Annual Statements Open main menu

QUALCOMM INC/DE - Annual Report: 2024 (Form 10-K)

2,763 3,142 
2024 vs. 2023
The increase in revenues in fiscal 2024 was primarily due to:
+    $2.7 billion in higher equipment and services revenue from our QCT segment
+    $266 million in higher licensing revenues from our QTL segment

Costs and Expenses (in millions, except percentages)
1,191 
Gross margin 56 %56 %
2024 vs. 2023
Gross margin percentage remained flat in fiscal 2024.
75 
% of revenues23 %25 %
2024 vs. 2023
The increase in research and development expenses in fiscal 2024 was due to:
+    $113 million increase in share-based compensation expense
+    $66 million increase in expenses driven by revaluation of our deferred compensation obligation (which resulted in a corresponding increase in net gains on deferred compensation plan assets within investment and other income, net due to the revaluation of the related assets)
-    $104 million decrease driven by lower costs related to the development of wireless and integrated circuit technologies (including 5G and application processor technologies). This was primarily driven by a decrease in employee-related costs as a result of certain restructuring actions taken to fund continued investments in key growth and diversification opportunities, partially offset by higher employee cash incentive program costs.
41


276 
% of revenues%%
2024 vs. 2023
The increase in selling, general and administrative expenses in fiscal 2024 was primarily due to:
+    $99 million increase in sales and marketing expenses
+    $42 million increase in expenses driven by revaluation of our deferred compensation obligation
+    $39 million increase in share-based compensation expense
(683)
2024 vs. 2023
Other expenses in fiscal 2024 consisted primarily of $107 million in restructuring and restructuring-related charges (substantially all of which related to severance costs) and a $75 million charge related to the settlement of the securities class action lawsuit.
Other expenses in fiscal 2023 consisted of $712 million in total restructuring and restructuring-related charges (substantially all of which related to severance costs, resulting from certain cost reduction actions committed to in fiscal 2023 and a $150 million intangible asset impairment charge related to in-process research and development.
Interest Expense and Investment and Other Income, Net (in millions)
Investment and other income, net
362 
613 
2024 vs. 2023
The increase in interest and dividend income in fiscal 2024 was primarily due to higher interest rates earned on higher balances of interest-bearing securities. Net gains on other investments in fiscal 2024 was primarily driven by certain of our QSI non-marketable equity investments.
42


Income Tax Expense (in millions, except percentages)
The following table summarizes the primary factors that caused our annual tax provision from continuing operations to differ from the expected income tax provision at the U.S. federal statutory rate. Substantially all of our income is taxed in the U.S., of which a significant portion qualifies for preferential treatment as FDII at a 13% effective tax rate. Additional information regarding our annual effective tax rate (including discussion related to the impact of the requirement to capitalize research and development expenditures for federal income tax purposes, and the benefit related to the transfer of intellectual property between foreign subsidiaries) is provided in this Annual Report in “Notes to Consolidated Financial Statements, Notes 3. Income Taxes.”
20242023
Expected income tax provision at federal statutory tax rate$2,171 $1,563 
Benefit from FDII deduction, excluding the impact of capitalizing research and development expenditures(596)(447)
Benefit from FDII deduction related to capitalizing research and development expenditures(585)(598)
Benefit related to the transfer of intellectual property between foreign subsidiaries(317)— 
Benefit related to the research and development tax credit(259)(235)
Excess tax (benefit) deficiency associated with share-based awards(176)
Foreign currency gains related to foreign withholding tax receivable(21)(66)
Benefit from fiscal 2021 and 2022 FDII deductions related to a change in sourcing of research and development expenditures— (126)
Benefit from releasing valuation allowance on unutilized foreign loss carryforwards— (114)
Other124 
Income tax expense$226 $104 
Effective tax rate%%
The OECD has announced a framework to implement a global minimum tax of 15% (referred to as Pillar Two). Certain countries have implemented or are in the process of implementing the Pillar Two legislation, which will apply to us beginning in fiscal year 2025. While we do not currently expect this to materially impact our consolidated financial statements, we continue to monitor the impact as countries implement legislation and the OECD provides additional guidance.
Discontinued Operations (in millions)
139 
2024 vs. 2023
Discontinued operations in fiscal 2024 and 2023 primarily related to the Non-Arriver businesses. Fiscal 2023 also included a gain on the sale of the Active Safety business and certain write-down charges related to the Restraint Control Systems business, the individual and aggregate amounts of which were not material. Information regarding the Non-Arriver businesses is provided in this Annual Report in “Notes to Consolidated Financial Statements, Note 2. Composition of Certain Financial Statement Items.”
43


Segment Results
The following should be read in conjunction with the fiscal 2024 and 2023 results of operations for each reportable segment included in this Annual Report in “Notes to Consolidated Financial Statements, Note 8. Segment Information.”
QCT Segment (in millions, except percentages)
Revenues
2,293 
2,814 
1,603 
(1) Descriptions of our three QCT revenue streams can be found in this Annual Report in “Notes to Consolidated Financial Statements, Note 2. Composition of Certain Financial Statement Items.”
(2) Earnings (loss) before income taxes.
Substantially all of QCT’s revenues consist of equipment and services revenues, which were $32.6 billion and $29.9 billion in fiscal 2024 and 2023, respectively. QCT handsets, automotive and IoT revenues mostly relate to sales of our Snapdragon platforms (which include processors and modems), stand-alone Mobile Data Modems, radio frequency transceiver, power management and wireless connectivity integrated chipsets as well as sales of 4G, 5G sub 6 and 5G millimeter wave RFFE products.
2024 vs. 2023
The increase in QCT revenues in fiscal 2024 was primarily due to:
+    higher handsets revenues, due to $2.8 billion in higher chipset shipments driven by certain major OEMs (primarily driven by the normalization of customer inventory levels, which were elevated in the prior year), partially offset by $533 million in lower revenues per chipset primarily driven by unfavorable mix
+    higher automotive revenues, primarily driven by an increase in demand from new vehicle launches with our Snapdragon digital cockpit and connectivity products
-    lower IoT revenues, due to $834 million in lower revenues per unit primarily driven by unfavorable mix, partially offset by a $317 million increase in demand (primarily in consumer products, partially offset by edge networking products as customers continued drawing down on their elevated inventory levels)
QCT EBT as a percentage of revenues increased in fiscal 2024 primarily due to higher revenues.
Gross margin percentage remained flat in fiscal 2024.
QTL Segment (in millions, except percentages)
266 
2024 vs. 2023
The increase in QTL licensing revenues in fiscal 2024 was primarily due to:
+    $402 million increase in estimated sales of 3G/4G/5G-based multimode products
-    $90 million decrease in estimated revenues per unit
-    $68 million decrease in revenues from the ending of the recognition of certain upfront license fee consideration in the first quarter of fiscal 2023 from our long-term license agreement with Nokia
QTL EBT as a percentage of revenues increased in fiscal 2024 primarily due to:
+    lower cost of sales driven by a decrease in amortization expense related to acquired patents
+    higher revenues
44


