AGS $7,141 million (48%), Corporate and Other $756 million (5%). Approximately 31% of that total was not reasonably expected to be filled within the next 12 months. Backlog is defined as accepted written order authorizations (or shipments not yet recognized as revenue) plus contractual service revenue and maintenance fees, and is explicitly not treated as indicative of future sales given cancellations, amendments and changes in export rules.
Customer and geographic concentration. In fiscal 2025, two customers accounted for approximately 19% and 15% of net revenue, and roughly 89% of net revenue came from customers outside the United States. Regional mix in fiscal 2025: China $8,529M (30%, down 16% year over year), Taiwan $6,857M (24%, up 71%), Korea $5,608M (20%, up 25%), Japan $2,273M (8%), Southeast Asia $1,076M (4%), United States $3,063M (11%, down 20%), Europe $962M (3%, down 33%).
Competition and go-to-market. Products are marketed and sold almost entirely through a direct sales force because of their technical nature. Competitors range from single-product regional firms to global diversified equipment makers. The 10-K explicitly flags increased competition from domestic Chinese equipment manufacturers benefiting from local incentives and funding, and notes that U.S. export controls restricting sales into China can also advantage non-U.S. competitors. In AGS, competition includes third-party service providers and customers that self-service.
Operations, R&D and IP. Manufacturing follows a distributed model across the United States, Singapore, Japan, China, Korea, Taiwan, Israel and other countries in Asia and Europe, and consists primarily of assembly, integration and test. Some key parts are single-sourced or available only from a limited group of qualified suppliers. Product development and engineering is performed primarily in the United States, India and Israel; customer demonstrations primarily in the United States, China, Taiwan, Israel and South Korea. Applied holds more than 23,500 active patents worldwide, and states it is not materially dependent on any single patent. As of October 26, 2025 the company employed approximately 36,500 regular full-time employees across 25 countries, approximately 46% in Asia-Pacific, 42% in North America and 12% in Europe/Middle East.
Risk factors
Condensed from the fiscal 2025 Form 10-K (accession 0001628280-25-056742) and the risk factors as updated in the Form 10-Q, accession 0001628280-26-058235. The 10-Q's risk factors supersede the 10-K's where they differ; the differences are noted below.
Cyclicality and demand forecasting. The semiconductor industry is historically cyclical. Demand turns on technology inflections, customers' capacity utilization and the timing of fab investment. AI is singled out as a significant demand driver whose timing and magnitude are hard to forecast, the 10-Q sharpens this, adding that failure to meet the level of customer demand "may result in a loss of business or customer trust," and that the company may incur costs in anticipation of demand that is never realized or sustained. Gross and operating margins can be pressured in either direction of a demand swing.
Export controls and China. This is the company's most concrete, already-realized risk. Successive U.S. rules have expanded export license requirements for semiconductor technology sold into China, added Chinese entities to the Entity List, and eliminated license exceptions, the 10-K states these have already "limited the market for certain of our products and services, adversely impacted our revenues and increased our exposure to foreign and Chinese domestic competition." Licenses may not be granted on a timely basis or at all. Since 2022 the company has received multiple subpoenas relating to China customer shipments and export controls compliance from the Department of Justice, the Commerce Department's Bureau of Industry and Security (BIS) and the SEC, plus subpoenas relating to certain federal award applications. That BIS matter has since been settled (see Regulatory and legal, below); the 10-Q risk factors now carry the settlement's ongoing condition, failure to comply with its terms "could result in significant penalties, including the loss of the suspension of the denial order which would prohibit us from exporting certain of our products outside of the United States."
Tariffs and trade disputes. Announced U.S. tariff increases have drawn retaliatory measures, followed by partial exemptions, pauses and country frameworks. Tariffs raise input costs and the cost to customers of importing Applied's tools, complicate the supply chain and can delay customer capital plans. The 10-K specifically flags Chinese export controls on rare earth minerals implemented in 2025 that are used in certain of Applied's products.
Customer concentration. A small number of customers drive a substantial share of revenue, concentrated geographically in China, Taiwan and Korea. Products are configured to customer specification, so changed, rescheduled or cancelled orders create significant non-recoverable costs.
