Apple Inc. (Form: 10-Q, Received: 07/28/2021 06:02:48)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 26, 2021

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to .

Commission File Number: 001-36743

Apple Inc.

(Exact name of Registrant as specified in its charter)


California						94-2404110
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)

One Apple Park Way
Cupertino, California						95014
(Address of principal executive offices)						(Zip Code)

(408) 996-1010

(Registrant’s telephone number, including area code)

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


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Stock, $0.00001 par value per share	AAPL	The Nasdaq Stock Market LLC
1.000% Notes due 2022	—	The Nasdaq Stock Market LLC
1.375% Notes due 2024	—	The Nasdaq Stock Market LLC
0.000% Notes due 2025	—	The Nasdaq Stock Market LLC
0.875% Notes due 2025	—	The Nasdaq Stock Market LLC
1.625% Notes due 2026	—	The Nasdaq Stock Market LLC
2.000% Notes due 2027	—	The Nasdaq Stock Market LLC
1.375% Notes due 2029	—	The Nasdaq Stock Market LLC
3.050% Notes due 2029	—	The Nasdaq Stock Market LLC
0.500% Notes due 2031	—	The Nasdaq Stock Market LLC
3.600% Notes due 2042	—	The Nasdaq Stock Market LLC

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the Registrant was required to submit such files).

Yes ☒ No ☐

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

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. ☐

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes ☐ No ☒

16,530,166,000 shares of common stock were issued and outstanding as of July 16, 2021.

Apple Inc.

Form 10-Q

For the Fiscal Quarter Ended June 26, 2021

TABLE OF CONTENTS


		Page
Part I
Item 1.	Financial Statements	1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	30
Item 4.	Controls and Procedures	30
Part II
Item 1.	Legal Proceedings	31
Item 1A.	Risk Factors	31
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	31
Item 3.	Defaults Upon Senior Securities	31
Item 4.	Mine Safety Disclosures	32
Item 5.	Other Information	32
Item 6.	Exhibits	32

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

Apple Inc.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

(In millions, except number of shares which are reflected in thousands and per share amounts)


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Net sales:
Products	$	63,948	$	46,529	$	232,309	$	170,598
Services	17,486		13,156		50,148		39,219
Total net sales	81,434		59,685		282,457		209,817

Cost of sales:
Products	40,899		32,693		149,476		116,089
Services	5,280		4,312		15,319		13,461
Total cost of sales	46,179		37,005		164,795		129,550
Gross margin	35,255		22,680		117,662		80,267

Operating expenses:
Research and development	5,717		4,758		16,142		13,774
Selling, general and administrative	5,412		4,831		16,357		14,980
Total operating expenses	11,129		9,589		32,499		28,754

Operating income	24,126		13,091		85,163		51,513
Other income/(expense), net	243		46		796		677
Income before provision for income taxes	24,369		13,137		85,959		52,190
Provision for income taxes	2,625		1,884		11,830		7,452
Net income	$	21,744	$	11,253	$	74,129	$	44,738

Earnings per share:
Basic	$	1.31	$	0.65	$	4.42	$	2.56
Diluted	$	1.30	$	0.65	$	4.38	$	2.54

Shares used in computing earnings per share:
Basic	16,629,371		17,250,291		16,772,656		17,450,284
Diluted	16,781,735		17,419,154		16,941,527		17,618,778

See accompanying Notes to Condensed Consolidated Financial Statements.

Apple Inc. | Q3 2021 Form 10-Q | 1

Apple Inc.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

(In millions)


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Net income	$	21,744	$	11,253	$	74,129	$	44,738
Other comprehensive income/(loss):
Change in foreign currency translation, net of tax	188		194		659		(170)

Change in unrealized gains/losses on derivative instruments, net of tax:
Change in fair value of derivatives	(24)		78		4		46
Adjustment for net (gains)/losses realized and included in net income	17		(1,120)		593		(884)
Total change in unrealized gains/losses on derivative instruments	(7)		(1,042)		597		(838)

Change in unrealized gains/losses on marketable debt securities, net of tax:
Change in fair value of marketable debt securities	217		3,098		(558)		898
Adjustment for net (gains)/losses realized and included in net income	(54)		(11)		(234)		8
Total change in unrealized gains/losses on marketable debt securities	163		3,087		(792)		906

Total other comprehensive income/(loss)	344		2,239		464		(102)
Total comprehensive income	$	22,088	$	13,492	$	74,593	$	44,636

See accompanying Notes to Condensed Consolidated Financial Statements.

Apple Inc. | Q3 2021 Form 10-Q | 2

Apple Inc.

CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)

(In millions, except number of shares which are reflected in thousands and par value)


	June 26, 2021		September 26, 2020
ASSETS:
Current assets:
Cash and cash equivalents	$	34,050	$	38,016
Marketable securities	27,646		52,927
Accounts receivable, net	17,475		16,120
Inventories	5,178		4,061
Vendor non-trade receivables	16,433		21,325
Other current assets	13,641		11,264
Total current assets	114,423		143,713

Non-current assets:
Marketable securities	131,948		100,887
Property, plant and equipment, net	38,615		36,766
Other non-current assets	44,854		42,522
Total non-current assets	215,417		180,175
Total assets	$	329,840	$	323,888

LIABILITIES AND SHAREHOLDERS’ EQUITY:
Current liabilities:
Accounts payable	$	40,409	$	42,296
Other current liabilities	43,625		42,684
Deferred revenue	7,681		6,643
Commercial paper	8,000		4,996
Term debt	8,039		8,773
Total current liabilities	107,754		105,392

Non-current liabilities:
Term debt	105,752		98,667
Other non-current liabilities	52,054		54,490
Total non-current liabilities	157,806		153,157
Total liabilities	265,560		258,549

Commitments and contingencies

Shareholders’ equity:
Common stock and additional paid-in capital, $0.00001 par value: 50,400,000 shares authorized; 16,556,942 and 16,976,763 shares issued and outstanding, respectively	54,989		50,779
Retained earnings	9,233		14,966
Accumulated other comprehensive income/(loss)	58		(406)
Total shareholders’ equity	64,280		65,339
Total liabilities and shareholders’ equity	$	329,840	$	323,888

See accompanying Notes to Condensed Consolidated Financial Statements.

Apple Inc. | Q3 2021 Form 10-Q | 3

Apple Inc.

