8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

 Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported): January 26, 2022

  LAM RESEARCH CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	0-12933	94-2634797
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification Number)

4650 Cushing Parkway

Fremont, California 94538

(Address of principal executive offices including zip code)

(510) 572-0200

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, Par Value $0.001 Per Share	LRCX	The Nasdaq Stock Market
		(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company      ☐

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

Table of Contents

Item 2.02.	Results of Operations and Financial Condition	3
Item 9.01.	Financial Statements and Exhibits	3
SIGNATURES		4
EX-99.1

 Item 2.02. Results of Operations and Financial Condition

On January 26, 2022, Lam Research Corporation (the “Company”) issued a press release announcing its financial results for the fiscal quarter ended December 26, 2021, the text of which is attached hereto as Exhibit 99.1.

The information in this item of this Current Report on Form 8-K, including Exhibit 99.1, is furnished pursuant to Item 2.02 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section. Furthermore, the information in this item of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act of 1933, as amended, or the Exchange Act.

 Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1	Press Release dated January 26, 2022 announcing financial results for the fiscal quarter ended December 26, 2021
104	Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document

SIGNATURES

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

Date:	January 26, 2022	LAM RESEARCH CORPORATION
		(Registrant)
		/s/ Douglas R. Bettinger
		Douglas R. Bettinger
		Executive Vice President, Chief Financial Officer
		(Principal Financial Officer and Principal Accounting Officer)

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE        

Lam Research Corporation Reports Financial Results for the Quarter Ended December 26, 2021

FREMONT, Calif., January 26, 2022 - Lam Research Corporation (the "Company," "Lam," "Lam Research") today announced financial results for the quarter ended December 26, 2021 (the “December 2021 quarter”).

Highlights for the December 2021 quarter were as follows:

•Revenue of $4.23 billion.

•U.S. GAAP gross margin of 46.8%, U.S. GAAP operating income as a percentage of revenue of 31.7%, and U.S. GAAP diluted EPS of $8.44.

•Non-GAAP gross margin of 46.8%, non-GAAP operating income as a percentage of revenue of 32.0%, and non-GAAP diluted EPS of $8.53.

Key Financial Data for the Quarters Ended

December 26, 2021 and September 26, 2021

(in thousands, except per-share data, percentages, and basis points)

U.S. GAAP
	December 2021			September 2021			Change Q/Q
Revenue	$	4,226,604		$	4,304,465		- 2%
Gross margin as percentage of revenue	46.8		%	45.9		%	+ 90 bps
Operating income as percentage of revenue	31.7		%	31.9		%	- 20 bps
Diluted EPS	$	8.44		$	8.27		+ 2%
Non-GAAP
	December 2021			September 2021			Change Q/Q
Revenue	$	4,226,604		$	4,304,465		- 2%
Gross margin as percentage of revenue	46.8		%	46.0		%	+ 80 bps
Operating income as percentage of revenue	32.0		%	32.4		%	- 40 bps
Diluted EPS	$	8.53		$	8.36		+ 2%

U.S. GAAP Financial Results

For the December 2021 quarter, revenue was $4,227 million, gross margin was $1,978 million, or 46.8% of revenue, operating expenses were $640 million, operating income was 31.7% of revenue, and net income was $1,195 million, or $8.44 per diluted share on a U.S. GAAP basis. This compares to revenue of $4,304 million, gross margin of $1,977 million, or 45.9% of revenue, operating expenses of $605 million, operating income of 31.9% of revenue, and net income of $1,180 million, or $8.27 per diluted share, for the quarter ended September 26, 2021 (the “September 2021 quarter”).

Non-GAAP Financial Results

For the December 2021 quarter, non-GAAP gross margin was $1,979 million, or 46.8% of revenue, non-GAAP operating expenses were $627 million, non-GAAP operating income was 32.0% of revenue, and non-GAAP net income was $1,207 million, or $8.53 per diluted share. This compares to non-GAAP gross margin of $1,980 million, or 46.0% of revenue, non-GAAP operating expenses of $586 million, non-GAAP operating income of 32.4% of revenue, and non-GAAP net income of $1,192 million, or $8.36 per diluted share, for the September 2021 quarter.