Supply chain. Single- or limited-source parts, transportation interruptions, export-license delays for imports, cybersecurity incidents at suppliers, and limited availability of critical materials (including rare earths and regulated substances such as hydrofluorocarbons and PFAS) can interrupt manufacturing, raise costs, or leave excess and obsolete inventory if forecast demand fails to materialize.
Competition and technology transitions. Innovation cycles are short and capital-intensive; failure to secure development-tool-of-record and production-tool-of-record positions, or to anticipate an inflection, can cost market position durably. The 10-Q adds an explicit execution risk on completing the new Equipment and Process Innovation and Commercialization Center (EPIC) and other major infrastructure projects on schedule and on budget and realizing their anticipated benefits.
Taxes. OECD-based global minimum tax regimes began taking effect in fiscal 2025; the 10-Q states the currently enacted legislation materially increases foreign taxes beginning in the first quarter of fiscal 2026, primarily because of Singapore's implementation. The One Big Beautiful Bill Act (OBBBA), enacted July 4, 2025, accelerates tax deductions in a way that impaired the company's ability to use its corporate alternative minimum tax (CAMT) credit deferred tax asset, against which a full valuation allowance was recorded in fiscal 2025. Conditional reduced tax rates in Singapore begin expiring in fiscal 2030 and may not be renewed.
Indebtedness. $6.5 billion of senior unsecured notes were outstanding as of both October 26, 2025 and July 26, 2026, with a change-of-control-plus-downgrade repurchase obligation at 101% of principal. Revolving capacity was approximately $4.1 billion at fiscal 2025 year end and approximately $4.0 billion at July 26, 2026, undrawn in both cases.
Acquisitions, investments and divestitures. A long risk list covering failure to close, regulatory conditions including post-closing review of non-notified transactions, integration failure, goodwill and intangible impairment, and undisclosed liabilities. Applied also holds minority equity investments, including in joint ventures, whose value depends on factors outside its control.
Other named risks. Intellectual property enforcement in jurisdictions with weaker protection; cybersecurity incidents across IT and operational technology systems, with AI and quantum computing named as escalating threat vectors; goodwill and long-lived asset impairment; dependence on key employees; the discretionary nature of dividends and buybacks; display-industry volatility; risks from government incentive agreements with investment, capital-spending and milestone conditions whose breach can trigger clawback, debarment or penalties; sustainability commitments and the California, EU CSRD and ISSB disclosure regimes; and environmental, health and safety regulation. The 10-Q adds a standalone risk on the company's own use of AI, cost, flawed outputs, IP leakage, reliance on third-party AI providers, and prospective AI regulation.
Management's discussion, fiscal 2025
From the fiscal 2025 Form 10-K, accession 0001628280-25-056742. Fiscal 2025 and fiscal 2024 each contained 52 weeks.
| FY2025 | FY2024 | change | |
|---|---|---|---|
| Net revenue | $28,368M | $27,176M | +$1,192M (+4%) |
| Gross margin | 48.7% | 47.5% | +1.2 points |
| Operating income | $8,289M | $7,867M | +$422M |
| Operating margin | 29.2% | 28.9% | +0.3 points |
| Net income | $6,998M | $7,177M | −$179M |
| Diluted EPS | $8.66 | $8.61 | +$0.05 |
Revenue set a record and gross margin expanded on higher volume, favorable customer and product mix, higher average selling prices and lower material and manufacturing costs. Semiconductor Systems grew as customers invested in new capacity and technology transitions, with foundry and logic driven by leading-edge spending and memory driven by NAND fabrication equipment upgrades. AGS grew on long-term service agreements and spares, partly offset by lower 200mm equipment spending.
Operating expenses. RD&E $3,570M (up $337M on headcount for product development and higher depreciation); marketing and selling $858M (up $22M on employee costs); G&A $910M (down $51M on lower professional services, partly offset by a $41 million goodwill impairment recognized in the fourth quarter); restructuring charges $181M (nil in fiscal 2024).
Restructuring. In the fourth quarter of fiscal 2025 the Board approved a workforce reduction plan (the Fiscal 2025 Restructuring Plan) expected to affect approximately 4% of the global workforce. $181 million of charges, primarily cash severance and other termination benefits, plus non-cash items, were recognized in that quarter, with completion expected in fiscal 2026. In a Form 8-K filed October 23, 2025 (accession 0001628280-25-046107) the company had estimated total charges of $160 million to $180 million.
