10 Q Q2 2023 As Filed
10 Q Q2 2023 As Filed
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 April 1, 2023
or
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to .
Commission File Number: 001-36743
Apple Inc.
(Exact name of Registrant as specified in its charter)
California 94-2404110
(State or other jurisdiction (I.R.S. Employer Identification No.)
of incorporation or organization)
Trading
Title of each class symbol(s) Name of each exchange on which registered
Common Stock, $0.00001 par value per share AAPL The Nasdaq Stock Market LLC
1.375% Notes due 2024 — The Nasdaq Stock Market LLC
0.000% Notes due 2025 — The Nasdaq Stock Market LLC
0.875% Notes due 2025 — The Nasdaq Stock Market LLC
1.625% Notes due 2026 — The Nasdaq Stock Market LLC
2.000% Notes due 2027 — The Nasdaq Stock Market LLC
1.375% Notes due 2029 — The Nasdaq Stock Market LLC
3.050% Notes due 2029 — The Nasdaq Stock Market LLC
0.500% Notes due 2031 — The Nasdaq Stock Market LLC
3.600% Notes due 2042 — The Nasdaq Stock Market LLC
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.
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 ☒
15,728,702,000 shares of common stock were issued and outstanding as of April 21, 2023.
Apple Inc.
Form 10-Q
For the Fiscal Quarter Ended April 1, 2023
TABLE OF CONTENTS
Page
Part I
Item 1. Financial Statements 1
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 14
Item 3. Quantitative and Qualitative Disclosures About Market Risk 19
Item 4. Controls and Procedures 19
Part II
Item 1. Legal Proceedings 20
Item 1A. Risk Factors 20
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 20
Item 3. Defaults Upon Senior Securities 21
Item 4. Mine Safety Disclosures 21
Item 5. Other Information 21
Item 6. Exhibits 21
PART I — FINANCIAL INFORMATION
Apple Inc.
Cost of sales:
Products 46,795 49,290 107,560 113,599
Services 6,065 5,429 12,122 10,822
Total cost of sales 52,860 54,719 119,682 124,421
Gross margin 41,976 42,559 92,308 96,802
Operating expenses:
Research and development 7,457 6,387 15,166 12,693
Selling, general and administrative 6,201 6,193 12,808 12,642
Total operating expenses 13,658 12,580 27,974 25,335
Non-current assets:
Marketable securities 110,461 120,805
Property, plant and equipment, net 43,398 42,117
Other non-current assets 65,388 54,428
Total non-current assets 219,247 217,350
Total assets $ 332,160 $ 352,755
Non-current liabilities:
Term debt 97,041 98,959
Other non-current liabilities 52,886 49,142
Total non-current liabilities 149,927 148,101
Total liabilities 270,002 302,083
Shareholders’ equity:
Common stock and additional paid-in capital, $0.00001 par value: 50,400,000 shares
authorized; 15,723,406 and 15,943,425 shares issued and outstanding, respectively 69,568 64,849
Retained earnings/(Accumulated deficit) 4,336 (3,068)
Accumulated other comprehensive income/(loss) (11,746) (11,109)
Total shareholders’ equity 62,158 50,672
Total liabilities and shareholders’ equity $ 332,160 $ 352,755
Dividends and dividend equivalents declared per share or RSU $ 0.23 $ 0.22 $ 0.46 $ 0.44
Operating activities:
Net income 54,158 59,640
Adjustments to reconcile net income to cash generated by operating activities:
Depreciation and amortization 5,814 5,434
Share-based compensation expense 5,591 4,517
Other (1,732) 1,068
Changes in operating assets and liabilities:
Accounts receivable, net 9,596 5,542
Inventories (2,548) 1,065
Vendor non-trade receivables 14,785 643
Other current and non-current assets (4,092) (3,542)
Accounts payable (20,764) (1,750)
Other current and non-current liabilities 1,757 2,515
Cash generated by operating activities 62,565 75,132
Investing activities:
Purchases of marketable securities (11,197) (61,987)
Proceeds from maturities of marketable securities 17,124 18,000
Proceeds from sales of marketable securities 1,897 24,668
Payments for acquisition of property, plant and equipment (6,703) (5,317)
Other (247) (735)
Cash generated by/(used in) investing activities 874 (25,371)
Financing activities:
Payments for taxes related to net share settlement of equity awards (2,734) (3,218)
Payments for dividends and dividend equivalents (7,418) (7,327)
Repurchases of common stock (39,069) (43,109)
Repayments of term debt (3,651) (3,750)
Proceeds from/(Repayments of) commercial paper, net (7,960) 999
Other (455) (105)
Cash used in financing activities (61,287) (56,510)
The Company’s fiscal year is the 52- or 53-week period that ends on the last Saturday of September. An additional week is
included in the first fiscal quarter every five or six years to realign the Company’s fiscal quarters with calendar quarters, which
occurred in the first fiscal quarter of 2023. The Company’s fiscal years 2023 and 2022 span 53 and 52 weeks, respectively.