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (Unaudited)

(In millions, except per share amounts)


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Total shareholders’ equity, beginning balances	$	69,178	$	78,425	$	65,339	$	90,488

Common stock and additional paid-in capital:
Beginning balances	54,203		48,032		50,779		45,174
Common stock issued	—		—		561		430
Common stock withheld related to net share settlement of equity awards	(1,224)		(1,071)		(2,460)		(2,123)
Share-based compensation	2,010		1,735		6,109		5,215
Ending balances	54,989		48,696		54,989		48,696

Retained earnings:
Beginning balances	15,261		33,182		14,966		45,898
Net income	21,744		11,253		74,129		44,738
Dividends and dividend equivalents declared	(3,713)		(3,611)		(10,755)		(10,528)
Common stock withheld related to net share settlement of equity awards	(1,559)		(688)		(3,606)		(1,320)
Common stock repurchased	(22,500)		(16,000)		(65,501)		(54,516)
Cumulative effect of change in accounting principle	—		—		—		(136)
Ending balances	9,233		24,136		9,233		24,136

Accumulated other comprehensive income/(loss):
Beginning balances	(286)		(2,789)		(406)		(584)
Other comprehensive income/(loss)	344		2,239		464		(102)
Cumulative effect of change in accounting principle	—		—		—		136
Ending balances	58		(550)		58		(550)

Total shareholders’ equity, ending balances	$	64,280	$	72,282	$	64,280	$	72,282

Dividends and dividend equivalents declared per share or RSU	$	0.22	$	0.205	$	0.63	$	0.59

See accompanying Notes to Condensed Consolidated Financial Statements.

Apple Inc. | Q3 2021 Form 10-Q | 4

Apple Inc.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

(In millions)


	Nine Months Ended
	June 26, 2021		June 27, 2020
Cash, cash equivalents and restricted cash, beginning balances	$	39,789	$	50,224
Operating activities:
Net income	74,129		44,738
Adjustments to reconcile net income to cash generated by operating activities:
Depreciation and amortization	8,295		8,354
Share-based compensation expense	5,961		5,105
Deferred income tax expense/(benefit)	(737)		182
Other	(689)		(94)
Changes in operating assets and liabilities:
Accounts receivable, net	(1,316)		5,149
Inventories	(1,213)		10
Vendor non-trade receivables	4,892		8,685
Other current and non-current assets	(5,899)		(6,760)
Accounts payable	(1,786)		(10,787)
Deferred revenue	1,738		1,649
Other current and non-current liabilities	463		3,867
Cash generated by operating activities	83,838		60,098
Investing activities:
Purchases of marketable securities	(94,052)		(96,606)
Proceeds from maturities of marketable securities	49,880		54,865
Proceeds from sales of marketable securities	36,745		39,760
Payments for acquisition of property, plant and equipment	(7,862)		(5,525)
Payments made in connection with business acquisitions, net	(13)		(1,473)
Other	(78)		(841)
Cash used in investing activities	(15,380)		(9,820)
Financing activities:
Proceeds from issuance of common stock	561		430
Payments for taxes related to net share settlement of equity awards	(5,855)		(3,234)
Payments for dividends and dividend equivalents	(10,827)		(10,570)
Repurchases of common stock	(66,223)		(55,171)
Proceeds from issuance of term debt, net	13,923		10,635
Repayments of term debt	(7,500)		(12,629)
Proceeds from commercial paper, net	3,022		31
Proceeds from repurchase agreements	—		5,165
Other	(72)		(120)
Cash used in financing activities	(72,971)		(65,463)
Decrease in cash, cash equivalents and restricted cash	(4,513)		(15,185)
Cash, cash equivalents and restricted cash, ending balances	$	35,276	$	35,039
Supplemental cash flow disclosure:
Cash paid for income taxes, net	$	18,536	$	8,410
Cash paid for interest	$	1,870	$	2,275

See accompanying Notes to Condensed Consolidated Financial Statements.

Apple Inc. | Q3 2021 Form 10-Q | 5

Apple Inc.

Notes to Condensed Consolidated Financial Statements (Unaudited)

Note 1 – Summary of Significant Accounting Policies

Basis of Presentation and Preparation

The condensed consolidated financial statements include the accounts of Apple Inc. and its wholly owned subsidiaries (collectively “Apple” or the “Company”). Intercompany accounts and transactions have been eliminated. In the opinion of the Company’s management, the condensed consolidated financial statements reflect all adjustments, which are normal and recurring in nature, necessary for fair financial statement presentation. The preparation of these condensed consolidated financial statements and accompanying notes in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported. Actual results could differ materially from those estimates. Certain prior period amounts in the consolidated financial statements and accompanying notes have been reclassified to conform to the current period’s presentation. These condensed consolidated financial statements and accompanying notes should be read in conjunction with the Company’s annual consolidated financial statements and accompanying notes included in its Annual Report on Form 10-K for the fiscal year ended September 26, 2020 (the “2020 Form 10-K”).

The Company’s fiscal year is the 52- or 53-week period that ends on the last Saturday of September. An additional week is included in the first fiscal quarter every five or six years to realign the Company’s fiscal quarters with calendar quarters. The Company’s fiscal years 2021 and 2020 span 52 weeks each. Unless otherwise stated, references to particular years, quarters, months and periods refer to the Company’s fiscal years ended in September and the associated quarters, months and periods of those fiscal years.

Common Stock Split

On August 28, 2020, the Company effected a four-for-one stock split to shareholders of record as of August 24, 2020. All share, restricted stock unit (“RSU”) and per share or per RSU information has been retroactively adjusted to reflect the stock split.

Recently Adopted Accounting Pronouncements

Financial Instruments – Credit Losses

At the beginning of the first quarter of 2021, the Company adopted the Financial Accounting Standards Board’s Accounting Standards Update No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”), which modifies the measurement of expected credit losses on certain financial instruments. The Company adopted ASU 2016-13 utilizing the modified retrospective transition method. The adoption of ASU 2016-13 did not have a material impact on the Company’s condensed consolidated financial statements.

Earnings Per Share

The following table shows the computation of basic and diluted earnings per share for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 (net income in millions and shares in thousands):


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Numerator:
Net income	$	21,744	$	11,253	$	74,129	$	44,738

Denominator:
Weighted-average basic shares outstanding	16,629,371		17,250,291		16,772,656		17,450,284
Effect of dilutive securities	152,364		168,863		168,871		168,494
Weighted-average diluted shares	16,781,735		17,419,154		16,941,527		17,618,778

Basic earnings per share	$	1.31	$	0.65	$	4.42	$	2.56
Diluted earnings per share	$	1.30	$	0.65	$	4.38	$	2.54

Apple Inc. | Q3 2021 Form 10-Q | 6

Note 2 – Revenue Recognition

Net sales consist of revenue from the sale of iPhone®, Mac®, iPad®, Services and other products. The Company recognizes revenue at the amount to which it expects to be entitled when control of the products or services is transferred to its customers. Control is generally transferred when the Company has a present right to payment and title and the significant risks and rewards of ownership of products or services are transferred to its customers. For most of the Company’s Products net sales, control transfers when products are shipped. For the Company’s Services net sales, control transfers over time as services are delivered. Payment for Products and Services net sales is collected within a short period following transfer of control or commencement of delivery of services, as applicable.

The Company records reductions to Products net sales related to future product returns, price protection and other customer incentive programs based on the Company’s expectations and historical experience.