Below the line. Interest expense $269M (up $22M following the June 2024 note issuance). Interest and other income, net $1,251M versus $532M, driven by higher net gains on equity investments and partly offset by lower interest income on lower cash balances and falling market rates.
Taxes. Provision $2,273M at a 24.5% effective rate, versus $975M and 12.0% in fiscal 2024. The 12.5-point increase came from a $659 million remeasurement of deferred tax assets following new Singapore tax incentive agreements and a $407 million valuation allowance against CAMT credit deferred tax assets that are no longer expected to be realized after OBBBA. This is why net income fell despite record revenue and higher operating income.
Segment profit. Semiconductor Systems operating income $7,379M at a 35.5% margin (up 0.4 points); AGS $1,792M at 28.1% (down 1.0 point, on lower 200mm equipment revenue, higher headcount cost and higher excess-and-obsolete inventory charges); Corporate and Other a $(882)M loss.
Cash and capital. Operating cash flow was $8.0 billion, down year over year on higher income tax and inventory payments. Investing used $2.8 billion, including $2.3 billion of capital expenditures (versus $1.2 billion in fiscal 2024), $526 million of net investment purchases, $29 million net cash paid for an acquisition and $33 million of net asset-sale proceeds. Financing used $6.0 billion: $4.9 billion of buybacks, $1.4 billion of dividends, repayment of $700 million of senior notes and $248 million of tax withholding on vested equity, offset by $991 million of net proceeds from new senior notes and $261 million from employee stock purchases. Working capital was $12.9 billion; days sales outstanding 69 days versus 68. The company sold $501 million of accounts receivable during fiscal 2025 ($444 million in fiscal 2024).
Balance sheet obligations at October 26, 2025. $6.5 billion of senior unsecured notes with $2.9 billion of future interest ($246 million due within 12 months); $10.6 billion of purchase obligations ($7.3 billion within 12 months); $565 million of operating lease obligations; $100 million of commercial paper outstanding under a program increased to $4.0 billion during the fourth quarter; a final $255 million Tax Act transition-tax installment payable in February 2026; and a $452 million gross unrecognized tax benefit liability not expected to be paid within a year. CHIPS Act investment tax credits had reduced current income taxes payable by $233 million with a further $548 million to reduce future payables. In March 2025 the Board authorized an additional $10.0 billion of buybacks, leaving approximately $14.0 billion available at fiscal year end.
Current quarter, Q3 fiscal 2026
From the Form 10-Q for the quarter ended July 26, 2026, accession 0001628280-26-058235, and the earnings release furnished as Exhibit 99.1 to the Form 8-K filed August 13, 2026, accession 0001628280-26-056699. Fiscal 2026 and 2025 each contain 52 weeks; the first nine months of each contained 39 weeks.
| Q3 FY2026 | Q3 FY2025 | change | 9M FY2026 | 9M FY2025 | change | |
|---|---|---|---|---|---|---|
| Revenue | $9,115M | $7,302M | +$1,813M (+25%) | $24,037M | $21,568M | +$2,469M (+11%) |
| Gross margin | 50.3% | 48.8% | +1.5 points | 49.8% | 48.9% | +0.9 points |
| Operating income | $3,075M | $2,233M | +$842M | $7,429M | $6,577M | +$852M |
| Operating margin | 33.7% | 30.6% | +3.1 points | 30.9% | 30.5% | +0.4 points |
| Net income | $2,538M | $1,779M | +$759M | $7,370M | $5,101M | +$2,269M |
| Diluted EPS | $3.17 | $2.22 | +$0.95 | $9.22 | $6.29 | +$2.93 |
Revenue was a record. The earnings release described it as the highest sequential revenue growth in company history and the 13th consecutive quarter of year-over-year gross margin expansion. On a non-GAAP basis the quarter produced gross margin of 50.4%, operating income of $3.10 billion (34.0% margin), net income of $2,795 million and EPS of $3.50, with free cash flow of $2,330 million. The $257 million gap between GAAP net income of $2,538 million and non-GAAP net income is set out in the earnings release reconciliation and is dominated by investment marks and tax items rather than operating costs: $220 million of unrealized loss on strategic investments and $(7) million of realized gains, dividends and impairments on them; $16 million of amortization of purchased intangibles attributable to completed acquisitions (of which $11 million sits in cost of products sold, the whole of the 0.1-point gross margin difference) and $5 million of acquisition integration and deal costs; and, on the tax side, $33 million related to intra-entity intangible asset transfers, $10 million for ratable recognition of the share-based compensation tax benefit, $(46) million from resolution of prior years' tax filings and other tax items, and a $26 million tax effect of the non-GAAP adjustments themselves. There were no restructuring or legal settlement add-backs in the quarter, both fall in the nine-month figures only. Operating cash flow of $3.04 billion was a record, and $860 million was returned to shareholders, $440 million of cash paid for share repurchases and $420 million of dividends.