Unless otherwise stated, references to particular years, quarters, months and periods refer to the Company’s fiscal years ended
in September and the associated quarters, months and periods of those fiscal years.
Denominator:
Weighted-average basic shares outstanding 15,787,154 16,278,802 15,839,939 16,335,263
Effect of dilutive securities 59,896 124,514 61,445 126,041
Weighted-average diluted shares 15,847,050 16,403,316 15,901,384 16,461,304
Approximately 48 million restricted stock units (“RSUs”) were excluded from the computation of diluted earnings per share for the
six months ended April 1, 2023 because their effect would have been antidilutive.
Total net sales include $3.5 billion of revenue recognized in the three months ended April 1, 2023 that was included in deferred
revenue as of December 31, 2022, $3.0 billion of revenue recognized in the three months ended March 26, 2022 that was
included in deferred revenue as of December 25, 2021, $5.5 billion of revenue recognized in the six months ended April 1, 2023
that was included in deferred revenue as of September 24, 2022, and $4.8 billion of revenue recognized in the six months ended
March 26, 2022 that was included in deferred revenue as of September 25, 2021.
The Company’s proportion of net sales by disaggregated revenue source was generally consistent for each reportable segment
in Note 10, “Segment Information and Geographic Data” for the three- and six-month periods ended April 1, 2023 and March 26,
2022, except in Greater China, where iPhone revenue represented a moderately higher proportion of net sales.
As of April 1, 2023 and September 24, 2022, the Company had total deferred revenue of $12.5 billion and $12.4 billion,
respectively. As of April 1, 2023, the Company expects 65% of total deferred revenue to be realized in less than a year, 26%
within one-to-two years, 7% within two-to-three years and 2% in greater than three years.
Level 1 (1):
Money market funds 1,656 — — 1,656 1,656 — —
Mutual funds 345 5 (26) 324 — 324 —
Subtotal 2,001 5 (26) 1,980 1,656 324 —
Level 2 (2):
U.S. Treasury securities 22,754 1 (1,262) 21,493 9 8,002 13,482
U.S. agency securities 5,743 — (538) 5,205 — 199 5,006
Non-U.S. government securities 17,380 20 (961) 16,439 — 10,222 6,217
Certificates of deposit and time deposits 2,999 — — 2,999 2,881 118 —
Commercial paper 271 — — 271 — 271 —
Corporate debt securities 82,802 32 (6,049) 76,785 91 11,676 65,018
Municipal securities 790 — (20) 770 — 257 513
Mortgage- and asset-backed securities 22,438 9 (2,106) 20,341 — 116 20,225
Subtotal 155,177 62 (10,936) 144,303 2,981 30,861 110,461
Level 1 (1):
Money market funds 2,929 — — 2,929 2,929 — —
Mutual funds 274 — (47) 227 — 227 —
Subtotal 3,203 — (47) 3,156 2,929 227 —
(2)
Level 2 :
U.S. Treasury securities 25,134 — (1,725) 23,409 338 5,091 17,980
U.S. agency securities 5,823 — (655) 5,168 — 240 4,928
Non-U.S. government securities 16,948 2 (1,201) 15,749 — 8,806 6,943
Certificates of deposit and time deposits 2,067 — — 2,067 1,805 262 —
Commercial paper 718 — — 718 28 690 —
Corporate debt securities 87,148 9 (7,707) 79,450 — 9,023 70,427
Municipal securities 921 — (35) 886 — 266 620
Mortgage- and asset-backed securities 22,553 — (2,593) 19,960 — 53 19,907
Subtotal 161,312 11 (13,916) 147,407 2,171 24,431 120,805
(1) Level 1 fair value estimates are based on quoted prices in active markets for identical assets or liabilities.