For arrangements with multiple performance obligations, which represent promises within an arrangement that are distinct, the Company allocates revenue to all distinct performance obligations based on their relative stand-alone selling prices (“SSPs”). When available, the Company uses observable prices to determine SSPs. When observable prices are not available, SSPs are established that reflect the Company’s best estimates of what the selling prices of the performance obligations would be if they were sold regularly on a stand-alone basis. The Company’s process for estimating SSPs without observable prices considers multiple factors that may vary depending upon the unique facts and circumstances related to each performance obligation including, where applicable, prices charged by the Company for similar offerings, market trends in the pricing for similar offerings, product-specific business objectives and the estimated cost to provide the performance obligation.

The Company has identified up to three performance obligations regularly included in arrangements involving the sale of iPhone, Mac, iPad and certain other products. The first performance obligation, which represents the substantial portion of the allocated sales price, is the hardware and bundled software delivered at the time of sale. The second performance obligation is the right to receive certain product-related bundled services, which include iCloud®, Siri® and Maps. The third performance obligation is the right to receive, on a when-and-if-available basis, future unspecified software upgrades relating to the software bundled with each device. The Company allocates revenue and any related discounts to these performance obligations based on their relative SSPs. Because the Company lacks observable prices for the undelivered performance obligations, the allocation of revenue is based on the Company’s estimated SSPs. Revenue allocated to the delivered hardware and bundled software is recognized when control has transferred to the customer, which generally occurs when the product is shipped. Revenue allocated to the product-related bundled services and unspecified software upgrade rights is deferred and recognized on a straight-line basis over the estimated period they are expected to be provided. Cost of sales related to delivered hardware and bundled software, including estimated warranty costs, are recognized at the time of sale. Costs incurred to provide product-related bundled services and unspecified software upgrade rights are recognized as cost of sales as incurred.

For certain long-term service arrangements, the Company has performance obligations for services it has not yet delivered. For these arrangements, the Company does not have a right to bill for the undelivered services. The Company has determined that any unbilled consideration relates entirely to the value of the undelivered services. Accordingly, the Company has not recognized revenue, and has elected not to disclose amounts, related to these undelivered services.

For the sale of third-party products where the Company obtains control of the product before transferring it to the customer, the Company recognizes revenue based on the gross amount billed to customers. The Company considers multiple factors when determining whether it obtains control of third-party products including, but not limited to, evaluating if it can establish the price of the product, retains inventory risk for tangible products or has the responsibility for ensuring acceptability of the product. For third-party applications sold through the App Store® and certain digital content sold through the Company’s other digital content stores, the Company does not obtain control of the product before transferring it to the customer. Therefore, the Company accounts for such sales on a net basis by recognizing in Services net sales only the commission it retains.

The Company has elected to record revenue net of taxes collected from customers that are remitted to governmental authorities, with the collected taxes recorded within other current liabilities until remitted to the relevant government authority.

Deferred Revenue

As of June 26, 2021 and September 26, 2020, the Company had total deferred revenue of $12.0 billion and $10.2 billion, respectively. As of June 26, 2021, the Company expects 64% of total deferred revenue to be realized in less than a year, 26% within one-to-two years, 8% within two-to-three years and 2% in greater than three years.

Apple Inc. | Q3 2021 Form 10-Q | 7

Disaggregated Revenue

Net sales disaggregated by significant products and services for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 were as follows (in millions):


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
iPhone (1)	$	39,570	$	26,418	$	153,105	$	111,337
Mac (1)	8,235		7,079		26,012		19,590
iPad (1)	7,368		6,582		23,610		16,927
Wearables, Home and Accessories (1)(2)	8,775		6,450		29,582		22,744
Services (3)	17,486		13,156		50,148		39,219
Total net sales (4)	$	81,434	$	59,685	$	282,457	$	209,817

(1)Products net sales include amortization of the deferred value of unspecified software upgrade rights, which are bundled in the sales price of the respective product.

(2)Wearables, Home and Accessories net sales include sales of AirPods®, Apple TV®, Apple Watch®, Beats® products, HomePod®, iPod touch® and Apple-branded and third-party accessories.

(3)Services net sales include sales from the Company’s advertising, AppleCare®, digital content and other services. Services net sales also include amortization of the deferred value of Maps, Siri, and free iCloud storage and Apple TV+SM services, which are bundled in the sales price of certain products.

(4)Includes $3.0 billion of revenue recognized in the three months ended June 26, 2021 that was included in deferred revenue as of March 27, 2021, $2.1 billion of revenue recognized in the three months ended June 27, 2020 that was included in deferred revenue as of March 28, 2020, $5.5 billion of revenue recognized in the nine months ended June 26, 2021 that was included in deferred revenue as of September 26, 2020, and $4.0 billion of revenue recognized in the nine months ended June 27, 2020 that was included in deferred revenue as of September 28, 2019.

The Company’s proportion of net sales by disaggregated revenue source was generally consistent for each reportable segment in Note 11, “Segment Information and Geographic Data” for the three- and nine-month periods ended June 26, 2021 and June 27, 2020.

Apple Inc. | Q3 2021 Form 10-Q | 8

Note 3 – Financial Instruments

Cash, Cash Equivalents and Marketable Securities

The following tables show the Company’s cash, cash equivalents and marketable securities by significant investment category as of June 26, 2021 and September 26, 2020 (in millions):


	June 26, 2021
	Adjusted Cost		Unrealized Gains		Unrealized Losses		Fair Value		Cash and Cash Equivalents		Current Marketable Securities		Non-Current Marketable Securities
Cash	$	14,853	$	—	$	—	$	14,853	$	14,853	$	—	$	—
Level 1 (1):
Money market funds	9,568		—		—		9,568		9,568		—		—
Mutual funds	159		8		—		167		—		167		—
Subtotal	9,727		8		—		9,735		9,568		167		—
Level 2 (2):
U.S. Treasury securities	22,582		133		(112)		22,603		1,602		8,083		12,918
U.S. agency securities	7,542		3		(69)		7,476		410		1,781		5,285
Non-U.S. government securities	20,007		252		(92)		20,167		118		3,537		16,512
Certificates of deposit and time deposits	7,099		—		—		7,099		6,362		466		271
Commercial paper	2,056		—		—		2,056		1,137		919		—
Corporate debt securities	85,221		1,444		(276)		86,389		—		11,903		74,486
Municipal securities	984		15		—		999		—		128		871
Mortgage- and asset-backed securities	22,233		191		(157)		22,267		—		662		21,605
Subtotal	167,724		2,038		(706)		169,056		9,629		27,479		131,948
Total (3)	$	192,304	$	2,046	$	(706)	$	193,644	$	34,050	$	27,646	$	131,948


	September 26, 2020
	Adjusted Cost		Unrealized Gains		Unrealized Losses		Fair Value		Cash and Cash Equivalents		Current Marketable Securities		Non-Current Marketable Securities
Cash	$	17,773	$	—	$	—	$	17,773	$	17,773	$	—	$	—
Level 1 (1): Money market funds	2,171		—		—		2,171		2,171		—		—


Level 2 (2):
U.S. Treasury securities	28,439		331		—		28,770		8,580		11,972		8,218
U.S. agency securities	8,604		8		—		8,612		2,009		3,078		3,525
Non-U.S. government securities	19,361		275		(186)		19,450		255		3,329		15,866
Certificates of deposit and time deposits	10,399		—		—		10,399		4,043		6,246		110
Commercial paper	11,226		—		—		11,226		3,185		8,041		—
Corporate debt securities	76,937		1,834		(175)		78,596		—		19,687		58,909
Municipal securities	1,001		22		—		1,023		—		139		884
Mortgage- and asset-backed securities	13,520		314		(24)		13,810		—		435		13,375
Subtotal	169,487		2,784		(385)		171,886		18,072		52,927		100,887
Total (3)	$	189,431	$	2,784	$	(385)	$	191,830	$	38,016	$	52,927	$	100,887

(1)Level 1 fair value estimates are based on quoted prices in active markets for identical assets or liabilities.