QSI Segment (in millions)
(10)
2024 vs. 2023
QSI EBT increased in fiscal 2024 primarily due to net gains on certain of our non-marketable equity investments.
Looking Forward
We believe that 5G combined with high-performance, low-power computing and on-device artificial intelligence will continue to drive adoption of certain technologies that are already commonly used in smartphones by industries and applications beyond mobile handsets, such as automotive and IoT. We believe it is important that we remain a leader in 5G technology development, standardization, intellectual property creation and licensing, and a leading developer and supplier of 5G integrated circuit products in order to sustain and grow our business long-term.
As we look forward to the next several quarters:
We expect transitions to new generations of leading process technology nodes to continue to drive product cost increases from certain of our key semiconductor wafer suppliers.
We expect continued intense competition, including from vertical integration by certain of our customers (e.g., Apple).
Current U.S./China trade relations and/or national security protection policies may negatively impact our business, growth prospects and results of operations. See “Risk Factors” in this Annual Report, including the Risk Factor titled “A significant portion of our business is concentrated in China, and the risks of such concentration are exacerbated by U.S./China trade and national security tensions.”
In fiscal 2024, we extended, renewed or entered into license agreements with several key OEMs. We are currently pursuing negotiations with other key OEMs whose agreements expire in early fiscal 2025 (including Huawei). In addition, in fiscal 2024, we entered into a license agreement with Shenzhen Transsion Holdings Limited (a growing, China-headquartered OEM that sells primarily in developing regions) for its 5G products. While we continue to engage in negotiations toward a comprehensive resolution, we have initiated litigation against Transsion in multiple jurisdictions to enforce our intellectual property rights against certain of its unlicensed products. See “Risk Factors” in this Annual Report, including the Risk Factors titled “The continued and future success of our licensing programs requires us to continue to evolve our patent portfolio and to renew or renegotiate license agreements that are expiring” and “The enforcement and protection of our intellectual property may be expensive, could fail to prevent misappropriation or unauthorized use of our intellectual property, could result in the loss of our ability to enforce one or more patents, and could be adversely affected by changes in patent laws, by laws in certain foreign jurisdictions that may not effectively protect our intellectual property and by ineffective enforcement of laws in such jurisdictions.
We are also involved in other legal proceedings, including those described in this Annual Report in “Notes to Consolidated Financial Statements, Note 7. Commitments and Contingencies.” Litigation is inherently uncertain, and, while we intend to continue to vigorously defend ourselves in such matters, the unfavorable resolution of one or more of these matters could have a material adverse effect on our business, results of operations, financial condition or cash flows.
In addition to the foregoing business and market-based matters, we continue to devote resources to working with and educating participants in the wireless industry and governments as to the benefits of our licensing programs and our extensive technology investments in promoting a highly competitive and innovative wireless industry. However, we expect that certain companies may be dissatisfied with the need to pay reasonable royalties for the use of our technologies and not welcome the success of our licensing programs in enabling new, highly cost-effective competitors to their products. Accordingly, such companies, and/or governments or regulators, may continue to challenge our business model in various forums throughout the world.
Further discussion of risks related to our business is provided in “Part I, Item 1A. Risk Factors” included in this Annual Report.
45


Liquidity and Capital Resources
Our principal sources of liquidity are our existing cash, cash equivalents and marketable securities, cash generated from operations and cash provided by our debt programs, which we believe will satisfy our working and other capital requirements for at least the next 12 months based on our current business plans.
The following table presents selected financial information related to our liquidity as of and for the years ended September 29, 2024 and September 24, 2023 (in millions):
September 29,
2024
September 24,
2023
Change
Cash, cash equivalents and marketable securities
Cash and cash equivalents (1)$7,849 $8,450 $(601)
Marketable securities5,451 2,874 2,577 
       Cash, cash equivalents and marketable securities$13,300 $11,324 $1,976 
Debt (2)
$14,634 $15,398 $(764)
(1) Excludes $77 million of cash and cash equivalents classified as held for sale at September 24, 2023.
(2) Includes our issued debt reported as long-term and short-term.
20242023Change
Net cash provided by operating activities$12,202 $11,299 $903 
Net cash (used) provided by investing activities
(3,623)762 (4,385)
Net cash used by financing activities(9,269)(6,663)(2,606)
Cash, cash equivalents and marketable securities. The net increase in cash, cash equivalents and marketable securities in fiscal 2024 was primarily due to net cash provided by operating activities and $383 million in proceeds from the issuance of common stock (primarily under our Employee Stock Purchase Plan), partially offset by $4.1 billion in payments to repurchase shares of our common stock, $3.7 billion in cash dividends paid, $1.0 billion in capital expenditures, $932 million in payments of tax withholdings related to the vesting of share-based awards and $914 million in repayments of notes that matured in May 2024.
During fiscal 2024, income taxes paid were in excess of our provision, negatively impacting net cash provided by operating activities. This was primarily driven by the adverse impact of the requirement to capitalize and amortize research and development expenditures for federal income tax purposes, our payment of $1.0 billion related to certain previously postponed U.S. federal income tax payments from fiscal 2023 and an installment payment for a one-time U.S. repatriation tax accrued in fiscal 2018 of $414 million.
Net changes in our operating assets and liabilities positively impacted our operating cash flows in fiscal 2024 primarily from an increase in accrued customer incentives, which included the impact of timing of related payments, and an increase in accounts payable due to timing and amount of inventory purchases, partially offset by an increase in accounts receivable due to higher revenues.
Debt. At September 29, 2024, we had $15.0 billion of principal fixed-rate notes outstanding, $1.4 billion of which matures in May 2025. The remaining debt has maturity dates in 2027 through 2053.
We have an unsecured commercial paper program, which provides for the issuance of up to $4.5 billion of commercial paper. Net proceeds from this program are used for general corporate purposes. At September 29, 2024, we had no amounts of commercial paper outstanding. On August 8, 2024, we entered into a Revolving Credit Facility, replacing our prior Amended and Restated Revolving Credit Facility. The Revolving Credit Facility provides for unsecured revolving facility loans, swing line loans and letters of credit in an aggregate amount of up to $4.0 billion, which expires on August 8, 2029. At September 29, 2024, no amounts were outstanding under the Revolving Credit Facility.
We expect to issue new debt in the future. The amount and timing of any such new debt will depend on a number of factors, including but not limited to maturities of our existing debt, acquisitions and strategic investments, favorable and/or acceptable interest rates and changes in corporate income tax law. Additional information regarding our outstanding debt at September 29, 2024 is provided in this Annual Report in “Notes to Consolidated Financial Statements, Note 6. Debt.”
Income Taxes. At September 29, 2024, our remaining future payments were $1.0 billion for a one-time U.S. repatriation tax accrued in fiscal 2018, after application of certain tax credits, which is payable in installments over the next two years. At September 29, 2024, other current liabilities included $530 million for the next installment due in January 2025. Beginning in fiscal 2023, for federal income tax purposes, we are required to capitalize and amortize domestic research and development expenditures over five years and foreign research and development expenditures over fifteen years (such expenditures were previously deducted as incurred). As a result, our cash flows from operations are adversely affected due to significantly higher cash tax payments. However, the adverse cash flow impact will diminish in future years as capitalized research and
46