“Lam delivered record calendar year 2021 financial performance within a robust wafer fabrication spending environment” said Tim Archer, Lam Research’s President and Chief Executive Officer. “While supply chain conditions worsened in late December and are causing near-term impacts to our results, we expect wafer fabrication equipment investments to again increase in calendar year 2022, leading to another strong growth year for Lam.”

Balance Sheet and Cash Flow Results

Cash and cash equivalents, short-term investments, and restricted cash and investments balances increased to $5.6 billion at the end of the December 2021 quarter compared to $4.9 billion at the end of the September 2021 quarter. This increase was primarily the result of $1.4 billion of cash generated from operating activities, partially offset by $415 million of share repurchases, including net share settlement of employee stock-based compensation; $211 million of dividends paid to stockholders; and $138 million of capital expenditures.

Deferred revenue at the end of the December 2021 quarter increased to $1,458 million compared to $1,110 million as of the end of the September 2021 quarter. Lam's deferred revenue balance does not include shipments to customers in Japan, to whom title does not transfer until customer acceptances. Shipments to customers in Japan are classified as inventory at cost until the time of acceptance. The estimated future revenue from shipments to customers in Japan was approximately $328 million as of December 26, 2021 and $331 million as of September 26, 2021.

Revenue

The geographic distribution of revenue during the December 2021 quarter is shown in the following table:

Region	Revenue
China	26%
Korea	25%
Taiwan	18%
Japan	12%
Southeast Asia	9%
United States	6%
Europe	4%

The following table presents revenue disaggregated between system and customer support-related revenue:

	Three Months Ended
	December 26, 2021		September 26, 2021		December 27, 2020
	(In thousands)
System revenue	$	2,740,173	$	2,924,883	$	2,307,421
Customer support-related revenue and other	1,486,431		1,379,582		1,148,816
	$	4,226,604	$	4,304,465	$	3,456,237

System revenue includes sales of new leading-edge equipment in deposition, etch and clean markets.

Customer support-related revenue includes sales of customer service, spares, upgrades, and non-leading-edge equipment from our Reliant® product line.

Outlook

For the quarter ended March 27, 2022, Lam is providing the following guidance:

	U.S. GAAP			Reconciling Items			Non-GAAP
Revenue	$4.25 Billion	+/-	$300 Million	—			$4.25 Billion	+/-	$300 Million
Gross margin as a percentage of revenue	45.0%	+/-	1%	$	1	Million	45.0%	+/-	1%
Operating income as a percentage of revenue	29.2%	+/-	1%	$	13	Million	29.5%	+/-	1%
Net income per diluted share	$7.36	+/-	$0.75	$	12	Million	$7.45	+/-	$0.75
Diluted share count	141 Million			—			141 Million

The information provided above is only an estimate of what the Company believes is realizable as of the date of this release and does not incorporate the potential impact of any business combinations, asset acquisitions, divestitures, restructuring, balance sheet valuation adjustments, financing arrangements, other investments, or other significant arrangements that may be completed or recognized after the date of this release. U.S. GAAP to non-GAAP reconciling items provided include only those items that are known and can be estimated as

of the date of this release. Actual results will vary from this model and the variations may be material. Reconciling items included above are as follows:

•Gross margin as a percentage of revenue - amortization related to intangible assets acquired through business combinations, $1 million.

•Operating income as a percentage of revenue - amortization related to intangible assets acquired through business combinations, $13 million.

•Net income per diluted share - amortization related to intangible assets acquired though business combinations, $13 million; amortization of note discounts, $1 million; and associated tax benefit for non-GAAP items ($2 million); totaling $12 million.

Use of Non-GAAP Financial Results

In addition to U.S. GAAP results, this press release also contains non-GAAP financial results. The Company’s non-GAAP results for both the December 2021 and September 2021 quarters exclude amortization related to intangible assets acquired through business combinations, the effects of elective deferred compensation-related assets and liabilities, amortization of note discounts, and the income tax benefit of non-GAAP items.