(2)Level 2 fair value estimates are based on observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

(3)As of June 26, 2021 and September 26, 2020, total marketable securities included $18.9 billion and $18.6 billion, respectively, that was restricted from general use, related to the State Aid Decision (refer to Note 5, “Income Taxes”) and other agreements.

Apple Inc. | Q3 2021 Form 10-Q | 9

The Company may sell certain of its marketable debt securities prior to their stated maturities for reasons including, but not limited to, managing liquidity, credit risk, duration and asset allocation. The following table shows the fair value of the Company’s non-current marketable debt securities, by contractual maturity, as of June 26, 2021 (in millions):


Due after 1 year through 5 years	$	83,577
Due after 5 years through 10 years	26,324
Due after 10 years	22,047
Total fair value	$	131,948

The Company typically invests in highly rated securities, with the primary objective of minimizing the potential risk of principal loss. The Company’s investment policy generally requires securities to be investment grade and limits the amount of credit exposure to any one issuer. Fair values were determined for each individual security in the investment portfolio.

Non-Marketable Securities

The Company holds non-marketable equity securities of certain privately held companies without readily determinable fair values. As of both June 26, 2021 and September 26, 2020, the Company’s non-marketable equity securities had a carrying value of $2.8 billion.

Restricted Cash

A reconciliation of the Company’s cash and cash equivalents in the Condensed Consolidated Balance Sheets to cash, cash equivalents and restricted cash in the Condensed Consolidated Statements of Cash Flows as of June 26, 2021 and September 26, 2020 is as follows (in millions):


	June 26, 2021		September 26, 2020
Cash and cash equivalents	$	34,050	$	38,016
Restricted cash	1,226		1,773
Cash, cash equivalents and restricted cash	$	35,276	$	39,789

The Company’s restricted cash primarily consisted of cash to support the Company’s iPhone Upgrade Program. Substantially all of the Company’s restricted cash was included in other non-current assets in the Condensed Consolidated Balance Sheets.

Derivative Financial Instruments

The Company may use derivatives to partially offset its business exposure to foreign currency and interest rate risk on expected future cash flows, net investments in certain foreign subsidiaries, and certain existing assets and liabilities. However, the Company may choose not to hedge certain exposures for a variety of reasons including, but not limited to, accounting considerations or the prohibitive economic cost of hedging particular exposures. There can be no assurance the hedges will offset more than a portion of the financial impact resulting from movements in foreign currency exchange or interest rates.

To protect gross margins from fluctuations in foreign currency exchange rates, certain of the Company’s subsidiaries whose functional currency is the U.S. dollar may hedge a portion of forecasted foreign currency revenue, and subsidiaries whose functional currency is not the U.S. dollar may hedge a portion of forecasted inventory purchases not denominated in the subsidiaries’ functional currencies. The Company may enter into forward contracts, option contracts or other instruments to manage this risk and may designate these instruments as cash flow hedges. The Company generally hedges portions of its forecasted foreign currency exposure associated with revenue and inventory purchases, typically for up to 12 months.

To protect the net investment in a foreign operation from fluctuations in foreign currency exchange rates, the Company may enter into foreign currency forward and option contracts to offset a portion of the changes in the carrying amounts of these investments due to fluctuations in foreign currency exchange rates. In addition, the Company may use non-derivative financial instruments, such as its foreign currency–denominated debt, as hedges of its net investments in certain foreign subsidiaries. In both of these cases, the Company designates these instruments as net investment hedges.

To protect the Company’s foreign currency–denominated term debt or marketable securities from fluctuations in foreign currency exchange rates, the Company may enter into forward contracts, cross-currency swaps or other instruments. These instruments may offset a portion of the foreign currency remeasurement gains or losses, or changes in fair value. The Company may designate these instruments as either cash flow or fair value hedges. As of June 26, 2021, the Company’s hedged term debt– and marketable securities–related foreign currency transactions are expected to be recognized within 21 years.

Apple Inc. | Q3 2021 Form 10-Q | 10

The Company may also enter into non-designated foreign currency contracts to offset a portion of the foreign currency exchange gains and losses generated by the remeasurement of certain assets and liabilities denominated in non-functional currencies.

To protect the Company’s foreign currency–denominated term debt or marketable securities from fluctuations in interest rates, the Company may enter into interest rate swaps, options or other instruments. These instruments may offset a portion of the changes in interest income or expense, or changes in fair value. The Company designates these instruments as either cash flow or fair value hedges. As of June 26, 2021, the Company’s hedged interest rate transactions are expected to be recognized within six years.

Cash Flow Hedges

Cash flow hedge amounts that are included in the assessment of hedge effectiveness are deferred in accumulated other comprehensive income/(loss) (“AOCI”) until the hedged item is recognized in earnings. Deferred gains and losses associated with cash flow hedges of foreign currency revenue are recognized as a component of net sales in the same period as the related revenue is recognized, and deferred gains and losses related to cash flow hedges of inventory purchases are recognized as a component of cost of sales in the same period as the related costs are recognized. Deferred gains and losses associated with cash flow hedges of interest income or expense are recognized in other income/(expense), net (“OI&E”) in the same period as the related income or expense is recognized. For options designated as cash flow hedges, the time value is excluded from the assessment of hedge effectiveness and recognized in the financial statement line item to which the hedge relates on a straight-line basis over the life of the hedge. Changes in the fair value of amounts excluded from the assessment of hedge effectiveness are recognized in other comprehensive income/(loss) (“OCI”).

Derivative instruments designated as cash flow hedges must be de-designated as hedges when it is probable the forecasted hedged transaction will not occur in the initially identified time period or within a subsequent two-month time period. Deferred gains and losses in AOCI associated with such derivative instruments are reclassified into OI&E in the period of de-designation. Any subsequent changes in fair value of such derivative instruments are reflected in OI&E unless they are re-designated as hedges of other transactions.

Net Investment Hedges

Net investment hedge amounts that are included in the assessment of hedge effectiveness are recorded in OCI as a part of the cumulative translation adjustment. For foreign exchange forward contracts designated as net investment hedges, the forward carry component is excluded from the assessment of hedge effectiveness and recognized in OCI on a straight-line basis over the life of the hedge. Changes in the fair value of amounts excluded from the assessment of hedge effectiveness are recognized in OCI.