development expenditures continue to amortize. Additional information regarding our income taxes is provided in this Annual Report in “Notes to Consolidated Financial Statements, Note 3. Income Taxes.”
Capital Return Program. The following table summarizes stock repurchases and dividends paid during fiscal 2024 and 2023 (in millions, except per-share amounts):
Stock Repurchase ProgramDividendsTotal
SharesAverage Price Paid Per ShareAmountPer ShareAmountAmount
202425 $161.37 $4,121 $3.30 $3,687 $7,808 
202325 117.93 2,973 3.10 3,462 6,435 
On October 12, 2021, we announced a $10.0 billion stock repurchase program. At September 29, 2024, $1.0 billion remained authorized for repurchase under this stock repurchase program. On November 6, 2024, we announced a new $15.0 billion stock repurchase authorization, which is in addition to the aforementioned program. The stock repurchase programs have no expiration date. The timing of stock repurchases and the number of shares of common stock to be repurchased will depend upon prevailing market conditions and other factors. Repurchases may be made in the open market, through 10b5-1 programs, through accelerated share repurchase programs, in privately negotiated transactions or through the use of derivative instruments. Our stock repurchase programs are subject to periodic evaluations to determine when and if repurchases are in the best interests of our stockholders, and we may accelerate, suspend, delay or discontinue repurchases at any time.
On October 16, 2024, we announced a cash dividend of $0.85 per share on our common stock, payable on December 19, 2024 to stockholders of record as of the close of business on December 5, 2024. We currently intend to continue to use cash dividends as a means of returning capital to stockholders, subject to capital availability and our view that cash dividends are in the best interests of our stockholders, among other factors.
Additional Capital Requirements. Recent and expected working and other capital requirements, in addition to the above matters, also include the items described below:
Our purchase obligations at September 29, 2024, which primarily relate to purchase commitments with certain suppliers of our integrated circuit products, including those under multi-year capacity commitments, totaled $12.8 billion, of which, $9.6 billion is expected to be paid in the next 12 months.
Our research and development expenditures were $8.9 billion in fiscal 2024 and $8.8 billion in fiscal 2023.
Cash outflows for capital expenditures were $1.0 billion in fiscal 2024 and $1.5 billion in fiscal 2023. We expect capital expenditures to increase from fiscal 2024 in the near term to support our production and testing needs related to our growth and diversification initiatives.
Amounts related to future lease payments for operating lease obligations at September 29, 2024 totaled $1.1 billion, with $136 million expected to be paid within the next 12 months.
We expect to continue making strategic investments and acquisitions, the amounts of which could vary significantly.
Further, regulatory authorities in certain jurisdictions have investigated our business practices and instituted proceedings against us in the past, and they or other regulatory authorities may do so in the future. Additionally, certain of our direct and indirect customers and licensees have pursued, and others may in the future pursue, litigation or arbitration against us related to our business. Unfavorable resolutions of one or more of these matters have had and could in the future have a material adverse effect on our business, revenues, results of operations, financial condition and cash flows. See “Notes to Consolidated Financial Statements, Note 7. Commitments and Contingencies” and “Part I, Item 1A. Risk Factors” in this Annual Report.
Critical Accounting Estimates
The preparation of our consolidated financial statements in accordance with accounting principles generally accepted in the United States requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and disclosure of contingent assets and liabilities. We base our estimates on historical and anticipated results and trends and on various other assumptions that we believe are reasonable under the circumstances, including assumptions as to future events. By their nature, estimates are inherently subject to a degree of uncertainty. Although we believe that our estimates and the assumptions supporting our assessments are reasonable, actual results could differ materially from our estimates and assumptions, and could be material to our consolidated financial statements.
In addition to our critical accounting estimates and policies below, refer to “Note 1. Significant Accounting Policies” and “Note 2. Composition of Certain Financial Statement Items” included in this Annual Report in “Notes to Consolidated Financial Statements” for further information. If the impact of changes in our critical accounting estimates are material or considered necessary to understand our results of operations for the periods presented, then such information is disclosed within this Annual Report in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.”
47


Revenue Recognition. We grant licenses or otherwise provide rights to use portions of our intellectual property portfolio, which, among other rights, includes certain patent rights essential to and/or useful in the manufacture, sale or use of certain wireless products. We estimate and recognize sales-based royalties on such licensed products in the period in which the licensees’ sales occur, which is based largely on preliminary royalty estimates provided by our licensees. For fiscal 2024 and 2023, actual amounts for sales-based royalties have been materially consistent with such estimates, and no significant reversals of revenues have been required as a result of adjustments to prior period royalty estimates.
Impairment of Non-marketable Equity Investments. We monitor our investments for events or circumstances that could indicate impairment, including those that result from observable price adjustments. Key considerations in this assessment include the investee’s financial and liquidity position and business forecasts (including their ability to respond to any significant deterioration), industry performance, development and/or market acceptance of the investee’s products or technologies, as well as considering any appreciation in fair value that has not been recognized in the carrying values of such investments and other relevant events and factors. In fiscal 2024 and 2023, there were no significant impairment losses or adjustments to our previous judgments and estimates recorded.
Inventories. We measure inventory at the lower of cost or net realizable value considering judgments and estimates related to future customer demand and other market conditions, such as the impact of the macroeconomic environment in fiscal 2023, which negatively impacted consumer demand for smartphones and other devices that incorporate our products and technologies. Although we believe these estimates are reasonable, any significant changes in customer demand that are less favorable than our previous estimates may require additional inventory write-downs and would be reflected in cost of sales resulting in a negative impact to our gross margin in that period. For fiscal 2024 and 2023, the net effect from changes in this estimate and related reserves was less than 2% of cost of revenues during each period.
Impairment of Goodwill, Other Indefinite-Lived Assets and Long-Lived Assets. We monitor our goodwill, other indefinite-lived assets and long-lived assets for the existence of impairment indicators and apply judgments in the valuation methods and underlying assumptions utilized in such assessments. During fiscal 2024, there were no material impairment charges for long-lived or indefinite-lived assets. During fiscal 2023, we recorded total impairment charges of approximately $400 million related to certain long-lived and other indefinite-lived assets. Such impairments (and the related remaining asset values) were not individually material. Additionally, the estimated fair values of our QCT and QTL reporting units, based on our qualitative assessment, were substantially in excess of their respective carrying values at September 29, 2024.
Legal and Regulatory Proceedings. We record our best estimate of a loss related to pending legal and regulatory proceedings when the loss is considered probable and the amount can be reasonably estimated. We face difficulties in evaluating or estimating likely outcomes and/or the amount of possible loss in certain legal and regulatory proceedings.
Income Taxes. We make significant judgments and estimates in determining our provision for income taxes, including our assessment of our income tax positions given the uncertainties involved in the interpretation and application of complex tax laws and regulations in various taxing jurisdictions.
Recent Accounting Pronouncements
Information regarding recent accounting pronouncements and the impact of those pronouncements, if any, on our consolidated financial statements is provided in this Annual Report in “Notes to Consolidated Financial Statements, Note 1. Significant Accounting Policies.”
Item 7A. Quantitative and Qualitative Disclosures about Market Risk
Marketable Securities
We have made investments in marketable securities of companies of varying size, style, industry and geography and changes in investment allocations may affect the price volatility of our investments.
Interest Rate Risk. We invest a portion of our cash in a number of diversified fixed- and floating-rate securities consisting of cash equivalents, marketable debt securities and time deposits that are subject to interest rate risk. At September 29, 2024 and September 24, 2023, a hypothetical increase in interest rates of 100 basis points across the entire yield curve on our holdings would have resulted in an immaterial decrease in the fair value of our holdings.
Other Investments
Equity Price Risk. We hold investments in non-marketable equity instruments in privately held companies that may be impacted by equity price risks. Volatility in the equity markets could negatively affect our investees’ ability to raise additional capital as well as our ability to realize value from our investments through initial public offerings, mergers or private sales. Consequently, we could incur impairment losses or realized losses on all or part of the values of our non-marketable equity investments. At September 29, 2024, our non-marketable equity investments (including those accounted for under the equity method) consisted of investments in over 150 companies with an aggregate carrying value included in other assets of $1.3 billion.
48


