이번 보고서
2026.08 분기보고서
10-Q · 기간 말 2026. 8. 1. · 제출 2026. 8. 28.
비교 기준
2026.05 분기보고서
10-Q · 기간 말 2026. 5. 2.
1
새 리스크 항목
2
신규 문단
23
수정 문단
8
삭제
+1%
분량 변화
AI 한국어 요약
한 줄 요약
마벨은 TSMC를 첨단 공정 웨이퍼의 유일한 공급처로 처음 명시하고 '지금 공급이 부족하다'고 밝혔으며, AI 데이터센터 건설 지연 리스크를 새로 추가했습니다. 반면 중국 관련 표현은 과거형 피해에서 가능성으로 낮췄습니다.
주목할 변화
- 강화TSMC 단일 의존 명시TSMC가 3nm를 포함한 첨단 공정 웨이퍼의 유일한 공급처라는 점을 요약 리스크와 본문에 새로 넣었습니다. 대체 파운드리 전환은 시간뿐 아니라 비용도 든다고 덧붙였습니다. 원문: "TSMC is currently our sole source foundry for all of our advanced process-node wafers."
- 신규TSMC 용량 예약 계약과 선급금 몰수 위험여러 해에 걸친 웨이퍼 용량을 확보하려고 큰 금액을 미리 지급하는 계약을 맺었다고 밝혔습니다. 약정 물량을 사지 못하면 선급금 일부를 잃을 수 있습니다. 원문: "we may forfeit a proportional portion of our advance payments."
- 강화공급 부족을 '현재 상황'으로 인정과거에는 "수요가 강하면 공급이 제약될 수 있다"는 가정형이었습니다. 이번에는 지금 수요는 강하지만 첨단 웨이퍼 등 공급이 부족해 일부 수요를 충족하지 못하고 있다고 현재형으로 썼습니다. 원문: "We are currently in a supply constrained environment."
- 신규AI 데이터센터 건설 지연 리스크인력 부족, 전력·용수 확보, 인허가 지연, 지역사회 반대 때문에 데이터센터 구축이 예상보다 느려질 수 있다고 새로 적었습니다. 이 경우 회사 제품 수요가 늦어지거나 줄어들 수 있다고 봅니다. 원문: "heightened community opposition to proposed data center projects."
- 신규미국 AI 감독 법안2026년 7월 초당적 AI 감독 법안이 발의됐습니다. 회사는 이 법안의 규제 범위에 자사 제품이 포함될 수 있다고 언급했습니다. 원문: "may encompass our products."
- 완화중국 무역 리스크 표현 완화중국 관련 항목 제목이 "수요를 줄였고 사업에 피해를 줬다(have reduced… damaged)"에서 "줄일 수 있다(may reduce… damage)"로 바뀌었습니다. 수출 규제가 과거 매출에 악영향을 줬다는 문장도 삭제됐습니다.
- 강화반도체 수입 관세(Section 232) 진전미국 상무부 산업안보국(BIS)이 2025년 12월 22일 대통령에게 보고서를 제출했다는 내용이 추가됐습니다. 보고서는 반도체 수입이 국가안보를 위협한다고 결론 내렸고, 추가 관세나 무역 제한으로 이어질 수 있습니다. 원문: "imports of these products threaten U.S. national security."
- 신규설계 소프트웨어(EDA) 시장 집중과 AI 보안 위협Synopsys-Ansys 합병 이후 상위 3개사가 EDA 시장의 약 75%를 차지하게 되어 도구 선택지가 줄고 비용이 오를 수 있다고 추가했습니다. 사이버보안 항목에는 딥페이크를 이용한 사칭, 프롬프트 인젝션, 외부 AI 서비스 장애 같은 AI 관련 위협이 새로 들어갔습니다.