Fair Value Hedges

Fair value hedge gains and losses related to amounts that are included in the assessment of hedge effectiveness are recognized in earnings along with a corresponding loss or gain related to the change in value of the hedged item in the same line in the Condensed Consolidated Statements of Operations. For foreign exchange forward contracts designated as fair value hedges, the forward carry component is excluded from the assessment of hedge effectiveness and recognized in OI&E on a straight-line basis over the life of the hedge. Amounts excluded from the effectiveness assessment of fair value hedges and recognized in OI&E were gains of $57 million and $199 million for the three- and nine-month periods ended June 26, 2021, respectively, and were gains of $119 million and $373 million for the three- and nine-month periods ended June 27, 2020, respectively. Changes in the fair value of amounts excluded from the assessment of hedge effectiveness are recognized in OCI.

Non-Designated Derivatives

Derivatives that are not designated as hedging instruments are adjusted to fair value through earnings in the financial statement line item to which the derivative relates.

Apple Inc. | Q3 2021 Form 10-Q | 11

The Company records all derivatives in the Condensed Consolidated Balance Sheets at fair value. The Company’s accounting treatment for these derivative instruments is based on its hedge designation. The following tables show the Company’s derivative instruments at gross fair value as of June 26, 2021 and September 26, 2020 (in millions):


	June 26, 2021
	Fair Value of Derivatives Designated as Hedge Instruments		Fair Value of Derivatives Not Designated as Hedge Instruments		Total Fair Value
Derivative assets (1):
Foreign exchange contracts	$	700	$	510	$	1,210
Interest rate contracts	$	891	$	—	$	891

Derivative liabilities (2):
Foreign exchange contracts	$	918	$	601	$	1,519


	September 26, 2020
	Fair Value of Derivatives Designated as Hedge Instruments		Fair Value of Derivatives Not Designated as Hedge Instruments		Total Fair Value
Derivative assets (1):
Foreign exchange contracts	$	749	$	303	$	1,052
Interest rate contracts	$	1,557	$	—	$	1,557

Derivative liabilities (2):
Foreign exchange contracts	$	1,561	$	485	$	2,046

(1)The fair value of derivative assets is measured using Level 2 fair value inputs and is included in other current assets and other non-current assets in the Condensed Consolidated Balance Sheets.

(2)The fair value of derivative liabilities is measured using Level 2 fair value inputs and is included in other current liabilities and other non-current liabilities in the Condensed Consolidated Balance Sheets.

The Company classifies cash flows related to derivative financial instruments as operating activities in its Condensed Consolidated Statements of Cash Flows.

The following table shows the pre-tax gains and losses of the Company’s derivative and non-derivative instruments designated as cash flow and net investment hedges in OCI and the Condensed Consolidated Statements of Operations for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 (in millions):


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Gains/(Losses) recognized in OCI – included in effectiveness assessment:
Cash flow hedges:
Foreign exchange contracts	$	(87)	$	366	$	60	$	175
Interest rate contracts	—		(6)		93		(72)
Total	$	(87)	$	360	$	153	$	103

Net investment hedges:
Foreign currency debt	$	—	$	(20)	$	—	$	15

Gains/(Losses) reclassified from AOCI into net income – included in effectiveness assessment:
Cash flow hedges:
Foreign exchange contracts	$	9	$	1,389	$	(562)	$	1,063
Interest rate contracts	(1)		(3)		(6)		(6)
Total	$	8	$	1,386	$	(568)	$	1,057

Apple Inc. | Q3 2021 Form 10-Q | 12

Amounts excluded from the effectiveness assessment of the Company’s hedges and recognized in OCI were a gain of $63 million and a loss of $34 million for the three- and nine-month periods ended June 26, 2021, respectively, and were losses of $220 million and $51 million for the three- and nine-month periods ended June 27, 2020, respectively.

The following tables show information about the Company’s derivative instruments designated as fair value hedges and the related hedged items for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 and as of June 26, 2021 and September 26, 2020 (in millions):


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Gains/(Losses) on derivative instruments (1):
Foreign exchange contracts	$	(130)	$	(675)	$	(313)	$	(422)
Interest rate contracts	(32)		57		(650)		1,185
Total	$	(162)	$	(618)	$	(963)	$	763

Gains/(Losses) related to hedged items (1):
Marketable securities	$	130	$	675	$	313	$	422
Fixed-rate debt	32		(57)		650		(1,185)
Total	$	162	$	618	$	963	$	(763)


	June 26, 2021		September 26, 2020
Carrying amounts of hedged assets/(liabilities):
Marketable securities (2)	$	16,254	$	16,270
Fixed-rate debt (3)	$	(18,384)	$	(21,033)

Cumulative hedging adjustments included in the carrying amounts of hedged items:
Marketable securities carrying amount increases/(decreases)	$	538	$	493
Fixed-rate debt carrying amount (increases)/decreases	$	(891)	$	(1,541)

(1)Gains and losses related to fair value hedges are included in OI&E in the Condensed Consolidated Statements of Operations.

(2)The carrying amounts of marketable securities that are designated as hedged items in fair value hedges are included in current marketable securities and non-current marketable securities in the Condensed Consolidated Balance Sheets

(3)The carrying amounts of fixed-rate debt instruments that are designated as hedged items in fair value hedges are included in current term debt and non-current term debt in the Condensed Consolidated Balance Sheets.

The following table shows the notional amounts of the Company’s outstanding derivative instruments and credit risk amounts associated with outstanding or unsettled derivative instruments as of June 26, 2021 and September 26, 2020 (in millions):


	June 26, 2021				September 26, 2020
	Notional Amount		Credit Risk Amount		Notional Amount		Credit Risk Amount
Instruments designated as accounting hedges:
Foreign exchange contracts	$	53,914	$	700	$	57,410	$	749
Interest rate contracts	$	17,500	$	891	$	20,700	$	1,557

Instruments not designated as accounting hedges:
Foreign exchange contracts	$	95,910	$	510	$	88,636	$	303

Apple Inc. | Q3 2021 Form 10-Q | 13

The notional amounts for outstanding derivative instruments provide one measure of the transaction volume outstanding and do not represent the amount of the Company’s exposure to credit or market loss. The credit risk amounts represent the Company’s gross exposure to potential accounting loss on derivative instruments that are outstanding or unsettled if all counterparties failed to perform according to the terms of the contract, based on then-current currency or interest rates at each respective date. The Company’s exposure to credit loss and market risk will vary over time as currency and interest rates change. Although the table above reflects the notional and credit risk amounts of the Company’s derivative instruments, it does not reflect the gains or losses associated with the exposures and transactions that the instruments are intended to hedge. The amounts ultimately realized upon settlement of these financial instruments, together with the gains and losses on the underlying exposures, will depend on actual market conditions during the remaining life of the instruments.