Management uses non-GAAP gross margin, operating expense, operating income, operating income as a percentage of revenue, net income, and net income per diluted share to evaluate the Company’s operating and financial results. The Company believes the presentation of non-GAAP results is useful to investors for analyzing business trends and comparing performance to prior periods, along with enhancing investors’ ability to view the Company’s results from management’s perspective. Tables presenting reconciliations of non-GAAP results to U.S. GAAP results are included at the end of this press release and on the Company’s website at http://investor.lamresearch.com.

Caution Regarding Forward-Looking Statements

Statements made in this press release that are not of historical fact are forward-looking statements and are subject to the safe harbor provisions created by the Private Securities Litigation Reform Act of 1995. Such forward-looking statements relate to, but are not limited to: our outlook and guidance for future financial results, including revenue, gross margin, operating income and net income; demand and spending for wafer fabrication equipment; supply chain conditions and their impacts on our results; and our prospects for growth. Some factors that may affect these forward-looking statements include: supply chain disruptions and/or manufacturing capacity constraints have limited and are expected to continue to limit our ability to manufacture and sell our products; trade regulations, export controls, trade disputes, and other geopolitical tensions may inhibit our ability to sell our products; business, political and/or regulatory conditions in the consumer electronics industry, the semiconductor industry and the overall economy may deteriorate or change; the actions of our customers and competitors may be inconsistent with our expectations; the severity, magnitude and duration of the COVID–19 pandemic (and the related governmental, public health, business and community responses to it), and their impacts on our business, results of operations and financial condition, are evolving and are highly uncertain and unpredictable; and widespread outbreaks of illness may impact our operations and revenue in affected areas; as well as the other risks and uncertainties that are described in the documents filed or furnished by us with the Securities and Exchange Commission, including specifically the Risk Factors described in our annual report on Form 10–K for the fiscal year ended June 27, 2021 and our quarterly report on Form 10-Q for the fiscal quarter ended September 26, 2021. These uncertainties and changes could materially affect the forward-looking statements and cause actual results to vary from expectations in a material way. The Company undertakes no obligation to update the information or statements made in this release.

Lam Research Corporation is a global supplier of innovative wafer fabrication equipment and services to the semiconductor industry. Lam's equipment and services allow customers to build smaller and better performing devices. In fact, today, nearly every advanced chip is built with Lam technology. We combine superior systems engineering, technology leadership, and a strong values-based culture, with an unwavering commitment to our customers. Lam Research (Nasdaq: LRCX) is a FORTUNE 500® company headquartered in Fremont, Calif., with operations around the globe. Learn more at www.lamresearch.com. (LRCX-F)

Consolidated Financial Tables Follow.

###

LAM RESEARCH CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data and percentages)

(unaudited)

	Three Months Ended									Six Months Ended
	December 26, 2021			September 26, 2021			December 27, 2020			December 26, 2021			December 27, 2020
Revenue	$	4,226,604		$	4,304,465		$	3,456,237		$	8,531,069		$	6,633,317
Cost of goods sold	2,248,688			2,327,711			1,852,442			4,576,399			3,523,343
Gross margin	1,977,916			1,976,754			1,603,795			3,954,670			3,109,974
Gross margin as a percent of revenue	46.8		%	45.9		%	46.4		%	46.4		%	46.9		%
Research and development	403,644			382,327			375,172			785,971			730,539
Selling, general and administrative	236,133			222,194			218,899			458,327			408,647
Total operating expenses	639,777			604,521			594,071			1,244,298			1,139,186
Operating income	1,338,139			1,372,233			1,009,724			2,710,372			1,970,788
Operating income as a percent of revenue	31.7		%	31.9		%	29.2		%	31.8		%	29.7		%
Other income (expense), net	17,999			(28,857)			(29,941)			(10,858)			(68,733)
Income before income taxes	1,356,138			1,343,376			979,783			2,699,514			1,902,055
Income tax expense	(161,308)			(163,632)			(110,554)			(324,940)			(209,375)
Net income	$	1,194,830		$	1,179,744		$	869,229		$	2,374,574		$	1,692,680
Net income per share:
Basic	$	8.50		$	8.32		$	6.04		$	16.82		$	11.71
Diluted	$	8.44		$	8.27		$	5.96		$	16.71		$	11.55
Number of shares used in per share calculations:
Basic	140,630			141,743			143,830			141,187			144,549
Diluted	141,530			142,612			145,910			142,071			146,579
Cash dividend declared per common share	$	1.50		$	1.50		$	1.30		$	3.00		$	2.60