읽는 법
이번 변경의 중심은 수요보다 공급 쪽입니다. 회사는 TSMC 한 곳에 대한 의존과 선급금 계약이라는 구체적인 약정 위험을 처음으로 상세히 공개했습니다. 수요 측면에서는 반도체 자체가 아니라 데이터센터를 짓는 현장의 물리적·사회적 제약이 새로운 변수로 등장했습니다. 중국 관련 표현은 누그러졌지만 미국 쪽 관세와 AI 규제 리스크가 새로 추가되어, 정책 리스크의 무게중심이 옮겨가는 모습으로 읽을 수 있습니다.
원문 비교
- •risks related to our dependence on a limited number of suppliers of critical materials, including components, within our supply chain, and potential inability to obtain sufficient advance node wafers from Taiwan Semiconductor Manufacturing Company Limited (“TSMC”) as well as to obtain other critical components from other suppliers, to meet customer demand and our forecasts;
- Supply Constraints
- •risks related to the extension of lead time due to supply chain disruptions, component shortages that impact the costs and production of our
products and kitting process,products, and constrained availability from other electronic suppliers impacting our customers’ ability to ship their products, which in turn may adversely impact our sales to those customers; - World-wide markets for our data center and communications related products may not evolve in the manner or in the time periods we anticipate. If domestic and global economic conditions worsen, overall spending on our data center and communications products may be reduced, which would adversely impact demand for our products in these markets. In addition, unfavorable developments with evolving laws and regulations worldwide related to these products and suppliers may limit global adoption, impede our strategy, and negatively impact our long-term expectations in this area. Even if the data center and communications markets evolve in the manner or in the time periods we anticipate, if we do not have timely, competitively priced, market-accepted products available to meet our customers’ need in these markets, we may miss a significant opportunity and our business, financial condition, results of operations and cash flows could be materially and adversely affected. In addition, as a result of the fact that the markets for data center and communication products are still evolving, demand for these products may be unpredictable and may vary significantly from one period to another. For example, AI-related data center deployment may happen more slowly than our customers or the market anticipate if developers face labor shortages, supply chain bottlenecks, power and water procurement constraints, permitting delays, and heightened community opposition to proposed data center projects. Public resistance to data center siting has intensified as the scale of AI-era facilities has grown, with concerns centered on strain to local energy grids and water supplies, increased consumer utility rates, persistent industrial noise, diminished air quality, loss of open space or rural character, and limited local employment relative to the resources consumed. These concerns have led to organized opposition, rezoning denials, litigation, and legislative action at the state and local levels. Because our data center business depends in part on the timing and scale of our customers' AI infrastructure deployments, any delay, reduction, or geographic limitation in data center buildout resulting from these factors could delay or reduce demand for our products and adversely affect our revenue growth and results of operations. In addition, these markets may not develop as anticipated if AI training and inference costs drop dramatically due to customer adoption of less expensive alternative technologies. Further, the current level of capital expenditure (capex) on AI infrastructure may not be sustainable over the long term and a significant reduction in AI-related spending will likely harm our financial results. In addition, in the future our customers may decelerate or reallocate their capital expenditures for other uses, which could delay or reduce the demand for our products and negatively impact our revenue. In addition, rapidly evolving technologies, including AI, could change the business needs of our customers in the data center and communications markets in ways we are not yet able to predict. AI systems may make unforeseen or unintended discoveries that may disrupt our customers’ existing products, services, or business strategy and potentially render some of our customers current offerings and products obsolete which may have a material adverse effect on our revenue and profitability. In July 2026, bipartisan AI oversight legislation was introduced, which could establish U.S. government oversight over “cutting-edge AI models” in a manner that may encompass our products. See also, “Our sales are concentrated in a few large customers. If we lose or experience a significant reduction in sales to any of these key customers, if any of these key customers experience a significant decline in market share, or if any of these customers experience significant financial difficulties, our revenue may decrease substantially and our results of operations and financial condition may be harmed.” See also, “Adverse changes in the political, regulatory and economic policies of governments in connection with trade with China and Chinese customers
have reducedmay reduce the demand for our products anddamageddamage our business” for additional risks related to export restrictions that may impact certain customers in the data center and communications markets. - In addition to the above risks related to economic conditions, the U.S. has implemented a series of tariffs targeting various nations and industries. These announcements have triggered global reactions, affecting markets, slowing global economic growth, and heightening concerns about broader financial instability. Tariffs and escalations of trade tensions between the U.S. and its trading partners, especially China, and the decoupling of global economies could result in a global economic slowdown and long-term changes to global trade. See also, “Adverse changes in the political, regulatory and economic policies of governments in connection with trade with China and Chinese customers
have reducedmay reduce the demand for our products anddamageddamage our business” and “Changes to U.S. or foreign tax, trade policy, government incentives, tariff and import/export regulations may have a material adverse effect on our business, financial condition and results of operations.” - Moreover, the semiconductor industry has experienced increased consolidation over the past several years. For example, Broadcom acquired VMware in November 2023 and in August 2026 AMD announced its intent to acquire Taalas Inc. Consolidation among our competitors has led, and in the future could lead, to a changing competitive landscape, capabilities and market share, which could put us at a competitive disadvantage and harm our results of operations.