The Company generally enters into master netting arrangements, which are designed to reduce credit risk by permitting net settlement of transactions with the same counterparty. To further limit credit risk, the Company generally enters into collateral security arrangements that provide for collateral to be received or posted when the net fair value of certain financial instruments fluctuates from contractually established thresholds. The Company presents its derivative assets and derivative liabilities at their gross fair values in its Condensed Consolidated Balance Sheets. As of June 26, 2021 and September 26, 2020, the net cash collateral received by the Company related to derivative instruments under its collateral security arrangements was $576 million and $875 million, respectively. The Company includes gross collateral posted and received in other current assets and other current liabilities in the Condensed Consolidated Balance Sheets, respectively.

Under master netting arrangements with the respective counterparties to the Company’s derivative contracts, the Company is allowed to net settle transactions with a single net amount payable by one party to the other. As of June 26, 2021 and September 26, 2020, the potential effects of these rights of set-off associated with the Company’s derivative contracts, including the effects of collateral, would be a reduction to both derivative assets and derivative liabilities of $2.2 billion and $2.8 billion, respectively, resulting in a net derivative asset of $6 million and a net derivative liability of $312 million, respectively.

Accounts Receivable

Trade Receivables

The Company has considerable trade receivables outstanding with its third-party cellular network carriers, wholesalers, retailers, resellers, small and mid-sized businesses and education, enterprise and government customers. The Company generally does not require collateral from its customers; however, the Company will require collateral or third-party credit support in certain instances to limit credit risk. In addition, when possible, the Company attempts to limit credit risk on trade receivables with credit insurance for certain customers or by requiring third-party financing, loans or leases to support credit exposure. These credit-financing arrangements are directly between the third-party financing company and the end customer. As such, the Company generally does not assume any recourse or credit risk sharing related to any of these arrangements.

As of both June 26, 2021 and September 26, 2020, the Company had no customers that individually represented 10% or more of total trade receivables. The Company’s cellular network carriers accounted for 36% of total trade receivables as of June 26, 2021.

Vendor Non-Trade Receivables

The Company has non-trade receivables from certain of its manufacturing vendors resulting from the sale of components to these vendors who manufacture sub-assemblies or assemble final products for the Company. The Company purchases these components directly from suppliers. As of June 26, 2021, the Company had two vendors that individually represented 10% or more of total vendor non-trade receivables, which accounted for 56% and 13%. As of September 26, 2020, the Company had two vendors that individually represented 10% or more of total vendor non-trade receivables, which accounted for 57% and 11%.

Apple Inc. | Q3 2021 Form 10-Q | 14

Note 4 – Condensed Consolidated Financial Statement Details

The following tables show the Company’s condensed consolidated financial statement details as of June 26, 2021 and September 26, 2020 (in millions):

Property, Plant and Equipment, Net


	June 26, 2021		September 26, 2020
Land and buildings	$	19,149	$	17,952
Machinery, equipment and internal-use software	78,981		75,291
Leasehold improvements	10,727		10,283
Gross property, plant and equipment	108,857		103,526
Accumulated depreciation and amortization	(70,242)		(66,760)
Total property, plant and equipment, net	$	38,615	$	36,766

Other Non-Current Liabilities


	June 26, 2021		September 26, 2020
Long-term taxes payable	$	24,923	$	28,170
Other non-current liabilities	27,131		26,320
Total other non-current liabilities	$	52,054	$	54,490

Other Income/(Expense), Net

The following table shows the detail of OI&E for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 (in millions):


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Interest and dividend income	$	719	$	901	$	2,184	$	2,995
Interest expense	(665)		(697)		(1,973)		(2,239)
Other income/(expense), net	189		(158)		585		(79)
Total other income/(expense), net	$	243	$	46	$	796	$	677

Note 5 – Income Taxes

Uncertain Tax Positions

As of June 26, 2021, the total amount of gross unrecognized tax benefits was $16.8 billion, of which $7.6 billion, if recognized, would impact the Company’s effective tax rate. The Company had accrued $1.6 billion of gross interest and penalties related to income tax matters as of June 26, 2021.

The Company is subject to taxation and files income tax returns in the U.S. federal jurisdiction and many state and foreign jurisdictions. Tax years after 2015 for the U.S. federal jurisdiction, and after 2014 in certain major foreign jurisdictions, remain subject to examination. The Company believes that an adequate provision has been made for any adjustments that may result from tax examinations. However, the outcome of tax examinations cannot be predicted with certainty. If any issues addressed in the Company’s tax examinations are resolved in a manner inconsistent with its expectations, the Company could be required to adjust its provision for income taxes in the period such resolution occurs. Although the timing of resolution and/or closure of examinations is not certain, the Company believes it is reasonably possible that its gross unrecognized tax benefits could decrease in the next 12 months by as much as $2.4 billion.

Apple Inc. | Q3 2021 Form 10-Q | 15

European Commission State Aid Decision

On August 30, 2016, the European Commission announced its decision that Ireland granted state aid to the Company by providing tax opinions in 1991 and 2007 concerning the tax allocation of profits of the Irish branches of two subsidiaries of the Company (the “State Aid Decision”). The State Aid Decision ordered Ireland to calculate and recover additional taxes from the Company for the period June 2003 through December 2014. Irish legislative changes, effective as of January 2015, eliminated the application of the tax opinions from that date forward. The recovery amount was calculated to be €13.1 billion, plus interest of €1.2 billion. The Company and Ireland appealed the State Aid Decision to the General Court of the Court of Justice of the European Union (the “General Court”). On July 15, 2020, the General Court annulled the State Aid Decision. On September 25, 2020, the European Commission appealed the General Court’s decision to the European Court of Justice. The Company believes that any incremental Irish corporate income taxes potentially due related to the State Aid Decision would be creditable against U.S. taxes, subject to any foreign tax credit limitations in the U.S. Tax Cuts and Jobs Act of 2017.

On an annual basis, the Company may request approval from the Irish Minister for Finance to reduce the recovery amount for certain taxes paid to other countries. As of June 26, 2021, the adjusted recovery amount was €12.7 billion, excluding interest. The adjusted recovery amount plus interest is funded into escrow, where it will remain restricted from general use pending the conclusion of all legal proceedings. Refer to the Cash, Cash Equivalents and Marketable Securities section of Note 3, “Financial Instruments” for more information.

Note 6 – Debt

Commercial Paper and Repurchase Agreements

The Company issues unsecured short-term promissory notes (“Commercial Paper”) pursuant to a commercial paper program. The Company uses net proceeds from the commercial paper program for general corporate purposes, including dividends and share repurchases. As of June 26, 2021 and September 26, 2020, the Company had $8.0 billion and $5.0 billion of Commercial Paper outstanding, respectively, with maturities generally less than nine months. The weighted-average interest rate of the Company’s Commercial Paper was 0.04% and 0.62% as of June 26, 2021 and September 26, 2020, respectively. The following table provides a summary of cash flows associated with the issuance and maturities of Commercial Paper for the nine months ended June 26, 2021 and June 27, 2020 (in millions):


	Nine Months Ended
	June 26, 2021		June 27, 2020
Maturities 90 days or less:
Proceeds from commercial paper, net	$	2,745	$	401

Maturities greater than 90 days:
Proceeds from commercial paper	3,993		5,373
Repayments of commercial paper	(3,716)		(5,743)
Proceeds from/(Repayments of) commercial paper, net	277		(370)

Total proceeds from commercial paper, net	$	3,022	$	31

In 2020, the Company entered into agreements to sell certain of its marketable securities with a promise to repurchase the securities at a specified time and amount (“Repos”). Due to the Company’s continuing involvement with the marketable securities, the Company accounted for its Repos as collateralized borrowings. As of September 26, 2020, the Repos had been settled.