LAM RESEARCH CORPORATION

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands)

	December 26, 2021		September 26, 2021		June 27, 2021
	(unaudited)		(unaudited)		(1)
ASSETS
Cash and cash equivalents	$	5,086,544	$	4,042,151	$	4,418,263
Investments	242,590		569,472		1,310,872
Accounts receivable, net	3,402,840		3,397,180		3,026,430
Inventories	3,074,177		2,872,141		2,689,294
Prepaid expenses and other current assets	296,711		263,738		207,528
Total current assets	12,102,862		11,144,682		11,652,387
Property and equipment, net	1,503,385		1,372,533		1,303,479
Restricted cash and investments	250,863		251,448		252,487
Goodwill and intangible assets	1,601,755		1,614,959		1,622,499
Other assets	1,226,563		1,181,930		1,061,300
Total assets	$	16,685,428	$	15,565,552	$	15,892,152
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current portion of long-term debt and finance lease obligations	$	6,201	$	6,368	$	11,349
Other current liabilities	3,856,950		3,402,852		3,516,518
Total current liabilities	3,863,151		3,409,220		3,527,867
Long-term debt and finance lease obligations	4,988,121		4,988,964		4,990,333
Income taxes payable	891,545		881,325		948,037
Other long-term liabilities	466,830		466,000		398,727
Total liabilities	10,209,647		9,745,509		9,864,964
Stockholders’ equity (2)	6,475,781		5,820,043		6,027,188
Total liabilities and stockholders’ equity	$	16,685,428	$	15,565,552	$	15,892,152

(1)	Derived from audited financial statements.
(2)	Common shares issued and outstanding were 140,275 as of December 26, 2021, 140,811 as of September 26, 2021, and 142,501 as of June 27, 2021.

LAM RESEARCH CORPORATION

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands, unaudited)

	Three Months Ended						Six Months Ended
	December 26, 2021		September 26, 2021		December 27, 2020		December 26, 2021		December 27, 2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	1,194,830	$	1,179,744	$	869,229	$	2,374,574	$	1,692,680
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	81,705		79,874		76,389		161,579		149,301
Deferred income taxes	(13,550)		(13,023)		(2,462)		(26,573)		(4,312)
Equity-based compensation expense	62,834		58,099		52,109		120,933		108,097
Other, net	(66,514)		(8,690)		6,690		(75,204)		11,029
Changes in operating assets and liabilities	181,201		(838,480)		(657,318)		(657,279)		(969,647)
Net cash provided by operating activities	1,440,506		457,524		344,637		1,898,030		987,148
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures and intangible assets	(138,493)		(136,427)		(92,072)		(274,920)		(154,878)
Net sale (purchase) of available-for-sale securities	325,171		738,043		168,102		1,063,214		(568,972)
Other, net	(595)		(4,923)		(6,090)		(5,518)		(7,876)
Net cash provided by (used for) investing activities	186,083		596,693		69,940		782,776		(731,726)
CASH FLOWS FROM FINANCING ACTIVITIES:
Principal payments on debt	(1,698)		(6,338)		(4,596)		(8,036)		(23,769)
Treasury stock purchases	(414,815)		(1,236,753)		(723,297)		(1,651,568)		(1,171,878)
Dividends paid	(211,216)		(185,431)		(187,927)		(396,647)		(355,056)
Reissuance of treasury stock related to employee stock purchase plan	46,380		—		41,434		46,380		41,434
Proceeds from issuance of common stock	3,451		742		8,108		4,193		13,646
Other, net	(205)		188		961		(17)		(1,179)
Net cash used for financing activities	(578,103)		(1,427,592)		(865,317)		(2,005,695)		(1,496,802)
Effect of exchange rate changes on cash, cash equivalents, and restricted cash	(4,678)		(3,776)		8,187		(8,454)		12,269
Net increase (decrease) in cash, cash equivalents, and restricted cash	1,043,808		(377,151)		(442,553)		666,657		(1,229,111)
Cash, cash equivalents, and restricted cash at beginning of period	4,293,599		4,670,750		4,382,525		4,670,750		5,169,083
Cash, cash equivalents, and restricted cash at end of period	$	5,337,407	$	4,293,599	$	3,939,972	$	5,337,407	$	3,939,972