- Taiwan Semiconductor Manufacturing Company Limited ("TSMC") is currently our sole source foundry for all of our advanced process-node wafers. In addition, most of our third-party assembly, testing and packaging facilities are located in
China,Malaysia, Singapore, Taiwan and Canada. Because of the geographic concentration of most of these third-partyfoundries,business partners, including our dependence on TSMC in Taiwan, as well as most of our assembly, testing and packaging subcontractors, we are exposed to the risk that their operations may be disrupted by regional events including, for example, droughts, earthquakes (particularly in Taiwan and elsewhere in the Pacific Rim close to fault lines), tsunamis or typhoons, severe storms, power outages, or by actual or threatened public healthemergencies such as the COVID-19 pandemic and future pandemics,emergencies, or by political, social or economic instability, or by geopolitical tensions and conflicts. In the case of such an event, our revenue, cost of goods sold and results of operations may be negatively impacted. In addition, there are limited numbers of alternative foundries capable of producing advanced technologies and identifying and implementing alternative manufacturing facilities would be timeconsuming.consuming and expensive. Although there is a movement in the U.S. to build more foundries locally and the U.S. government is providing funds or other incentives for certain companies to do so, we do not expect that such foundries will be available to us to produce certain types of advanced technologies any time soon, if ever. If we need to utilize alternate manufacturing facilities, either in Taiwan or elsewhere, we could experience significant expenses and delays in product shipments, which could harm our results of operations. - The ability of each of our manufacturing partners to provide us with materials and services is limited by its available capacity and existing obligations. Currently, the demand for our products is strong, and availability of our partners’ to provide sufficient capacity, including advanced process node wafers, to meet customer demand is constrained.
When demand is strong, availability of our partners’ capacity may be constrained or not available, and withWith certain exceptions ourvendorspartners are not obligated to perform services or supply products to us for any specific period, in any specific quantities, or at any specific price, except as may be provided in a particular purchase order. It is possible that our manufacturing partners will prioritize and allocate additional supply to their customersthatwho are largerand better financedthan we are or that have long-term agreements with our main foundries may induce them to reallocate capacity tothose customers.them. Moreover, if any of our third-party manufacturing partners or other suppliers are unable to secure the necessary raw materials from their suppliers, lose benefits under material agreements, experience power outages or labor shortages, or lack sufficient capacity to manufacture our products, encounter financial difficulties or suffer any other disruption or reduction in efficiency, we may encounter supply delays or disruptions, which could harm our business or results of operations. - There are a very limited number of foundries and consolidation of the foundries that provide services to us
or to the semiconductor industry due to bankruptcy or through business combinations, including mergers, asset acquisitions and strategic partnershipsmay adversely impact us. A foundry, supplier or other manufacturing partner could become unavailable to us if it is acquired by a competitor or a large company that may change the scope of the offerings. Or a foundry may not be suitable for us if it does not invest in, or have the ability to manufacture, advanced technologies. In particular, as we and others in our industry transition to smaller geometries, our manufacturing partners may be supply constrained or may charge premiums for these advanced technologies, which may harm our business or results of operations. See also, “We may experience increased actual and opportunity costs as a result of our transition to