By segment (recast presentation; the residual category is now "Other"):
| Q3 FY2026 | Semiconductor Systems | AGS | Other | Total |
|---|---|---|---|---|
| Revenue | $7,040M (77%) | $1,781M (20%) | $294M (3%) | $9,115M |
| Year-over-year | +27% | +22% | +7% | +25% |
| Gross margin | 55.3% | 35.6% | , | 50.3% |
| Operating income (loss) | $2,657M | $536M | $(118)M | $3,075M |
| Operating margin | 37.7% | 30.1% | , | 33.7% |
Semiconductor Systems' margin rose 4.7 points year over year on higher revenue, favorable product mix, higher average selling prices and lower material and manufacturing costs, partly offset by higher RD&E. AGS' margin rose 2.8 points on higher services and spares revenue and favorable mix. For the nine months, Semiconductor Systems revenue was $18,146M with $6,176M of operating income (34.0% margin) and AGS $5,005M with $1,461M (29.2%); the Other category's operating loss widened to $(208)M from $(16)M, reflecting the fiscal 2026 change in corporate cost allocation as well as the unallocated restructuring charge.
Semiconductor Systems by market. Q3 FY2026: foundry, logic and other 67% (from 69%); DRAM 26% (from 22%); NAND 7% (from 9%). Nine months: 65% / 29% / 6%. Foundry and logic strength came from leading-edge demand; for the nine months this was partly offset by weaker trailing-edge logic. Memory strength came from DRAM technology transitions.
By geography (Q3): Taiwan $2,025M (22%, +10%), China $2,506M (28%, −2%), Korea $1,521M (17%, +31%), Japan $839M (9%, +18%), Southeast Asia $374M (4%, +92%), United States $1,367M (15%, +100%), Europe $483M (5%, +202%). Asia Pacific in aggregate was 80% of revenue, down from 89% a year earlier. Approximately 85% of quarterly revenue came from customers outside the United States. Two customers accounted for approximately 20% and 14% of nine-month revenue.
Operating expenses. Q3: RD&E $1,100M (up $199M), marketing and selling $249M (up $25M), G&A $162M (down $42M on lower corporate support costs), no legal settlement or restructuring charge in the quarter. Nine months: RD&E $3,055M, marketing and selling $704M, G&A $515M, legal settlement $253M, restructuring $12M.
Below the line. Q3 interest expense $68M; interest and other income (expense), net was $(100)M versus $396M a year earlier, driven by higher unrealized losses on equity investments. For the nine months that line was a positive $1,237M versus $625M, driven by higher net unrealized gains on equity investments, a volatile, mark-to-market contributor to reported earnings in both directions.
Taxes. Q3 provision $369M at a 12.7% effective rate versus $784M and 30.6% a year earlier; nine months $1,090M at 12.9% versus $1,903M and 27.2%. Both declines are against prior-year comparatives inflated by the fiscal 2025 CAMT valuation allowance and, for the nine-month figure, the Singapore deferred tax remeasurement. The effective rate is therefore flattered by base effects rather than by a structural rate reduction, and the company separately states that enacted global minimum tax rules materially increase its foreign taxes beginning in fiscal 2026.