Debt and Interest Rate Swap Agreements
Interest Rate Risk. At September 29, 2024 and September 24, 2023, all of our issued debt was comprised of unsecured fixed-rate notes. From time to time, we issue commercial paper for which our exposure to interest rate risk is negligible based on the original maturities of approximately three months or less.
We manage our exposure to certain interest rate risks related to our long-term debt through the use of interest rate swaps. We enter into these agreements to manage interest rate risk associated with our cash equivalents and marketable securities, in addition to changes in the fair value of our outstanding debt. At September 29, 2024 and September 24, 2023, we had an aggregate notional amount of $2.1 billion in interest rate swaps that are designated as fair value hedges to effectively convert certain fixed-rate interest payments into floating-rate payments on our outstanding debt. At September 29, 2024 and September 24, 2023, a hypothetical increase in interest rates of 100 basis points would not cause a material loss in earnings as an increase in interest expense related to these interest rate swaps agreements would be offset by an increase in interest income from our cash equivalents and marketable securities portfolio.
Foreign Exchange Risk
We manage our exposure to foreign exchange market risks, when deemed appropriate, through the use of derivative and non-derivative financial instruments, including foreign currency forward and option contracts with financial counterparties and net investment hedges. We utilize such derivative financial instruments for hedging or risk management purposes rather than for speculative purposes. Counterparties to these derivative contracts are all major banking institutions. In the event of the financial insolvency or distress of a counterparty to our derivative financial instruments, we may be unable to settle transactions if the counterparty does not provide us with sufficient collateral to secure its net settlement obligations to us, which could have a negative impact on our results.
Gains or losses on hedged foreign currency transactions and investments, including certain royalties earned from licensees, operating expenses and net investments in foreign subsidiaries, are generally offset by corresponding losses or gains on the related hedging instrument.
Functional Currency. Financial assets and liabilities held by consolidated subsidiaries that are not denominated in the functional currency of those entities are subject to the effects of currency fluctuations and may affect reported earnings. As a global company, we face exposure to adverse movements in foreign currency exchange rates. We may hedge currency exposures associated with certain assets and liabilities denominated in nonfunctional currencies and certain anticipated nonfunctional currency transactions. As a result, we could experience unanticipated gains or losses on anticipated foreign currency cash flows, as well as economic loss with respect to the recoverability of investments. While we may hedge certain transactions with non-U.S. customers, declines in currency values in certain regions may, if not reversed, adversely affect future product sales because our products may become more expensive to purchase in the countries of the affected currencies. We have experienced fluctuations in our effective tax rate as a result of foreign currency gains or losses related to our Korean withholding tax receivable (which was $2.2 billion as of September 29, 2024), which is described further in this Annual Report in “Notes to Consolidated Financial Statements, Notes 3. Income Taxes.” Based on the balance of such foreign withholding tax receivable, an assumed 10% adverse change to foreign exchange rates would result in losses of approximately $222 million and $200 million as of September 29, 2024 and September 24, 2023, respectively. Other gains and losses from foreign currency transactions were not material/significant for any of the periods presented in this Annual Report.
Our analysis methods used to assess and mitigate the risks discussed above should not be considered projections of future risks. Additional information regarding the financial instruments mentioned above is provided in this Annual Report in “Notes to Consolidated Financial Statements, Note 1. Significant Accounting Policies,” “Notes to Consolidated Financial Statements, Note 2. Composition of Certain Financial Statement Items,” “Notes to Consolidated Financial Statements, Note 6. Debt,” “Notes to Consolidated Financial Statements, Note 9. Fair Value Measurements and Marketable Securities.”
Item 8. Financial Statements and Supplementary Data
The information required by this item is included in this Annual Report on pages F-1 through F-28.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A. Controls and Procedures
Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures
Under the supervision and with the participation of our management, including our principal executive officer and our principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such terms are defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the Exchange Act). Based on this evaluation, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this Annual Report.
49


Management’s Report on Internal Control over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Under the supervision and with the participation of our management, including our principal executive officer and our principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation under this framework, our management concluded that our internal control over financial reporting was effective as of September 29, 2024.
PricewaterhouseCoopers LLP, the independent registered public accounting firm that audited our consolidated financial statements included in this Annual Report, has also audited the effectiveness of our internal control over financial reporting as of September 29, 2024, as stated in its report which appears on pages F-1 through F-2 in this Annual Report.
Inherent Limitations over Internal Controls
Our internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles. Our internal control over financial reporting includes those policies and procedures that:
i.pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets;
ii.provide reasonable assurance that transactions are recorded as necessary to permit preparation of consolidated financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and
iii.provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on the consolidated financial statements.
Internal control over financial reporting cannot provide absolute assurance of achieving financial reporting objectives because of its inherent limitations, including the possibility of human error and circumvention by collusion or overriding of controls. Accordingly, even an effective internal control system may not prevent or detect material misstatements on a timely basis. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or procedures may deteriorate.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting during the fourth quarter of fiscal 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Item 9B. Other Information
, , our , acting as trustee on behalf of his family trust, the trust’s Rule 10b5-1 trading arrangement (as defined in Item 408 of Regulation S-K), which provided for the sale of up to shares of our common stock and was previously scheduled to terminate on September 30, 2025, and a new Rule 10b5-1 trading arrangement. The new plan provides for the sale of up to shares of our common stock and is scheduled to terminate on September 30, 2025.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
Not applicable.
50


PART III
Item 10. Directors, Executive Officers and Corporate Governance
The information required by this item regarding directors will be included in our definitive Proxy Statement to be filed with the SEC in connection with our 2025 Annual Meeting of Stockholders (2025 Proxy Statement), and is incorporated herein by reference. Certain information required by this item regarding executive officers is set forth in Item 1 of Part I of this Annual Report under the heading “Information about our Executive Officers.” The information required by this item regarding corporate governance will be included in our 2025 Proxy Statement and is incorporated herein by reference.
Item 11. Executive Compensation
The information required by this item will be included in our 2025 Proxy Statement and is incorporated herein by reference.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information required by this item will be included in our 2025 Proxy Statement and is incorporated herein by reference.
Item 13. Certain Relationships and Related Transactions, and Director Independence
The information required by this item will be included in our 2025 Proxy Statement and is incorporated herein by reference.
Item 14. Principal Accounting Fees and Services
The information required by this item will be included in our 2025 Proxy Statement and is incorporated herein by reference.
PART IV
Item 15. Exhibits and Financial Statement Schedules
The following documents are filed as part of this report:
(a) Financial Statements:
 Page 
 Number 
(1) Report of Independent Registered Public Accounting Firm (PCAOB ID: )
  