smaller geometry process technologies.” In addition, a foundry or supplier may become unavailable to us as a result of economic or political instability. Any disruption to our manufacturing partners could result in a material decline in our revenue, net income and cash flow. While we attempt to create multiple sources for our products, mostMost of our products are not manufactured at more than one foundry at any given time, and our products typically are designed to be manufactured in a specific process at only one of these foundries. In particular, TSMC is currently the sole wafer supplier for our advanced node products, including our 3nm products. Accordingly, if one of ourfoundriesfoundries, including TSMC, is unable to provide us with components as needed, it would be difficult for us to transition the manufacture of our products to other foundries, and we could experience significant delays in securing sufficient supplies of those components. Any disruption to our foundry partners could result in a material decline in our revenue, net income and cash flow. In addition, our assembly, testing and packaging partners may be single sourced and it may be difficult for us to transition to other manufacturing partners for these services.- In order to secure sufficient capacity when demand is high and to mitigate the risks described in the foregoing paragraph, we have entered into, and in the future may enter into, various arrangements with certain manufacturing partners or other suppliers that could be costly and harm our results of operations, such as nonrefundable deposits with, or loans to, such parties in exchange for capacity commitments, or contracts that commit us to purchase specified quantities of components over extended periods. In particular, we have entered into a capacity reservation agreement with TSMC pursuant to which we agreed to make substantial advance payments in exchange for wafer capacity over a multi-year period. Under this arrangement, we are required to purchase specified target quantities of wafers during the term, and if we do not meet such target quantities, we may forfeit a proportional portion of our advance payments. We may not be able to make such arrangements in the future in a timely fashion or at all, and any arrangements may be costly, reduce our financial flexibility, and not be on terms favorable to us. Moreover, if we are able to secure capacity, we may be obligated to use all of that capacity or incur penalties. These penalties may be expensive and could harm our financial results.
- We are currently in a supply constrained environment. These supply challenges have
in the past, and may in the future,limited our ability to fully satisfy demand for some of our products. For example, therehas andcontinues to be a tight supply environment for AI related components and manufacturing resources, such as advanced wafer fabrication, advanced packaging, and large body substrates whichhave in the past and may continue to resultresults in increased lead times, inability to meet demand, and increased costs. - In order to remain competitive, we have transitioned, and expect to continue to transition, our semiconductor products to increasingly smaller line width geometries. We periodically evaluate the benefits, on a product-by-product basis, of migrating to smaller geometry process technologies. We also evaluate the costs of migrating to smaller geometry process technologies including both actual costs such as increased mask costs and wafer costs and increased costs related to EDA (electronic design automation) tools and the opportunity costs related to the technologies we choose to forego. These transitions are imperative for us to be competitive with the rest of the industry and to target some of our product development in high growth areas to these advanced nodes, which has resulted in significant initial design and development costs. After the Synopsys-Ansys merger, three companies are expected to control approximately 75% of the global EDA market and this concentration in EDA tools that we rely on for chip design may raise the risk of reduced vendor choice and increased pricing to us in connection with our design workflows.