Non-GAAP Financial Summary

(in thousands, except percentages and per share data)

(unaudited)

	Three Months Ended
	December 26, 2021			September 26, 2021
Revenue	$	4,226,604		$	4,304,465
Gross margin	$	1,979,000		$	1,979,742
Gross margin as percentage of revenue	46.8		%	46.0		%
Operating expenses	$	627,445		$	586,477
Operating income	$	1,351,555		$	1,393,265
Operating income as a percentage of revenue	32.0		%	32.4		%
Net income	$	1,207,340		$	1,191,561
Net income per diluted share	$	8.53		$	8.36
Shares used in per share calculation - diluted	141,530			142,612

Reconciliation of U.S. GAAP Net Income to Non-GAAP Net Income

(in thousands, except per share data)

(unaudited)

	Three Months Ended
	December 26, 2021		September 26, 2021
U.S. GAAP net income	$	1,194,830	$	1,179,744
Pre-tax non-GAAP items:
Amortization related to intangible assets acquired through certain business combinations - cost of goods sold	1,092		1,092
Elective deferred compensation ("EDC") related liability valuation (decrease) increase - cost of goods sold	(8)		1,896
EDC related liability valuation (decrease) increase - research and development	(15)		3,412
Amortization related to intangible assets acquired through certain business combinations - selling, general and administrative	12,357		12,357
EDC related liability valuation (decrease) increase - selling, general and administrative	(10)		2,275
Amortization of note discounts - other income (expense), net	689		683
Loss (Gain) on EDC related asset - other income (expense), net	56		(7,437)
Net income tax benefit on non-GAAP items	(1,651)		(2,461)
Non-GAAP net income	$	1,207,340	$	1,191,561
Non-GAAP net income per diluted share	$	8.53	$	8.36
U.S. GAAP net income per diluted share	$	8.44	$	8.27
U.S. GAAP and non-GAAP number of shares used for per diluted share calculation	141,530		142,612

Reconciliation of U.S. GAAP Gross Margin, Operating Expenses and Operating Income to Non-GAAP Gross Margin, Operating Expenses and Operating Income

(in thousands, except percentages)

(unaudited)

	Three Months Ended
	December 26, 2021			September 26, 2021
U.S. GAAP gross margin	$	1,977,916		$	1,976,754
Pre-tax non-GAAP items:
Amortization related to intangible assets acquired through certain business combinations	1,092			1,092
EDC related liability valuation (decrease) increase	(8)			1,896
Non-GAAP gross margin	$	1,979,000		$	1,979,742
U.S. GAAP gross margin as a percentage of revenue	46.8		%	45.9		%
Non-GAAP gross margin as a percentage of revenue	46.8		%	46.0		%
U.S. GAAP operating expenses	$	639,777		$	604,521
Pre-tax non-GAAP items:
Amortization related to intangible assets acquired through certain business combinations	(12,357)			(12,357)
EDC related liability valuation decrease (increase)	25			(5,687)
Non-GAAP operating expenses	$	627,445		$	586,477
U.S. GAAP operating income	$	1,338,139		$	1,372,233
Non-GAAP operating income	$	1,351,555		$	1,393,265
U.S. GAAP operating income as percent of revenue	31.7		%	31.9		%
Non-GAAP operating income as a percent of revenue	32.0		%	32.4		%

Lam Research Corporation Contacts:

Tina Correia, Investor Relations, phone: 510-572-1615, e-mail: investor.relations@lamresearch.com

XML

Cover page	Jan. 26, 2022
Cover [Abstract]
Document Type	8-K
Document Period End Date	Jan. 26, 2022
Entity Registrant Name	LAM RESEARCH CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	0-12933
Entity Tax Identification Number	94-2634797
Entity Address, Address Line One	4650 Cushing Parkway
Entity Address, City or Town	Fremont
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94538
City Area Code	510
Local Phone Number	572-0200
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, Par Value $0.001 Per Share
Trading Symbol	LRCX
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0000707549