(2) Level 2 fair value estimates are based on observable inputs other than quoted prices in active markets for identical assets
and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable
or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
(3) As of April 1, 2023 and September 24, 2022, total marketable securities included $13.1 billion and $12.7 billion, respectively,
that were restricted from general use, related to the State Aid Decision (refer to Note 5, “Income Taxes”) and other
agreements.
The following table shows the fair value of the Company’s non-current marketable debt securities, by contractual maturity, as of
April 1, 2023 (in millions):
Due after 1 year through 5 years $ 81,352
Due after 5 years through 10 years 11,928
Due after 10 years 17,181
Total fair value $ 110,461
To protect the Company’s foreign currency–denominated term debt or marketable securities from fluctuations in foreign currency
exchange rates, the Company may enter into forward contracts, cross-currency swaps or other instruments. The Company
designates these instruments as either cash flow or fair value hedges. As of April 1, 2023, the maximum length of time over
which the Company is hedging its exposure to the variability in future cash flows for term debt–related foreign currency
transactions is 19 years.
The notional amounts of the Company’s outstanding derivative instruments as of April 1, 2023 and September 24, 2022 were as
follows (in millions):
April 1, September 24,
2023 2022
Derivative instruments designated as accounting hedges:
Foreign exchange contracts $ 51,119 $ 102,670
Interest rate contracts $ 19,375 $ 20,125
The gross fair values of the Company’s derivative assets and liabilities as of September 24, 2022 were as follows (in millions):
September 24, 2022
Fair Value of Fair Value of
Derivatives Designated Derivatives Not Designated Total
as Accounting Hedges as Accounting Hedges Fair Value
Derivative assets (1):
Foreign exchange contracts $ 4,317 $ 2,819 $ 7,136
(1) Derivative assets are measured using Level 2 fair value inputs and are included in other current assets and other non-
current assets in the Condensed Consolidated Balance Sheet.
(2) Derivative liabilities are measured using Level 2 fair value inputs and are included in other current liabilities and other non-
current liabilities in the Condensed Consolidated Balance Sheet.
The derivative assets above represent the Company’s gross credit exposure if all counterparties failed to perform. To mitigate
credit risk, the Company generally enters into collateral security arrangements that provide for collateral to be received or posted
when the net fair values of certain derivatives fluctuate from contractually established thresholds. To further limit credit risk, the
Company generally enters into master netting arrangements with the respective counterparties to the Company’s derivative
contracts, under which the Company is allowed to settle transactions with a single net amount payable by one party to the other.
As of September 24, 2022, the potential effects of these rights of set-off associated with the Company’s derivative contracts,
including the effects of collateral, would be a reduction to both derivative assets and derivative liabilities of $7.8 billion, resulting
in a net derivative asset of $412 million.
The carrying amounts of the Company’s hedged items in fair value hedges as of April 1, 2023 and September 24, 2022 were as
follows (in millions):
April 1, September 24,
2023 2022
Hedged assets/(liabilities):
Current and non-current marketable securities $ 14,651 $ 13,378
Current and non-current term debt $ (18,249) $ (18,739)
Trade Receivables
The Company has considerable trade receivables outstanding with its third-party cellular network carriers, wholesalers, retailers,
resellers, small and mid-sized businesses and education, enterprise and government customers. The Company generally does
not require collateral from its customers; however, the Company will require collateral or third-party credit support in certain
instances to limit credit risk. In addition, when possible, the Company attempts to limit credit risk on trade receivables with credit
insurance for certain customers or by requiring third-party financing, loans or leases to support credit exposure. These credit-
financing arrangements are directly between the third-party financing company and the end customer. As such, the Company
generally does not assume any recourse or credit risk sharing related to any of these arrangements.