- Adverse changes in the political, regulatory and economic policies of governments in connection with trade with China and Chinese customers
have reducedmay reduce the demand for our products anddamageddamage our business. - On April 14, 2025, the BIS announced the initiation of investigations into the effects on U.S. national security of imports of semiconductors under Section 232 of the Trade Expansion Act of 1962. The scope of the investigation includes semiconductors, semiconductor manufacturing equipment, and their derivative products including semiconductor substrates and bare wafers, legacy chips, leading-edge chips, microelectronics, and other components. BIS transmitted its report to the President on December 22, 2025, concluding that imports of these products threaten U.S. national security given that the U.S. currently fully manufactures only approximately 10 percent of the chips it requires. While the
results of this investigation are currently unknown,Secretary’s report has not been publicly released, the investigation may result in additional tariffs and trade restrictions, which may adversely impact our business. - In addition, the U.S. government has in the past, and may in the future, adopted policies that discourage corporations from outsourcing manufacturing and production activities to foreign jurisdictions, including through tariffs or penalties on goods manufactured outside the U.S., which required us to change the way we conduct business. Political changes and trends such as populism, protectionism, economic nationalism and sentiment toward multinational companies and resulting changes to trade, tax or other laws and policies may be disruptive to our businesses. These changes in U.S. and foreign laws and policies have the potential to adversely impact the U.S. economy or certain sectors thereof, our industry and the global demand for our products, and as a result, could have a material adverse effect on our business, financial condition and results of operations. See also, “Adverse changes in the political, regulatory and economic policies of governments in connection with trade with China and Chinese customers
have reducedmay reduce the demand for our products anddamageddamage our business” and “Changes in existing taxation benefits, tax rules or tax practices may adversely affect our financial results.” - We benefit from agreements with governmental agencies that incentivize investment within the jurisdictions through refunds or other credits associated with the investments. Receipt of benefits under incentive agreements may depend on several factors, including but not limited to, our ability to fulfill commitments regarding employment of personnel, investment, or performance of specified activities in the applicable jurisdictions as well as changes in foreign
laws.laws, and are subject to government agency reviews and audits of qualifying expenditures. In addition, changes in our business plans, including divestitures, as well as changes to applicable laws, regulations, or government interpretations and audits could result in loss of benefits and termination of or renegotiation of an agreement. If our incentive agreement were terminated or renegotiated, or if our ultimate benefits receivedisare less than we have recognized, results of operations and our financial position could be harmed. - A substantial portion of our business is conducted outside of the United States and, as a result, we are subject to foreign business, political and economic risks. Most of our products are manufactured by our manufacturing partners outside of the United States. Most of our current qualified integrated circuit foundries are located in the same region within Taiwan. In addition, our primary assembly, testing and packaging subcontractors are located in the Pacific Rim region. For example, a substantial amount of our revenue is derived from products manufactured in Taiwan and as a result, disruptions to business in Taiwan, whether political, military, natural disasters or other events will adversely impact our business. In addition, many of our customers have operations located outside of the United States, primarily in Asia, which further exposes us to foreign risks. Sales shipped to customers with operations in Asia represented approximately
83%84% and74%76% of our net revenue in the three months endedMay 2,August 1, 2026 andMay 3,August 2, 2025, respectively. - We depend heavily on our technology infrastructure and maintain and rely upon certain critical information systems for the effective operation of our business. We routinely collect and store sensitive data in our information systems, including intellectual property and other proprietary information about our business and that of our customers, suppliers and manufacturing and other business partners. These information technology systems are subject to damage or interruption from several potential sources, including, but not limited to, natural disasters, destructive or inadequate code, malware, power failures, cyber-attacks, nation state advanced persistent threats, misconfigurations, third-party cloud or SaaS outages, vendor errors causing operational interruptions, insider threats or other events. Cyber-attacks may include
phishingphishing, smishing, vishing or other forms of social engineering attacks, exploits of code or system configurations, malicious code, such as viruses and worms, ransomware attacks, zero day vulnerabilities and undisclosed security flaws exploited by threat actors, nation-state cyber attacks, supply chain and third-party cyber-attacks, denial-of-service attacks and other actions granting unauthorized access to our technology infrastructure or information systems or those of our customers, suppliers and manufacturing and other business partners. In addition, we have in the past and may in the future be the target of email phishing attacks that attempt to acquire personal information or Company assets. As AI capabilities improve and become increasingly commonplace, we may see cyberattacks leveraging AI technology. These attacks could be crafted with an AI tool to directly attack information systems with increased speed and/or efficiency compared to a human threat actor, accelerate reconnaissance and exploit development, or create more effective phishing emails. AI-generated or