Apple Inc. | Q3 2021 Form 10-Q | 16

Term Debt

As of June 26, 2021, the Company had outstanding floating- and fixed-rate notes with varying maturities for an aggregate principal amount of $113.2 billion (collectively the “Notes”). The Notes are senior unsecured obligations and interest is payable in arrears. The following table provides a summary of the Company’s term debt as of June 26, 2021 and September 26, 2020:


	Maturities (calendar year)	June 26, 2021			September 26, 2020
		Amount (in millions)		Effective Interest Rate	Amount (in millions)		Effective Interest Rate
2013 – 2020 debt issuances:
Floating-rate notes	2022	$	1,750	0.51% – 0.66%	$	2,250	0.60% – 1.39%
Fixed-rate 0.000% – 4.650% notes	2021 – 2060	97,443		0.03% – 4.78%	103,828		0.03% – 4.78%

2021 debt issuance:
Fixed-rate 0.700% – 2.800% notes	2026 – 2061	14,000		0.75% – 2.81%	—		—	%
Total term debt		113,193			106,078

Unamortized premium/(discount) and issuance costs, net		(360)			(314)
Hedge accounting fair value adjustments		958			1,676
Less: Current portion of term debt		(8,039)			(8,773)
Total non-current portion of term debt		$	105,752		$	98,667

To manage interest rate risk on certain of its U.S. dollar–denominated fixed- or floating-rate notes, the Company has entered into interest rate swaps to effectively convert the fixed interest rates to floating interest rates or the floating interest rates to fixed interest rates on a portion of these notes. Additionally, to manage foreign currency risk on certain of its foreign currency–denominated notes, the Company has entered into foreign currency swaps to effectively convert these notes to U.S. dollar–denominated notes.

The effective interest rates for the Notes include the interest on the Notes, amortization of the discount or premium and, if applicable, adjustments related to hedging. The Company recognized $657 million and $1.9 billion of interest cost on its term debt for the three- and nine-month periods ended June 26, 2021, respectively. The Company recognized $664 million and $2.1 billion of interest cost on its term debt for the three- and nine-month periods ended June 27, 2020, respectively.

As of June 26, 2021 and September 26, 2020, the fair value of the Company’s Notes, based on Level 2 inputs, was $120.3 billion and $117.1 billion, respectively.

Note 7 – Shareholders’ Equity

Share Repurchase Program

As of June 26, 2021, the Company was authorized to purchase up to $315 billion of the Company’s common stock under a share repurchase program (the “Program”). During the nine months ended June 26, 2021, the Company repurchased 515 million shares of its common stock for $65.5 billion, including 32 million shares initially delivered under a May 2021 accelerated share repurchase agreement (“ASR”), bringing the total utilization under the Program to $234.1 billion. The Program does not obligate the Company to acquire any specific number of shares. Under the Program, shares may be repurchased in privately negotiated and/or open market transactions, including under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Under the terms of the Company’s May 2021 ASR, a financial institution committed to deliver shares of the Company’s common stock during the purchase period in exchange for an up-front payment of $5.0 billion. The total number of shares ultimately delivered under the ASR, and therefore the average repurchase price paid per share, is determined based on the volume-weighted average price of the Company’s common stock during the ASR’s purchase period, which will end in or before August 2021. The shares received are retired in the periods they are delivered, and the up-front payment is accounted for as a reduction to retained earnings in the Company’s Condensed Consolidated Statement of Shareholders’ Equity in the period the payment is made.

Apple Inc. | Q3 2021 Form 10-Q | 17

Note 8 – Comprehensive Income

The Company’s OCI consists of foreign currency translation adjustments from those subsidiaries not using the U.S. dollar as their functional currency, net deferred gains and losses on certain derivative instruments accounted for as hedges, and unrealized gains and losses on marketable debt securities classified as available-for-sale.

The following table shows the pre-tax amounts reclassified from AOCI into the Condensed Consolidated Statements of Operations, and the associated financial statement line items, for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 (in millions):


		Three Months Ended				Nine Months Ended
Comprehensive Income Components	Financial Statement Line Items	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Unrealized (gains)/losses on derivative instruments:
Foreign exchange contracts	Total net sales	$	60	$	(270)	$	478	$	(333)
	Total cost of sales	101		(362)		752		(521)
	Other income/(expense), net	(155)		(760)		(590)		(212)
Interest rate contracts	Other income/(expense), net	1		3		6		6
		7		(1,389)		646		(1,060)
Unrealized (gains)/losses on marketable debt securities	Other income/(expense), net	(70)		(14)		(284)		10
Total amounts reclassified from AOCI		$	(63)	$	(1,403)	$	362	$	(1,050)

The following table shows the changes in AOCI by component for the nine months ended June 26, 2021 (in millions):


	Cumulative Foreign Currency Translation		Unrealized Gains/Losses on Derivative Instruments		Unrealized Gains/Losses on Marketable Debt Securities		Total
Balances as of September 26, 2020	$	(1,375)	$	(877)	$	1,846	$	(406)
Other comprehensive income/(loss) before reclassifications	659		81		(783)		(43)
Amounts reclassified from AOCI	—		646		(284)		362
Tax effect	—		(130)		275		145
Other comprehensive income/(loss)	659		597		(792)		464
Balances as of June 26, 2021	$	(716)	$	(280)	$	1,054	$	58

Note 9 – Benefit Plans

Stock Plans

The Company had 757 million shares reserved for future issuance under its stock plans as of June 26, 2021. RSUs granted under the Company’s stock plans generally vest over four years, based on continued employment, and are settled upon vesting in shares of the Company’s common stock on a one-for-one basis. RSUs granted under the Company’s stock plans reduce the number of shares available for grant under the plans by a factor of two times the number of RSUs granted. RSUs canceled and shares withheld to satisfy tax withholding obligations increase the number of shares available for grant under the plans utilizing a factor of two times the number of RSUs canceled or shares withheld.

Rule 10b5-1 Trading Plans

During the three months ended June 26, 2021, Section 16 officers Katherine L. Adams, Timothy D. Cook, Luca Maestri, Deirdre O’Brien and Jeffrey Williams had equity trading plans in place in accordance with Rule 10b5-1(c)(1) under the Exchange Act. An equity trading plan is a written document that pre-establishes the amounts, prices and dates (or formula for determining the amounts, prices and dates) of future purchases or sales of the Company’s stock, including shares acquired under the Company’s employee and director equity plans.