As of both April 1, 2023 and September 24, 2022, the Company had one customer that represented 10% or more of total trade
receivables, which accounted for 10%. The Company’s cellular network carriers accounted for 32% and 44% of total trade
receivables as of April 1, 2023 and September 24, 2022, respectively.
Inventories
April 1, September 24,
2023 2022
Components $ 3,379 $ 1,637
Finished goods 4,103 3,309
Total inventories $ 7,482 $ 4,946
Note 6 – Debt
Commercial Paper
The Company issues unsecured short-term promissory notes (“Commercial Paper”) pursuant to a commercial paper program.
The Company uses net proceeds from the commercial paper program for general corporate purposes, including dividends and
share repurchases. As of April 1, 2023 and September 24, 2022, the Company had $2.0 billion and $10.0 billion of Commercial
Paper outstanding, respectively. The following table provides a summary of cash flows associated with the issuance and
maturities of Commercial Paper for the six months ended April 1, 2023 and March 26, 2022 (in millions):
Six Months Ended
April 1, March 26,
2023 2022
Maturities 90 days or less:
Proceeds from/(Repayments of) commercial paper, net $ (5,315) $ 4,952
Term Debt
As of April 1, 2023 and September 24, 2022, the Company had outstanding fixed-rate notes with varying maturities for an
aggregate carrying amount of $107.6 billion and $110.1 billion, respectively (collectively the “Notes”). As of April 1, 2023 and
September 24, 2022, the fair value of the Company’s Notes, based on Level 2 inputs, was $98.4 billion and $98.8 billion,
respectively.
The fair value as of the respective vesting dates of RSUs was $1.1 billion and $8.0 billion for the three- and six-month periods
ended April 1, 2023, respectively, and was $1.0 billion and $9.5 billion for the three- and six-month periods ended March 26,
2022, respectively.
Share-Based Compensation
The following table shows share-based compensation expense and the related income tax benefit included in the Condensed
Consolidated Statements of Operations for the three- and six-month periods ended April 1, 2023 and March 26, 2022 (in
millions):
Three Months Ended Six Months Ended
April 1, March 26, April 1, March 26,
2023 2022 2023 2022
Share-based compensation expense $ 2,686 $ 2,252 $ 5,591 $ 4,517
Income tax benefit related to share-based compensation
expense $ (620) $ (649) $ (1,798) $ (2,185)
As of April 1, 2023, the total unrecognized compensation cost related to outstanding RSUs and stock options was $23.2 billion,
which the Company expects to recognize over a weighted-average period of 2.8 years.
Contingencies
The Company is subject to various legal proceedings and claims that have arisen in the ordinary course of business and that
have not been fully resolved. The outcome of litigation is inherently uncertain. In the opinion of management, there was not at
least a reasonable possibility the Company may have incurred a material loss, or a material loss greater than a recorded accrual,
concerning loss contingencies for asserted legal and other claims.
Europe:
Net sales $ 23,945 $ 23,287 $ 51,626 $ 53,036
Operating income $ 9,368 $ 8,505 $ 19,385 $ 20,050
Greater China:
Net sales $ 17,812 $ 18,343 $ 41,717 $ 44,126
Operating income $ 7,531 $ 8,112 $ 17,968 $ 19,295
Japan:
Net sales $ 7,176 $ 7,724 $ 13,931 $ 14,831
Operating income $ 3,394 $ 3,496 $ 6,630 $ 6,845
A reconciliation of the Company’s segment operating income to the Condensed Consolidated Statements of Operations for the
three- and six-month periods ended April 1, 2023 and March 26, 2022 is as follows (in millions):
Three Months Ended Six Months Ended
April 1, March 26, April 1, March 26,
2023 2022 2023 2022
Segment operating income $ 37,488 $ 38,215 $ 82,893 $ 87,872
Research and development expense (7,457) (6,387) (15,166) (12,693)
Other corporate expenses, net (1,713) (1,849) (3,393) (3,712)
Total operating income $ 28,318 $ 29,979 $ 64,334 $ 71,467
This section and other parts of this Quarterly Report on Form 10-Q (“Form 10-Q”) contain forward-looking statements, within
the meaning of the Private Securities Litigation Reform Act of 1995, that involve risks and uncertainties. Forward-looking
statements provide current expectations of future events based on certain assumptions and include any statement that does
not directly relate to any historical or current fact. For example, statements in this Form 10-Q regarding the potential future
impact of macroeconomic conditions on the Company’s business and results of operations are forward-looking statements.