manipulated audio, video or other content may also be used to impersonate our employees, executives, customers, suppliers or other business partners, facilitate fraud or obtain unauthorized access to our systems or information. In addition, a vulnerability could be introduced from the result of our or our customers and business partners incorporating the output of an AI tool, such as AI generated source code or configurations, that are insecure or contain malicious artifacts. Our use, or unauthorized or inappropriate use, of AI tools may also expose confidential, proprietary, personal or other sensitive information. AI systems may be susceptible to prompt injection, data or model poisoning or other manipulation that could cause them to disclose information, produce malicious or inaccurate outputs, or take unintended or unauthorized actions. The use of remote working arrangements at the Company and our business partners may present additional operational risks and attack vectors to our IT Systems. - Our business also requires us to work with and in some cases to share confidential information with manufacturing partners, suppliers, customers and other third parties. Although we take steps to secure our confidential information that is provided to third parties, such measures may not always be effective. Data breaches, losses or other unauthorized access to or releases of confidential information have in the past occurred with these third parties and material data breaches, losses or other unauthorized access to, or releases of, our confidential information may in the future occur in connection with third-party breaches that could materially adversely affect our reputation, financial condition and operating results and could result in liability or penalties under data privacy laws. In addition, we may be subject to losses of access to all or part of our systems because of our use of third-party services or software, including third-party AI services which losses may not always be the result of malicious activity, and we cannot guarantee that any such future outages will not materially impact the Company.
- As of
May 2,August 1, 2026, we had a total of $5.0 billion debt outstanding, which consisted of senior notes outstanding (the “Notes”). In addition, we may borrow up to $1.5 billion under our Revolving Credit Facility (the “2025 Revolving Credit Facility” or the “2025 Credit Agreement”). As ofMay 2,August 1, 2026, the 2025 Revolving Credit Facility was undrawn. - The One Big Beautiful Bill Act of 2025 (the “2025 Tax Act”) was signed into law on July 4, 2025. The 2025 Tax Act makes permanent key elements of the 2017 Tax Cuts and Jobs Act, including domestic research cost expensing, 100% bonus depreciation and makes modifications to the U.S. International tax framework. As such, the income from all of our foreign subsidiaries continues to be subject to the U.S. tax provisions applicable to Global Intangible Low Taxed Income (“GILTI”) regime (which has been recharacterized as the Net Controlled Foreign Corporation (“CFC”) Tested Income regime, beginning in fiscal 2027). Our tax provision for the
May 2,August 1, 2026 period includes the estimated impact of the 2025 Tax Act. Our estimates concerning the impact of this legislation remain subject to developing interpretations of the provisions of the 2025 Tax Act, which may require further adjustments and changes in our estimates, and could significantly affect our future financial results, including our earnings and cash flows. - President Biden signed into law the Inflation Reduction Act of 2022 (the “IRA”) on August 16, 2022 and the CHIPS and Science Act of 2022 on August 9, 2022. These laws implement new tax provisions and provide for various incentives and tax credits. The IRA applies to tax years beginning after December 31, 2022 and introduced a 15% alternative minimum tax for corporations whose average annual adjusted financial statement income for any consecutive three-tax-year period preceding the tax year exceeds $1 billion and a 1% excise tax on certain stock repurchases made by publicly traded U.S. corporations after December 31, 2022. As a result of the accelerated share repurchase agreement (“ASR Agreement”), the Company
anticipates payingpaid $14.3 million in additional federal taxesinrelated to fiscal 2026, recorded as a reduction to stockholders’ equity, due to the 1% excise tax on net share repurchases. While we are not generally subject to significant taxes under the IRA, it is possible that in the future they could significantly affect our financial results, including our earnings and cash flows. - We had approximately $13.9 billion of goodwill and
$2.6$2.3 billion of acquired intangible assets on our unaudited condensed consolidated balance sheets as ofMay 2,August 1, 2026. Under generally accepted accounting principles in the United States, we are required to review our intangible assets including goodwill for impairment whenever events or changes in circumstances indicate that the carrying value of these assets may not be recoverable. - On September 24, 2025, we announced that our Board of Directors authorized a $5.0 billion addition to the balance of its existing stock repurchase program. Future payment of a regular quarterly cash dividend on our common stock and future stock repurchases are subject to, among other things: the best interests of the Company and our stockholders; our results of operations, cash balances and future cash requirements; financial condition; developments in ongoing litigation; statutory requirements under Delaware law; securities laws and regulations; market conditions; and other factors that our Board of Directors may deem relevant. Our dividend payments or stock repurchases may change from time to time, and we cannot provide assurance that we will continue to declare dividends or repurchase stock in any particular amounts or at all. A reduction in, a delay of, or elimination of our dividend payments or stock repurchases could have a negative effect on our stock price. As of
May 2,August 1, 2026, there was$5.3$5.1 billion remaining available for future stock repurchases under the prior authorization. - For example, AMD acquired Xilinx, Inc. in February 2022 and Pensando Systems in May 2022, Qualcomm acquired Veonner in April 2022, and Broadcom acquired VMware in November 2023.