Restructuring. The Fiscal 2025 Restructuring Plan is essentially wound down. $12 million of severance and other employee-related charges were recognized in the first nine months of fiscal 2026 (none in Q3). The reserve fell from $165 million at October 26, 2025 to $12 million at July 26, 2026, with $139 million consumed in the first quarter, $16 million in the second and $11 million in the third. One inconsistency within the filing is worth noting: the Note 10 reserve rollforward records $13 million of restructuring charges in the first quarter, $1 million more than the $12 million shown on the income statement, in the Note 10 charge table, in management's discussion and in the segment allocation. The $12 million figure is the one carried everywhere else, and the rollforward's own arithmetic only foots on the $13 million charge: $165 million opening, plus $13 million of charges, less $139 million, $16 million and $11 million consumed, gives the $12 million closing balance; on a $12 million charge it would close at $11 million.
Balance sheet and liquidity at July 26, 2026. Cash, cash equivalents and investments totaled $14,501M (from $12,900M at October 26, 2025): cash and equivalents $7,037M, short-term investments $2,196M, long-term investments $5,268M. Accounts receivable rose to $7,691M from $5,185M, with days sales outstanding at 77 days versus 72 a year earlier, attributed to higher down-payment invoices on revenue not yet recognized and less receivable factoring. Inventories were $6,564M. Total assets $43,522M; total stockholders' equity $25,626M. Contract liabilities rose to $3,271M from $2,566M; contract assets were $227M. Remaining unsatisfied performance obligations on contracts with an original duration of one year or more were approximately $1.0 billion, roughly 73% expected within 12 months. Working capital was $14.7 billion.
Debt. Senior unsecured notes remained $6.5 billion of principal, but $1.2 billion of 3.300% notes due 2027 moved into the current portion, leaving $5.3 billion long-term. $100 million of commercial paper was outstanding at a 3.78% weighted-average rate. Revolving capacity of approximately $4.0 billion, a $2.0 billion five-year facility expiring February 2030, a $2.0 billion 364-day facility expiring September 2026, and approximately $49 million of Japanese bank facilities, was entirely undrawn, and the company was in compliance with the facility covenants.
Cash flows, nine months. Operating activities provided $5,568M (versus $5,130M), on higher net income and lower income tax payments, partly offset by higher receivables and vendor payments. Investing used $3,152M: $2.0 billion of capital expenditures, $908 million of net investment purchases and $262 million of net cash paid for acquisitions ($87 million of that in Q3 alone), against $6 million of asset-sale proceeds. Financing used $2,634M: $1.2 billion of buybacks, $1.2 billion of dividends, $437 million of tax withholding on vested equity and $1 million of net commercial paper repayment, offset by $131 million of employee stock purchase proceeds. Approximately $12.8 billion remained available under the repurchase authorization.
Capital returns. Quarterly dividends of $0.46 (declared December 2025), $0.53 (March 2026) and $0.53 (June 2026) per share; the June declaration is payable in September 2026. Nine-month dividends paid were $1.2 billion. On repurchases, the 10-Q reports the cost of stock repurchased in Q3 at $400 million including excise tax, at an average price paid per share of $455.43 including excise tax, implying roughly 0.9 million shares, which the note rounds to 1 million, versus $1,038 million at an average $164.47 (6 million shares) a year earlier. That $400 million trade-date cost basis differs from the $440 million of cash paid for repurchases in the quarter reported in the earnings release's financing activities, and neither filing explains the $40 million difference. A settlement lag does not account for it: the note's nine-month cost of $1,137 million less the $400 million recorded in the third quarter leaves $737 million for the first six months, and the second-quarter fiscal 2026 earnings release (accession 0001628280-26-035071) reports cash paid for repurchases over those six months of exactly $737 million, so no unsettled balance was carried into the third quarter, and cash paid could not exceed recorded cost on that basis. Capital expenditures remain elevated at $707 million in the quarter and approximately $2.0 billion for the nine months, of which $1,563 million, the nine-month, not the quarterly, figure, sat in the Other category, reflecting corporate infrastructure build rather than segment capacity. Capital-expenditure-related government incentives had reduced gross property, plant and equipment by $1.8 billion as of July 26, 2026, and $1.2 billion of investment tax credits were recorded on the balance sheet, of which $41 million offsets fiscal 2026 tax liabilities and $1.2 billion is expected to be refunded in cash.