Consolidated Balance Sheets at September 29, 2024 and September 24, 2023
  
Consolidated Statements of Operations for Fiscal 2024, 2023 and 2022
  
Consolidated Statements of Comprehensive Income for Fiscal 2024, 2023 and 2022
  
Consolidated Statements of Cash Flows for Fiscal 2024, 2023 and 2022
  
Consolidated Statements of Stockholders’ Equity for Fiscal 2024, 2023 and 2022
  
Notes to Consolidated Financial Statements  
(2) Schedule II - Valuation and Qualifying Accounts for Fiscal 2024, 2023 and 2022
  
Financial statement schedules other than those listed above have been omitted because they are either not required, not applicable or the information is otherwise included in the notes to the consolidated financial statements.
51


(b) Exhibits
Exhibit
Number
 Exhibit DescriptionFormDate of First FilingExhibit NumberFiled Herewith
2.18-K10/4/20212.1
3.1 8-K3/7/20243.1
3.2 8-K3/7/20243.2
4.18-K5/21/20154.1
4.28-K5/21/20154.2
4.38-K5/21/20154.8
4.48-K5/21/20154.9
4.58-K5/21/20154.10
4.68-K5/31/20174.2
4.78-K5/31/20174.10
4.88-K5/31/20174.11
4.98-K5/11/20204.2
4.108-K5/11/20204.3
4.118-K5/11/20204.4
4.128-K8/18/20204.2
4.138-K8/18/20204.3
4.148-K8/18/20204.5
4.1510-Q2/3/20214.23
4.1610-Q2/3/20214.24
4.1710-Q2/3/20214.25
4.188-K5/9/20224.2
4.198-K5/9/20224.3
4.208-K5/9/20224.4
52


Exhibit
Number
 Exhibit DescriptionFormDate of First FilingExhibit NumberFiled Herewith
4.21
8-K
11/9/20224.2
4.22
8-K
11/9/20224.3
4.23
8-K
11/9/20224.4
4.2410-K11/6/20194.15
10.1
8-K
8/9/202410.1
10.210-K11/4/201510.1
10.310-Q4/29/202010.7
10.410-Q4/25/201810.62
10.5
10-Q
05/1/202410.5
10.610-K11/3/202110.22
10.710-K11/3/202110.23
10.8
10-Q
2/2/202310.23
10.9
10-Q
2/2/202310.24
10.10
10-Q
1/31/202410.24
10.11
10-Q
1/31/202410.25
10.12
X
10.13
X
10.1410-Q7/31/202410.26
10.1510-Q5/3/202310.14
10.1610-Q5/3/202310.15
10.1710-Q
5/3/202310.16
53


Exhibit
Number
 Exhibit DescriptionFormDate of First FilingExhibit NumberFiled Herewith
10.1810-Q2/3/202110.16
10.19
10-K
11/1/202310.17
10.2010-K11/1/202310.19
10.21X
10.2210-Q4/25/201810.60
10.2310-Q4/28/2110.4
10.24
10-Q
5/3/2023
10.27
10.25
10-Q
5/3/2023
10.28
19
X
21X
23.1X
31.1 X
31.2 X
32.1 X
32.2 X
97
10-K
11/1/2397
101.INS 
Inline XBRL Instance Document.
X
101.SCH 
Inline XBRL Taxonomy Extension Schema.
X
101.CAL 
Inline XBRL Taxonomy Extension Calculation Linkbase.
X
101.LAB 
Inline XBRL Taxonomy Extension Labels Linkbase.
X
101.PRE 
Inline XBRL Taxonomy Extension Presentation Linkbase.
X
101.DEF 
Inline XBRL Taxonomy Extension Definition Linkbase.
X
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
(1) We shall furnish supplementally a copy of any omitted schedule to the Commission upon request.
(2) Indicates management contract or compensatory plan or arrangement required to be identified pursuant to Item 15(a).
54


Item 16. Form 10-K Summary
None.
55


SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
QUALCOMM Incorporated
November 6, 2024
By/s/ Cristiano R. Amon
Cristiano R. Amon
President and Chief Executive Officer

56


Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:
SignatureTitleDate
 
/s/ Cristiano R. AmonPresident and Chief Executive Officer, and DirectorNovember 6, 2024
Cristiano R. Amon(Principal Executive Officer)
   
/s/ Akash Palkhiwala
Chief Financial Officer and Chief Operating Officer
November 6, 2024
Akash Palkhiwala(Principal Financial Officer)
   
/s/ Neil Martin
Senior Vice President, Finance and Chief Accounting Officer
November 6, 2024
Neil Martin
(Principal Accounting Officer)
/s/ Sylvia AcevedoDirectorNovember 6, 2024
Sylvia Acevedo
/s/ Mark FieldsDirectorNovember 6, 2024
Mark Fields
  
/s/ Jeffrey W. HendersonDirectorNovember 6, 2024
Jeffrey W. Henderson
/s/ Gregory N. JohnsonDirectorNovember 6, 2024
Gregory N. Johnson
  
/s/ Ann M. LivermoreDirectorNovember 6, 2024
Ann M. Livermore
/s/ Mark D. McLaughlinChair of the BoardNovember 6, 2024
Mark D. McLaughlin
/s/ Jamie S. MillerDirectorNovember 6, 2024
Jamie S. Miller
/s/ Marie Myers
DirectorNovember 6, 2024
Marie Myers
   
/s/ Irene B. RosenfeldDirectorNovember 6, 2024
Irene B. Rosenfeld
/s/ Kornelis (Neil) SmitDirectorNovember 6, 2024
Kornelis (Neil) Smit
/s/ Jean-Pascal TricoireDirectorNovember 6, 2024
Jean-Pascal Tricoire
   
/s/ Anthony J. VinciquerraDirectorNovember 6, 2024
Anthony J. Vinciquerra
57


Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders of QUALCOMM Incorporated
Opinions on the Financial Statements and Internal Control over Financial Reporting
We have audited the accompanying consolidated balance sheets of QUALCOMM Incorporated and its subsidiaries (the “Company”) as of September 29, 2024 and September 24, 2023, and the related consolidated statements of operations, comprehensive income, stockholders’ equity and cash flows for each of the three years in the period ended September 29, 2024, including the related notes and financial statement schedule listed in the index appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). We also have audited the Company's internal control over financial reporting as of September 29, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).
In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of September 29, 2024 and September 24, 2023, and the results of its operations and its cash flows for each of the three years in the period ended September 29, 2024 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of September 29, 2024, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.
Basis for Opinions
The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.
Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.
Definition and Limitations of Internal Control over Financial Reporting
A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Critical Audit Matters
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated
F-1


financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Revenue Recognition – Qualcomm CDMA Technologies (QCT) Customer Incentive Arrangements
As described in Notes 1 and 2 to the consolidated financial statements, the Company’s QCT segment, which recorded revenues of $33.2 billion in fiscal 2024, records reductions to revenues for customer incentive arrangements, including volume-related and other pricing rebates and cost reimbursements for marketing and other activities involving certain products and technologies, in the period that the related revenues are earned. For certain QCT customer incentive arrangements, there is complexity in applying certain contractual terms to determine the amount recorded as a reduction to revenues. The amounts accrued for customer incentive arrangements are recorded as a reduction to accounts receivable, net or as other current liabilities based on whether the Company has the intent and contractual right of offset. Certain amounts recorded as a reduction to revenues for customer incentive arrangements are considered variable consideration and are included in the transaction price primarily based on estimating the most likely amount expected to be provided to the customer.
The principal considerations for our determination that performing procedures relating to revenue recognition of QCT customer incentive arrangements is a critical audit matter are a high degree of auditor effort in performing procedures and evaluating audit evidence obtained related to the completeness and accuracy of reductions to revenues and accruals for QCT customer incentives arrangements recorded in the consolidated financial statements.
Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to management’s review of and accounting for QCT customer incentive arrangements as well as controls relating to management’s review over the completeness and accuracy of reductions to revenues in fiscal 2024 and accruals for QCT customer incentive arrangements as of the balance sheet date. These procedures also included, among others, testing the completeness and accuracy of reductions to revenues and accruals for QCT customer incentive arrangements recorded in the consolidated financial statements, and recalculating, on a test basis, reductions to revenues and accruals for QCT customer incentive arrangements based upon customer-specific contractual terms.


/s/

November 6, 2024
We have served as the Company’s auditor since 1985.
F-2


QUALCOMM Incorporated
CONSOLIDATED BALANCE SHEETS
(In millions, except par value amounts)
        )  )      
September 29,
2024
September 24,
2023
ASSETS
Current assets:  
Cash and cash equivalents$ $ 
Marketable securities  
Accounts receivable, net  
Inventories  
Held for sale assets  
Other current assets  
Total current assets  
Deferred tax assets  
Property, plant and equipment, net  
Goodwill  
Other intangible assets, net  
Held for sale assets  
Other assets  
Total assets$ $ 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:  
Trade accounts payable$ $ 
Payroll and other benefits related liabilities  
Unearned revenues  
Short-term debt  
Held for sale liabilities  
Other current liabilities  
Total current liabilities  
Unearned revenues  
Long-term debt  
Held for sale liabilities  
Other liabilities  
Total liabilities  
Commitments and contingencies (Note 7) par value; shares authorized; ne outstanding  
Common stock and paid-in capital, $ par value; shares authorized; and shares issued and outstanding, respectively
  
Retained earnings  
Accumulated other comprehensive income
  
 $ $ 
  

   ))  $ $ 

See accompanying notes.
F-5


QUALCOMM Incorporated
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
Year Ended
September 29,
2024
September 24,
2023
September 25,
2022
Operating Activities:
Net income from continuing operations$ $ $ 
Adjustments to reconcile net income to net cash provided by operating activities: 
Depreciation and amortization expense   
Indefinite and long-lived asset impairment charges
   
Income tax provision less than income tax payments()()()
Share-based compensation expense   
Net (gains) losses on marketable securities and other investments
()() 
Impairment losses on other investments
   
Other items, net() ()
Changes in assets and liabilities:  
Accounts receivable, net() ()
Inventories  ()
Other assets  ()
Trade accounts payable () 
Payroll, benefits and other liabilities  ()
Unearned revenues ()()
Net cash used by operating activities from discontinued operations()()()
Net cash provided by operating activities   
Investing Activities:  
Capital expenditures()()()
Purchases of debt and equity marketable securities()()()
Proceeds from sales and maturities of debt and equity marketable securities   
Acquisitions and other investments, net of cash acquired()()()
Proceeds from sales of property, plant and equipment
   
Proceeds from other investments   
Other items, net()  
Net cash provided (used) by investing activities from discontinued operations
  ()
Net cash (used) provided by investing activities
() ()
Financing Activities:
Proceeds from short-term debt   
Repayment of short-term debt()()()
Repayment of debt of acquired company  ()
Proceeds from long-term debt   
Repayment of long-term debt()()()
Proceeds from issuance of common stock   
Repurchases and retirements of common stock()()()
Dividends paid()()()
Payments of tax withholdings related to vesting of share-based awards()()()
Other items, net()()()
Net cash provided (used) by financing activities from discontinued operations
 () 
Net cash used by financing activities()()()
Effect of exchange rate changes on cash and cash equivalents  ()
Net (decrease) increase in total cash and cash equivalents
() ()
Total cash and cash equivalents at beginning of period (including $ and $ classified as held for sale at September 24, 2023 and September 25, 2022)
   
Total cash and cash equivalents at end of period (including $ and $ classified as held for sale at September 24, 2023 and September 25, 2022, respectively)
$ $ $ 
    

See accompanying notes.
F-6


QUALCOMM Incorporated
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In millions, except per share data)
Year Ended
September 29,
2024
September 24,
2023
September 25,
2022
Total stockholders’ equity, beginning balance
$ $ $ 
Common stock and paid-in capital:
Balance at beginning of period
   
Common stock issued under employee benefit plans    
Repurchases and retirements of common stock
()()()
Share-based compensation
   
Tax withholdings related to vesting of share-based payments
()()()
Common stock issued in acquisition
   
Balance at end of period
   
Retained earnings:
Balance at beginning of period
   
Net income   
Repurchases and retirements of common stock
()()()
Dividends
()()()
Balance at end of period
   
Accumulated other comprehensive income (loss):
Balance at beginning of period
 () 
Other comprehensive income (loss)
  ()
Balance at end of period
  ()
Total stockholders’ equity, ending balance
$ $ $ 
Dividends per share announced
$ $ $ 

See accompanying notes.
F-7


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1.
F-8


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
million and $ million, respectively. At September 24, 2023, the aggregate fair value of our derivative instruments recorded in total assets and in total liabilities were $ million and $ million, respectively.
Foreign Currency Hedges: We manage our exposure to foreign exchange market risks, when deemed appropriate, through the use of derivative instruments, including foreign currency forward and option contracts with financial counterparties, that may or may not be designated as hedging instruments. These derivative instruments generally have maturity dates between one and months. Gains and losses arising from such contracts that are designated as cash flow hedging instruments are recorded as a component of accumulated other comprehensive income (loss) as gains and losses on derivative instruments, net of income taxes. The hedging gains and losses in accumulated other comprehensive income (loss) are subsequently reclassified to revenues or costs and expenses, as applicable, in the consolidated statements of operations in the same period in which the underlying transactions affect our earnings. For foreign currency forward contracts not designated as hedging instruments, the changes in fair value are recorded in investment and other income (expense), net in the period of change.
The cash flows associated with such derivative instruments are classified as cash flows from operating activities in the consolidated statements of cash flows, which is the same category as the hedged transaction.
Interest Rate Swaps: From time to time, we enter into interest rate swap agreements that allow us to effectively convert fixed-rate payments into floating-rate payments on portions of our outstanding long-term debt. We enter into these agreements to manage interest rate risk associated with our cash equivalents and marketable securities, in addition to changes in the fair value of our outstanding debt. These transactions are designated as fair value hedges, and the gains and losses related to changes in the fair value of the interest rate swaps substantially offset changes in the fair value of the hedged portion of the underlying debt that are attributable to changes in the market interest rates. The net gains and losses on the interest rate swaps, as well as the offsetting gains or losses on the related fixed-rate debt attributable to the hedged risks, are recognized as interest expense in the current period. The interest settlement payments associated with the interest rate swap agreements are classified as cash flows from operating activities in the consolidated statements of cash flows.
From time to time, we also enter into forward-starting interest rate swaps to hedge the variability of forecasted interest payments on certain anticipated debt issuances. These swaps are designated as cash flow hedges of forecasted transactions. The gains and losses arising from such contracts are recorded as a component in accumulated other comprehensive income (loss) as gains and losses on derivative instruments. When the anticipated debt is issued, any associated swaps are terminated, and the hedging gains and losses in accumulated other comprehensive income (loss) are recorded to interest expense over the term of the hedged portions of the related debt issued.
 $ Options  Swaps  $ $ 
The gross notional amounts of our derivatives by currency were as follows (in millions):
September 29,
2024
September 24,
2023
Chinese renminbi$ $ 
Indian rupee  
United States dollar  
Other  
$ $ 