- Most of our products are manufactured by third-party foundries located in Taiwan, and other sources are located in China, Germany, South Korea, Singapore and the United States. For example, we were impacted by COVID outbreaks in Asia in the first half of fiscal 2023 that resulted in closed factories, clogged ports and a shortage of workers as officials imposed lockdowns and mass testing requirements.
- No Guarantee of Capacity or Supply
- We place our orders on the basis of our customers’ purchase orders or our forecast of customer demand, and most of our manufacturing partners can allocate capacity to the production of other companies’ products and reduce deliveries to us on short notice. Most of our manufacturing partners may reallocate capacity to their customers offering them a better margin or rate of return than provided by us. This reallocation could impair our ability to secure the supply of components that we need.
- We have in the past and may in the future, experienced a number of industry-wide supply constraints.
- Because of the geographic concentration of some of our suppliers, we are exposed to the risk that their operations may be disrupted by regional events including droughts, earthquakes (particularly in Taiwan and elsewhere in the Pacific Rim close to fault lines), tsunamis or typhoons, severe storms, power outages, or by actual or threatened public health emergencies such as the COVID-19 pandemic, or by political, social or economic instability. In addition, while the Russian invasion of Ukraine has not had a direct material impact on us due to our limited sales to Russia and Ukraine, we are unable to predict the indirect impact this conflict will have on us due to impacts on the supply chain, global and domestic economies, interest rates and stock markets. Moreover, while the current armed conflict in Israel and the Middle East is not currently expected to have a material impact on us, we are unable to predict the full impact this conflict will have on us or our operations in Israel due to impacts on the supply chain, global and domestic economies, interest rates and stock markets.
- Export restrictions reducing our sales of products to China, have in the past and may in the future adversely impact our revenues, profits and results of operations.
- See “Note 8 – Restructuring” in the Notes to Unaudited Condensed Consolidated Financial Statements for further information.
- The Organization for Economic Cooperation and Development (the “OECD”) has been working on a Base Erosion and Profit Shifting Project, and since 2015 has been issuing guidelines and proposals with respect to various aspects of the existing framework under which our tax obligations are determined in countries in which we do business. Many countries have implemented legislation and other guidance to align their international rules with the OECD’s legal framework, including enacting a minimum tax rate of at least 15% as part of the OECD’s “Pillar Two” initiative. We are subject to legislation based on the OECD’s 15% global minimum tax regime which applies to the majority of countries in which we operate. On January 5, 2026, the OECD released a comprehensive package of administrative guidance, including the “side-by-side system” that exempts U.S. parented multinational businesses from certain provisions of Pillar Two specifically the Income Inclusion Rule and the Undertaxed Profits Rule. The OECD guidance provides that the side-by-side system will be effective for fiscal years beginning on or after January 1, 2026. We will continue to monitor countries’ laws with respect to the OECD model rules and the Pillar Two global minimum tax. In certain jurisdictions, local legislative action is needed to effectuate the “side by side system” and cannot be considered in our accounting estimate until enactment. The effects of any future legislation in this area are not yet reasonably estimable, but if such legislation is enacted in the future could have a significant effect on our provision for income taxes, our financial results, and our earnings and cash flows.