Outlook. For the fourth quarter of fiscal 2026 the company guided to total revenue of $10.25 billion plus or minus $500 million and non-GAAP diluted EPS of $4.02 plus or minus $0.20. That EPS outlook excludes $0.01 per share of known acquisition-related charges, includes a $0.01 normalized share-based compensation tax benefit and includes a $0.05 net income tax benefit related to intra-entity intangible asset transfers. Management said it was raising its Semiconductor Systems revenue expectations for calendar 2026, expected to grow faster than the market this year, expected another strong growth year in 2027, and expected second-half calendar strength particularly in DRAM, leading-edge foundry-logic and advanced packaging. The CFO also flagged additional manufacturing capacity investments to support projected demand through the end of the decade. Announced alongside the quarter: EPIC Center R&D partnerships expanded to 11 engagements, adding Broadcom, UC Berkeley and SCREEN Semiconductor Solutions; a US$500 million Tampines Campus in Singapore more than doubling advanced cleanroom capacity there; a long-term joint development agreement with EssilorLuxottica for intelligent optical systems; and six new chipmaking systems for DRAM and advanced packaging.
Regulatory and legal
BIS export-controls settlement. On February 11, 2026 Applied entered into a settlement agreement with the Commerce Department's Bureau of Industry and Security resolving its inquiry into certain China customer shipments and export controls compliance. The Form 10-Q (Note 13, Legal Matters) states the company agreed to pay BIS $253 million, which it paid in full during the second quarter of fiscal 2026, and must conduct internal audits of its export controls compliance program and maintain export compliance training and reporting mechanisms. The settlement includes a denial order that is suspended and will be waived three years after the date of the order, provided the audit requirements are timely completed, meaning the export-license consequence remains contingent on continued compliance rather than fully resolved. The charge was recorded as a $253 million legal settlement expense in the first nine months of fiscal 2026, allocated to the Semiconductor Systems segment. The Form 8-K filed February 12, 2026 (accession 0001628280-26-007444) reported the settlement amount as $252.5 million and stated that the Department of Justice and the SEC, which had also been investigating, closed their related inquiries without enforcement action.
BIS Affiliates Rule. In a Form 8-K filed October 2, 2025 (accession 0001628280-25-043753), Applied disclosed that a BIS rule issued September 29, 2025 expanding the list of companies subject to U.S. export restrictions would further restrict its ability to export certain products and supply parts and services to specific China-based customers without a license. The company estimated the rule would reduce net revenue by approximately $110 million in the fourth quarter of fiscal 2025 and by approximately $600 million in fiscal 2026. Neither the Form 10-K nor the Form 10-Q updates or quantifies that estimate; the 10-Q's discussion of export regulation is qualitative. Against that backdrop, China revenue of $2,506 million in the quarter was down 2% year over year while total revenue rose 25%, and China fell from 35% to 28% of revenue.
Other legal matters. Both the 10-K and 10-Q state that the company does not believe the matters described in its Legal Matters note will have a material effect on consolidated financial condition or results of operations. As of October 26, 2025 the 10-K disclosed continuing subpoenas from the Department of Justice, BIS and the SEC relating to China customer shipments and export controls compliance, and separate Department of Justice subpoenas relating to certain federal award applications and information submitted to the federal government. The 10-Q's Legal Matters note no longer describes those subpoenas separately; it describes the BIS settlement.
Subsequent events
Applied Materials does not present a subsequent-events note. Neither the Form 10-Q for the quarter ended July 26, 2026 (accession 0001628280-26-058235) nor the fiscal 2025 Form 10-K (accession 0001628280-25-056742) contains one, the 10-Q's notes run from Note 1 through Note 14 (Industry Segment Operations) with no subsequent-events disclosure, and the 10-K's run through Note 15. There is accordingly no disclosed post-period acquisition, divestiture, financing, borrowing or litigation outcome from the company itself for the period between July 26, 2026 and the August 20, 2026 filing date. What is on the record for that window, and what remains open as of the filing date:
- Third-quarter results and fourth-quarter guidance were furnished on August 13, 2026 (accession 0001628280-26-056699), after the quarter closed: Q4 FY2026 revenue guidance of $10.25 billion ± $500 million and non-GAAP diluted EPS of $4.02 ± $0.20, with the Semiconductor Systems calendar-2026 revenue outlook raised. No new financing, acquisition or litigation development was announced with those results.