F-9


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
F-10


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
years, and building improvements are depreciated over years. Leasehold improvements and buildings on leased land are amortized over the shorter of their estimated useful lives, not to exceed years and years, respectively, or the remaining term of the related lease. Other property, plant and equipment have useful lives ranging from to years. Maintenance, repairs and minor renewals or betterments are charged to expense as incurred.
% of total revenues for all periods presented.
We grant licenses or otherwise provide rights to use portions of our intellectual property portfolio, which, among other rights, includes certain patent rights essential to and/or useful in the manufacture, sale or use of certain wireless products.
F-11


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
F-12


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
F-13


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
   Shares of common stock equivalents not included because the effect would be anti-dilutive or certain performance conditions were not satisfied at the end of the period   
Note 2.  $            
(1) million at both September 29, 2024 and September 24, 2023.
 $()$ $()Other () ()$ $()$ $()
All of these intangible assets are subject to amortization, other than acquired in-process research and development which had a carrying value of $ million and $ million at September 29, 2024 and September 24, 2023, respectively. Amortization expense related to these intangible assets was $ million, $ million and $ million for fiscal 2024, 2023 and 2022, respectively. At September 29, 2024, amortization expense related to other intangible assets, including acquired in-process research and development beginning upon the completion of the underlying projects, is expected to be $ million, $ million, $ million, $ million and $ million for each of the five years from fiscal 2025 through 2029, respectively, and $ million thereafter.
F-15


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 $ 
Non-marketable equity investments (1)
  $ $ 
(1) million and $ million at September 29, 2024 and September 24, 2023, respectively. Cumulative unrealized losses, including impairments, were $ million and $ million at September 29, 2024 and September 24, 2023, respectively.
 $ Income taxes payable   $ $    $ $ 
(1)
(2)
(3)
 $ $ 
Unearned revenues (which are considered contract liabilities) consist primarily of certain customer contracts for which QCT received fees upfront and QTL license fees for intellectual property with continuing performance obligations (substantially all of which were recognized prior to fiscal 2024). In fiscal 2024 and fiscal 2023, we recognized revenues of $ million and $ million, respectively, that were recorded as unearned revenues at September 24, 2023 and September 25, 2022, respectively.
Remaining performance obligations, which are primarily included in unearned revenues (as presented on our consolidated balance sheet), represent the aggregate amount of the transaction price of certain customer contracts yet to be recognized as revenues as of the end of the reporting period and exclude revenues related to (a) contracts that have an original expected duration of one year or less and (b) sales-based royalties (i.e., future royalty revenues) pursuant to our license
F-16


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
and . We generally seek to renew or renegotiate such license agreements prior to expiration.
Concentrations. A significant portion of our revenues are concentrated with a small number of customers/licensees of our QCT and QTL (Qualcomm Technology Licensing) segments. The comparability of customer/licensee concentrations for the periods presented are impacted by the timing of customer/licensees device launches and/or innovation cycles and other seasonal trends, among other fluctuations in demand.
 % % %
Customer/licensee (y)
   
Customer/licensee (z)
 ** $ $    )()())()() $ $()
F-17


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 3.
 $ $ State   Foreign (1)      Deferred (benefit) provision:   Federal()()()State()() Foreign (1)()() ()()()$ $ $ 
 $ $ Foreign   $ $ $ % effective tax rate.
202420232022
Expected income tax provision at federal statutory tax rate$ $$ 
Benefit from FDII deduction, excluding the impact of capitalizing research and development expenditures()()()
Benefit from FDII deduction related to capitalizing research and development expenditures()() 
Benefit related to the transfer of intellectual property between foreign subsidiaries
()  
Benefit related to research and development tax credits()()()
Excess tax (benefit) deficiency associated with share-based awards() ()
Foreign currency (gains) losses related to Korean withholding tax receivable()() 
Benefit from fiscal 2021 and 2022 FDII deductions related to a change in sourcing of research and development expenditures () 
Benefit from releasing valuation allowance on unutilized foreign loss carryforwards () 
Nontaxable reversal of 2018 EC fine  ()
Other   
$ $ $ 
Effective tax rate % % %
Beginning in fiscal 2023, for federal income tax purposes, we are required to capitalize and amortize domestic research and development expenditures over five years and foreign research and development expenditures over fifteen years (such expenditures were previously deducted as incurred). Our cash flows from operations are adversely affected due to significantly higher cash tax payments. However, since the resulting deferred tax asset is established at the statutory rate of % (rather than the current effective tax rate of % to % after considering the FDII deduction), capitalization favorably
F-18


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
million during the fourth quarter of fiscal 2024 from the establishment of a deferred tax asset. Such tax benefit was based on the value of the intellectual property transferred, which was measured using an income approach based on significant unobservable inputs.
Beginning in fiscal 2019, as a result of certain court rulings in Korea, among other factors, we decided to apply for a partial refund claim for taxes previously withheld from licensees in Korea on payments due under their license agreements to which we have claimed a foreign tax credit in the United States. As a result, $ billion and $ billion was recorded as a noncurrent income taxes receivable (recorded in other assets) at September 29, 2024 and September 24, 2023, respectively, and $ billion and $ billion was recorded as a noncurrent liability for uncertain tax benefits (recorded in other liabilities) at September 29, 2024 and September 24, 2023, respectively.
At September 29, 2024, our remaining future payments were $ billion for a one-time repatriation tax accrued in fiscal 2018, after application of certain tax credits, which is payable in installments over the next two years. At September 29, 2024, $ million was recorded in other current liabilities, reflecting the next installment due in January 2025, with the remaining noncurrent portion presented in other liabilities on our balance sheet.
 $ Unused tax credits  Customer incentives  Unused net operating losses  Accrued liabilities and reserves  Operating lease liabilities  Share-based compensation  Unrealized losses on other investments and marketable securities  Other  Total gross deferred tax assets  Valuation allowance()()Total net deferred tax assets  Intangible assets()()Operating lease assets()()Unrealized gains on other investments and marketable securities()()Other()()Total deferred tax liabilities()()Net deferred tax assets$ $ Reported as:  Non-current deferred tax assets$ $         Non-current deferred tax liabilities (1)()()$ $ 
(1)
At September 29, 2024, we had unused foreign net operating loss carryforwards of $ billion, of which substantially all may be carried forward indefinitely, unused state net operating loss carryforwards of $ million expiring from 2025 through 2037 and unused federal net operating loss carryforwards of $ million, of which $ million expire from 2025 through 2037 and $ million may be carried forward indefinitely. At September 29, 2024, we had unused state tax credits of $ billion, of which substantially all may be carried forward indefinitely, unused federal tax credits of $ million expiring from 2028 through 2041 and unused tax credits of $ million in foreign jurisdictions expiring from 2031 through 2044. We do not expect our federal net operating loss carryforwards to expire unused.
F-19