Forward-looking statements can also be identified by words such as “future,” “anticipates,” “believes,” “estimates,” “expects,”
“intends,” “plans,” “predicts,” “will,” “would,” “could,” “can,” “may,” and similar terms. Forward-looking statements are not
guarantees of future performance and the Company’s actual results may differ significantly from the results discussed in the
forward-looking statements. Factors that might cause such differences include, but are not limited to, those discussed in Part I,
Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended September 24, 2022 (the “2022 Form 10-K”)
under the heading “Risk Factors.” The Company assumes no obligation to revise or update any forward-looking statements for
any reason, except as required by law.
Unless otherwise stated, all information presented herein is based on the Company’s fiscal calendar, and references to
particular years, quarters, months or periods refer to the Company’s fiscal years ended in September and the associated
quarters, months and periods of those fiscal years. Each of the terms the “Company” and “Apple” as used herein refers
collectively to Apple Inc. and its wholly owned subsidiaries, unless otherwise stated.
The following discussion should be read in conjunction with the 2022 Form 10-K filed with the U.S. Securities and Exchange
Commission (the “SEC”) and the condensed consolidated financial statements and accompanying notes included in Part I,
Item 1 of this Form 10-Q.
Available Information
The Company periodically provides certain information for investors on its corporate website, www.apple.com, and its investor
relations website, investor.apple.com. This includes press releases and other information about financial performance,
information on environmental, social and governance matters, and details related to the Company’s annual meeting of
shareholders. The information contained on the websites referenced in this Form 10-Q is not incorporated by reference into this
filing. Further, the Company’s references to website URLs are intended to be inactive textual references only.
Fiscal Period
The Company’s fiscal year is the 52- or 53-week period that ends on the last Saturday of September. An additional week is
included in the first fiscal quarter every five or six years to realign the Company’s fiscal quarters with calendar quarters, which
occurred in the first quarter of 2023. The Company’s fiscal years 2023 and 2022 span 53 and 52 weeks, respectively.
Quarterly Highlights
Weakness in foreign currencies relative to the U.S. dollar had an unfavorable impact on the Company’s total net sales, which
decreased 3% or $2.4 billion during the second quarter of 2023 compared to the same quarter in 2022. The year-over-year net
sales decrease consisted primarily of lower net sales of Mac, partially offset by higher net sales of Services.
During the second quarter of 2023, the Company announced the following new products:
• MacBook Pro® 14” and MacBook Pro 16”, powered by the Apple M2 Pro and M2 Max chip;
• Mac mini®, powered by the Apple M2 and M2 Pro chip; and
• Second-generation HomePod®.
The Company repurchased $19.1 billion of its common stock and paid dividends and dividend equivalents of $3.7 billion during
the second quarter of 2023.
Americas
Americas net sales decreased during the second quarter and first six months of 2023 compared to the same periods in 2022 due
primarily to lower net sales of iPhone and Mac, partially offset by higher net sales of Services.
Europe
The weakness in foreign currencies relative to the U.S. dollar had a net unfavorable year-over-year impact on Europe net sales
during the second quarter and first six months of 2023. During the second quarter of 2023, the Europe net sales increase
consisted primarily of higher net sales of iPhone, partially offset by lower net sales of Mac. During the first six months of 2023,
the Europe net sales decrease consisted primarily of lower net sales of Mac, partially offset by higher net sales of iPhone.
Greater China
The weakness in the renminbi relative to the U.S. dollar had an unfavorable year-over-year impact on Greater China net sales
during the second quarter and first six months of 2023. During the second quarter and first six months of 2023, the Greater China
net sales decrease consisted primarily of lower net sales of iPhone and Mac.