- Declared dividend payable after period end. The $0.53 per share quarterly dividend declared in June 2026 is payable in September 2026; $421 million of dividends payable sat on the July 26, 2026 balance sheet.
- The 364-day revolving credit agreement expires in September 2026, shortly after the filing date. It was undrawn at July 26, 2026. If loans were outstanding at maturity the company may convert them to term loans maturing September 2027, subject to a fee.
- NEXX acquisition from ASMPT, signed, no closing confirmed in the filings. In the earnings release furnished with the Form 8-K filed May 14, 2026 (accession 0001628280-26-035071, Exhibit 99.1) Applied disclosed that it had "entered into an agreement with ASMPT Limited to acquire its NEXX business, a leading supplier of large-area advanced packaging deposition equipment for the semiconductor industry," intended to broaden its panel-level advanced packaging portfolio. No purchase price was disclosed. The transaction is not mentioned anywhere in the Form 10-Q, not in the notes, not in management's discussion, and not in the August 13, 2026 third-quarter earnings release. The 10-Q contains no business-combination note. What the 10-Q does disclose is that net cash paid for acquisitions was $262 million for the nine months ended July 26, 2026, of which $87 million was paid in the third quarter (per the cash flow statement in the third-quarter earnings release), that goodwill rose to $3,873 million from $3,707 million at October 26, 2025, and that purchased technology and other intangible assets, net rose to $315 million from $226 million. The third-quarter earnings release adds two further signs of acquisition activity inside the period without naming a target: its GAAP-to-non-GAAP reconciliation adds back $5 million of acquisition integration and deal costs in the quarter ($8 million for the nine months, against $1 million and $4 million in the year-earlier periods), and the fourth-quarter outlook excludes $0.01 per share of known charges related to completed acquisitions. The company does not attribute any of those amounts to a named target, so the status of the NEXX transaction as of the August 20, 2026 filing date cannot be established from the filings, it has been announced as signed and has not been reported as closed.
FAQ · Applied Materials 10-K and 10-Q summary
What does Applied Materials, Inc. (AMAT) do?
Applied Materials supplies the materials engineering equipment, services and software used to manufacture semiconductors. It designs, develops, manufactures and services the wafer fabrication tools chipmakers use to convert patterns into device structures, build transistors and interconnects, inspect and measure them, and package finished die. Its customers' output goes into personal computing, mobile phones, AI and data center servers, automobiles, connected devices, industrial applications and consumer electronics.
What are the main risk factors Applied Materials, Inc. discloses?
Applied Materials, Inc. (AMAT): Cyclicality and demand forecasting. The semiconductor industry is historically cyclical. Demand turns on technology inflections, customers' capacity utilization and the timing of fab investment. AI is singled out as a significant demand driver whose timing and magnitude are hard to forecast, the 10-Q sharpens this, adding that failure to meet the level of customer demand "may result in a loss of business or customer trust," and that the company may incur costs in anticipation of demand that is never realized or sustained.
What did Applied Materials, Inc. management say about the latest quarter?
Applied Materials, Inc. (AMAT): Revenue set a record and gross margin expanded on higher volume, favorable customer and product mix, higher average selling prices and lower material and manufacturing costs. Semiconductor Systems grew as customers invested in new capacity and technology transitions, with foundry and logic driven by leading-edge spending and memory driven by NAND fabrication equipment upgrades. AGS grew on long-term service agreements and spares, partly offset by lower 200mm equipment spending. Operating expenses.
When does Applied Materials, Inc. (AMAT) next file with the SEC?
Applied Materials, Inc. (AMAT) is expected to file its next Form 10-K with the SEC on or around December 11, 2026. That date is a projection rather than a company-announced date: it is derived from Applied Materials, Inc.'s own filing history with the SEC, by taking the date the company filed the same fiscal period a year earlier and adding 52 weeks. The most recent periodic report on file is the 10-Q for Q3 FY2026, the period ended 2026-07-26, SEC accession 0001628280-26-058235.
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