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
billion, $ million and $ million respectively. The valuation allowance reflects the uncertainties surrounding our ability to generate sufficient future taxable income in certain tax jurisdictions to utilize our net deferred tax assets. We believe, more likely than not, that we will have sufficient taxable income to utilize our remaining deferred tax assets. $ $ Additions based on prior year tax positions   Reductions for prior year tax positions and lapse in statute of limitations()()()Additions for current year tax positions   Settlements with taxing authorities  ()Ending balance of unrecognized tax benefits$ $ $ 
Of the $ billion of unrecognized tax benefits, $ billion has been recorded to other liabilities. We believe that it is reasonably possible that certain unrecognized tax benefits recorded at September 29, 2024 may result in a cash payment in fiscal 2025. Unrecognized tax benefits at September 29, 2024 included $ million for tax positions that, if recognized, would impact the effective tax rate. The unrecognized tax benefits differ from the amount that would affect our effective tax rate primarily because the unrecognized tax benefits were included on a gross basis and did not reflect related receivables or secondary impacts, such as the federal deduction for state taxes, adjustments to deferred tax assets and the valuation allowance that might be required if our tax positions are sustained. The increase in unrecognized tax benefits for all periods presented was primarily due to expected refunds of Korean withholding tax previously paid (which such increase had an insignificant impact to our income tax provision). If successful, the refund will result in a corresponding reduction in U.S. foreign tax credits. We believe that it is likely that the total amount of unrecognized tax benefits at September 29, 2024 will increase in fiscal 2025 as licensees in Korea continue to withhold taxes on future payments due under their licensing agreements at a rate higher than we believe is owed; such increase is not expected to have a significant impact on our income tax provision. At September 29, 2024, total interest and penalties related to unrecognized tax benefits accrued in other current liabilities and other liabilities was $ million, with a corresponding noncurrent income taxes receivable of $ million recorded in other assets for expected refunds of certain tax benefits.
We file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. We are no longer subject to U.S. federal income tax examinations for years prior to fiscal 2018. We are also subject to examination in other taxing jurisdictions in the U.S. and numerous foreign jurisdictions. These examinations are at various stages with respect to assessments, claims, deficiencies and refunds, many of which are open for periods after fiscal 2001.
Cash amounts paid for income taxes, net of refunds received, were $ billion, $ billion and $ billion for fiscal 2024, 2023 and 2022, respectively.
Note 4.
billion stock repurchase program. At September 29, 2024, $ billion remained authorized for repurchase under this stock repurchase program. On November 6, 2024, we announced a new $ billion stock repurchase authorization, which is in addition to the aforementioned program. The stock repurchase programs have no expiration date. 
Issued
 
Repurchased
()

Dividends. On , we announced a cash dividend of $ per share on our common stock, payable on  to stockholders of record as of the close of business on .
F-20


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 5.
million shares. The 2023 Plan provides for the grant of RSUs and other stock-based awards. The RSUs generally include dividend-equivalent rights and vest over from the date of grant. The Board of Directors may amend or terminate the 2023 Plan at any time. Certain amendments, including an increase in the share reserve, require stockholder approval. At September 29, 2024, approximately million shares were available for future grant under the 2023 Plan. $ RSUs granted  RSUs canceled/forfeited() RSUs vested() RSUs outstanding at September 29, 2024  20232022   )      ) 
Note 8.
Our operating segments reflect the way our businesses and management/reporting structure are organized internally and the way our Chief Operating Decision Maker (CODM), who is our CEO, reviews financial information, makes operating decisions and assesses business performance. We also consider, among other items, the way budgets and forecasts are prepared and reviewed and the basis on which executive compensation is determined, as well as the similarities and the level of centralized resource planning within our operating segments, such as the nature of products, the level of shared products, technology and other resources, production processes and customer base. We conduct business primarily through our QCT semiconductor business and our QTL licensing business. QCT develops and supplies integrated circuits and system software with advanced connectivity and high-performance, low-power computing technologies for use in mobile devices; automotive systems for connectivity, digital cockpit and ADAS/AD; and IoT including consumer electronic devices, industrial devices and edge networking products. QTL grants licenses or otherwise provides rights to use portions of our intellectual property portfolio, which includes certain patent rights essential to and/or useful in the manufacture and sale of certain wireless products. Our QSI (Qualcomm Strategic Initiatives) reportable segment makes strategic investments. We also have nonreportable segments, including QGOV (Qualcomm Government Technologies) and our cloud computing processing initiative.
F-25


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 $ $ QTL   QSI   Reconciling items   Total$ $ $ EBT:QCT$ $ $ QTL   QSI ()()Reconciling items()()()Total$ $ $ )$()$()
The net book value of long-lived tangible assets located outside of the U.S. (the majority of which is located in Taiwan and the rest of the Asia-Pacific region) was $ billion and $ billion at September 29, 2024 and September 24, 2023, respectively. The net book value of long-lived tangible assets located in the U.S. was $ billion and $ billion at September 29, 2024 and September 24, 2023, respectively.
F-26


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
  %$  %$  %United States      South Korea      Other foreign      $  %$  %$  %
Previously, revenues by country were presented based on the location to which our products or services were delivered. For QCT, this was the country in which our customers manufacture their products and for licensing revenues, the invoiced addresses of our licensees, and was not necessarily indicative of either the country in which the devices containing our products and/or intellectual property are ultimately sold to consumers or the country in which the companies that sell the devices were headquartered. We believe this change generally provides a better representation of the geographic profile of our revenues. However, it is still not necessarily indicative of the country in which the devices containing our products and/or intellectual property are ultimately sold to consumers. Prior period information has been recast to reflect this change.
For comparative purposes, based on the location to which our products or services are delivered, revenues from sales into China (including Hong Kong), United States, South Korea, and Vietnam were %, %, %, and % of total revenues, respectively, for fiscal 2024.
Note 9.
 $ $ $ Marketable securities:    Corporate bonds and notes$ $ $ $ Mortgage- and asset-backed securities    U.S. Treasury securities and government-related securities    Equity securities     Total marketable securities    Derivative instruments    
Other investments (1)
    Total assets measured at fair value$ $ $ $ Liabilities:    Derivative instruments$ $ $ $ 
Other liabilities (1)
    Total liabilities measured at fair value$ $ $ $ 
(1)
F-27


QUALCOMM Incorporated
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
 One to five years    

S-1

Similar companies

See also Motorola Solutions, Inc. - Annual report 2022 (10-K 2022-12-31) Annual report 2023 (10-Q 2023-09-30)
See also NOKIA CORP
See also ERICSSON LM TELEPHONE CO
See also Ubiquiti Inc. - Annual report 2023 (10-K 2023-06-30) Annual report 2023 (10-Q 2023-09-30)
See also Vistance Networks, Inc. - Annual report 2022 (10-K 2022-12-31) Annual report 2023 (10-Q 2023-09-30)