Japan
The weakness in the yen relative to the U.S. dollar had an unfavorable year-over-year impact on Japan net sales during the
second quarter and first six months of 2023. During the second quarter of 2023, the Japan net sales decrease consisted
primarily of lower net sales of iPad, Services and iPhone. During the first six months of 2023, the Japan net sales decrease
consisted primarily of lower net sales of Services, Wearables, Home and Accessories and Mac.
iPhone
iPhone net sales were relatively flat during the second quarter of 2023 compared to the second quarter of 2022. Year-over-year
iPhone net sales decreased during the first six months of 2023 due primarily to lower net sales from the Company’s new iPhone
models launched in the fourth quarter of 2022.
Mac
Mac net sales decreased during the second quarter and first six months of 2023 compared to the same periods in 2022 due
primarily to lower net sales of MacBook Pro.
iPad
iPad net sales decreased during the second quarter of 2023 compared to the second quarter of 2022 due primarily to lower net
sales of iPad Pro® and iPad Air®. Year-over-year iPad net sales increased during the first six months of 2023 due primarily to
higher net sales of iPad, partially offset by lower net sales of iPad mini®.
Services
Services net sales increased during the second quarter and first six months of 2023 compared to the same periods in 2022 due
primarily to higher net sales from cloud services, music and advertising.
Products gross margin percentage increased during the second quarter of 2023 compared to the second quarter of 2022 due
primarily to a different Products mix, partially offset by the weakness in foreign currencies relative to the U.S. dollar. Year-over-
year Products gross margin percentage decreased during the first six months of 2023 due primarily to the weakness in foreign
currencies relative to the U.S. dollar, partially offset by a different Products mix.
Services gross margin percentage decreased during the second quarter and first six months of 2023 compared to the same
periods in 2022 due primarily to the weakness in foreign currencies relative to the U.S. dollar and higher Services costs, partially
offset by improved leverage.
The Company’s future gross margins can be impacted by a variety of factors, as discussed in Part I, Item 1A of the 2022 Form
10-K under the heading “Risk Factors.” As a result, the Company believes, in general, gross margins will be subject to volatility
and downward pressure.
The Company’s effective tax rate for the second quarter of 2023 was lower than the statutory federal income tax rate due
primarily to a lower effective tax rate on foreign earnings and the U.S. federal R&D credit, partially offset by state income taxes.
The Company’s effective tax rate for the first six months of 2023 was lower than the statutory federal income tax rate due
primarily to a lower effective tax rate on foreign earnings, the U.S. federal R&D credit and tax benefits from share-based
compensation, partially offset by state income taxes.
The Company’s effective tax rate for the second quarter of 2023 was lower compared to the second quarter of 2022 due
primarily to the impact of U.S. foreign tax credit regulations issued by the U.S. Department of the Treasury in 2022 and a higher
U.S. federal R&D credit. The Company’s effective tax rate for the first six months of 2023 was lower compared to the same
period in 2022 due primarily to the impact of U.S. foreign tax credit regulations issued by the U.S. Department of the Treasury in
2022 and a higher U.S. federal R&D credit, partially offset by lower tax benefits from share-based compensation.
The Company’s contractual cash requirements have not changed materially since the 2022 Form 10-K, except for commercial
paper and manufacturing purchase obligations.
On May 4, 2023, the Company also announced the Board of Directors raised the Company’s quarterly cash dividend from $0.23
to $0.24 per share, beginning with the dividend to be paid during the third quarter of 2023. The Company intends to increase its
dividend on an annual basis, subject to declaration by the Board of Directors.
There have been no material changes to the Company’s market risk during the first six months of 2023. For a discussion of the
Company’s exposure to market risk, refer to the Company’s market risk disclosures set forth in Part II, Item 7A, “Quantitative and
Qualitative Disclosures About Market Risk” of the 2022 Form 10-K.
Epic Games
Epic Games, Inc. (“Epic”) filed a lawsuit in the U.S. District Court for the Northern District of California (the “Northern California
District Court”) against the Company alleging violations of federal and state antitrust laws and California’s unfair competition law
based upon the Company’s operation of its App Store®. The Company filed a counterclaim for breach of contract. On September
10, 2021, the Northern California District Court ruled in favor of the Company with respect to nine out of the ten counts included
in Epic’s claim, and in favor of the Company with respect to the Company’s claims for breach of contract. The Northern California
District Court found that certain provisions of the Company’s App Store Review Guidelines violate California’s unfair competition
law and issued an injunction. On April 24, 2023, the U.S. Court of Appeals for the Ninth Circuit affirmed the Northern California
District Court’s ruling. The Company is considering further review of the decision.
The Company’s business, reputation, results of operations, financial condition and stock price can be affected by a number of
factors, whether currently known or unknown, including those described in Part I, Item 1A of the 2022 Form 10-K under the
heading “Risk Factors.” When any one or more of these risks materialize from time to time, the Company’s business, reputation,
results of operations, financial condition and stock price can be materially and adversely affected. There have been no material
changes to the Company’s risk factors since the 2022 Form 10-K.
(1) On April 28, 2022, the Board of Directors authorized the purchase of an additional $90 billion of the Company’s common
stock under a share repurchase program. As of April 1, 2023, total utilization under the April 2022 authorization was $67.4
billion. On May 4, 2023, the Company announced the Board of Directors had authorized an additional program to repurchase
up to $90 billion of the Company’s common stock. The programs do not obligate the Company to acquire a minimum amount
of shares. Under the programs, shares may be repurchased in privately negotiated or open market transactions, including
under plans complying with Rule 10b5-1 under the Exchange Act.
None.
Not applicable.
Item 6. Exhibits
Incorporated by Reference
Filing Date/
Exhibit Period End
Number Exhibit Description Form Exhibit Date
31.1* Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer.
31.2* Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer.
32.1** Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer.
101* Inline XBRL Document Set for the condensed consolidated financial statements
and accompanying notes in Part I, Item 1, “Financial Statements” of this
Quarterly Report on Form 10-Q.
104* Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in
the Exhibit 101 Inline XBRL Document Set.
* Filed herewith.
** Furnished herewith.
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.
CERTIFICATION
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all
material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods
presented in this report;
4. The Registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as
defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material information relating to the Registrant, including its
consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in
which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting
to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles;
(c) Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report
our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred
during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual
report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control
over financial reporting; and
5. The Registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over
financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons
performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial
reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize
and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role
in the Registrant’s internal control over financial reporting.
CERTIFICATION
2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact
necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all
material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods
presented in this report;
4. The Registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as
defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:
(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material information relating to the Registrant, including its
consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in
which this report is being prepared;
(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting
to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial
reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles;
(c) Evaluated the effectiveness of the Registrant’s disclosure controls and procedures and presented in this report
our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation; and
(d) Disclosed in this report any change in the Registrant’s internal control over financial reporting that occurred
during the Registrant’s most recent fiscal quarter (the Registrant’s fourth fiscal quarter in the case of an annual
report) that has materially affected, or is reasonably likely to materially affect, the Registrant’s internal control
over financial reporting; and
5. The Registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over
financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons
performing the equivalent functions):
(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial
reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize
and report financial information; and
(b) Any fraud, whether or not material, that involves management or other employees who have a significant role
in the Registrant’s internal control over financial reporting.
I, Timothy D. Cook, certify, as of the date hereof, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that the Quarterly Report of Apple Inc. on Form 10-Q for the period ended April 1, 2023 fully
complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained
in such Form 10-Q fairly presents in all material respects the financial condition and results of operations of Apple Inc. at the
dates and for the periods indicated.
I, Luca Maestri, certify, as of the date hereof, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that the Quarterly Report of Apple Inc. on Form 10-Q for the period ended April 1, 2023 fully
complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained
in such Form 10-Q fairly presents in all material respects the financial condition and results of operations of Apple Inc. at the
dates and for the periods indicated.
A signed original of this written statement required by Section 906 has been provided to Apple Inc. and will be retained by Apple
Inc. and furnished to the Securities and Exchange Commission or its staff upon request.