Apple Inc. | Q3 2021 Form 10-Q | 18

Restricted Stock Units

A summary of the Company’s RSU activity and related information for the nine months ended June 26, 2021 is as follows:


	Number of RSUs (in thousands)	Weighted-Average Grant Date Fair Value Per RSU		Aggregate Fair Value (in millions)
Balance as of September 26, 2020	310,778	$	51.58
RSUs granted	85,052	$	114.68
RSUs vested	(134,462)	$	51.59
RSUs canceled	(10,396)	$	67.08
Balance as of June 26, 2021	250,972	$	72.31	$	33,407

The fair value as of the respective vesting dates of RSUs was $7.9 billion and $17.3 billion for the three- and nine-month periods ended June 26, 2021, respectively, and was $5.0 billion and $9.8 billion for the three- and nine-month periods ended June 27, 2020, respectively.

Share-Based Compensation

The following table shows share-based compensation expense and the related income tax benefit included in the Condensed Consolidated Statements of Operations for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 (in millions):


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Share-based compensation expense	$	1,960	$	1,698	$	5,961	$	5,105
Income tax benefit related to share-based compensation expense	$	(1,319)	$	(740)	$	(3,518)	$	(1,942)

As of June 26, 2021, the total unrecognized compensation cost related to outstanding RSUs and stock options was $15.3 billion, which the Company expects to recognize over a weighted-average period of 2.7 years.

Note 10 – Commitments and Contingencies

Accrued Warranty and Guarantees

The following table shows changes in the Company’s accrued warranties and related costs for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 (in millions):


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Beginning accrued warranty and related costs	$	3,784	$	3,923	$	3,354	$	3,570
Cost of warranty claims	(636)		(576)		(2,008)		(2,180)
Accruals for product warranty	384		557		2,186		2,514
Ending accrued warranty and related costs	$	3,532	$	3,904	$	3,532	$	3,904

The Company offers an iPhone Upgrade Program, which is available to customers who purchase a qualifying iPhone in the U.S., the U.K. and China mainland. The iPhone Upgrade Program provides customers the right to trade in that iPhone for a specified amount when purchasing a new iPhone, provided certain conditions are met. The Company accounts for the trade-in right as a guarantee liability and recognizes arrangement revenue net of the fair value of such right, with subsequent changes to the guarantee liability recognized within net sales.

Concentrations in the Available Sources of Supply of Materials and Product

Although most components essential to the Company’s business are generally available from multiple sources, certain components are currently obtained from single or limited sources. The Company also competes for various components with other participants in the markets for smartphones, personal computers, tablets and other electronic devices. Therefore, many components used by the Company, including those that are available from multiple sources, are at times subject to industry-wide shortage and significant commodity pricing fluctuations.

Apple Inc. | Q3 2021 Form 10-Q | 19

The Company uses some custom components that are not commonly used by its competitors, and new products introduced by the Company often utilize custom components available from only one source. When a component or product uses new technologies, initial capacity constraints may exist until the suppliers’ yields have matured or their manufacturing capacities have increased. The continued availability of these components at acceptable prices, or at all, may be affected if suppliers decide to concentrate on the production of common components instead of components customized to meet the Company’s requirements.

The Company has entered into agreements for the supply of many components; however, there can be no guarantee that the Company will be able to extend or renew these agreements on similar terms, or at all.

Substantially all of the Company’s hardware products are manufactured by outsourcing partners that are located primarily in Asia, with some Mac computers manufactured in the U.S. and Ireland.

Unconditional Purchase Obligations

The Company has entered into certain off–balance sheet commitments that require the future purchase of goods or services (“unconditional purchase obligations”). The Company’s unconditional purchase obligations primarily consist of payments for content creation, Internet and telecommunications services and supplier arrangements. As of June 26, 2021, the Company’s total future payments under noncancelable unconditional purchase obligations having a remaining term in excess of one year were $8.8 billion.

Contingencies

The Company is subject to various legal proceedings and claims that have arisen in the ordinary course of business and that have not been fully resolved. The outcome of litigation is inherently uncertain. When a loss related to a legal proceeding or claim is probable and reasonably estimable, the Company accrues its best estimate for the ultimate resolution of the matter. If one or more legal matters were resolved against the Company in a reporting period for amounts above management’s expectations, the Company’s financial condition and operating results for that reporting period could be materially adversely affected. In the opinion of management, there was not at least a reasonable possibility the Company may have incurred a material loss, or a material loss greater than a recorded accrual, concerning loss contingencies for asserted legal and other claims, except for the following matters:

VirnetX

VirnetX, Inc. (“VirnetX”) filed a lawsuit against the Company alleging that certain of the Company’s products infringe on patents owned by VirnetX. On April 11, 2018, a jury returned a verdict against the Company in the U.S. District Court for the Eastern District of Texas (the “Eastern Texas District Court”). The Company appealed the verdict to the U.S. Court of Appeals for the Federal Circuit, which remanded the case back to the Eastern Texas District Court, where a re-trial was held in October 2020. The jury returned a verdict against the Company and awarded damages of $503 million, which the Company has appealed. The Company has challenged the validity of the patents at issue in the re-trial at the U.S. Patent and Trademark Office (the “PTO”), and the PTO has declared the patents invalid, subject to further appeal by VirnetX.

iOS Performance Management Cases

On April 5, 2018, several U.S. federal actions alleging violation of consumer protection laws, fraud, computer intrusion and other causes of action related to the Company’s performance management feature used in its iPhone operating systems, introduced to certain iPhones in iOS updates 10.2.1 and 11.2, were consolidated through a Multidistrict Litigation process into a single action in the U.S. District Court for the Northern District of California (the “Northern California District Court”). On February 28, 2020, the parties in the Multidistrict Litigation reached a settlement to resolve the U.S. federal and California state class actions. On March 18, 2021, the Northern California District Court granted final approval of the Multidistrict Litigation settlement, which will result in an aggregate payment of $310 million to settle all claims. The Company continues to believe that its iPhones were not defective, that the performance management feature introduced with iOS updates 10.2.1 and 11.2 was intended to, and did, improve customers’ user experience, and that the Company did not make any misleading statements or fail to disclose any material information.

French Competition Authority

On March 16, 2020, the French Competition Authority (“FCA”) announced its decision that aspects of the Company’s sales and distribution practices in France violate French competition law and issued a fine of €1.1 billion. The Company strongly disagrees with the FCA’s decision and has appealed.

Apple Inc. | Q3 2021 Form 10-Q | 20

Optis

Optis Wireless Technology, LLC and related entities (“Optis”) filed a lawsuit in the U.S. District Court for the Eastern District of Texas against the Company alleging that certain of the Company’s products infringe on patents owned by Optis. On August 11, 2020, a jury returned a verdict against the Company and awarded damages of $506 million. In post-trial proceedings, the damages portion of the verdict was set aside, and a retrial was scheduled for August 2021. The case remains pending further proceedings.

Note 11 – Segment Information and Geographic Data

The Company reports segment information based on the “management” approach. The management approach designates the internal reporting used by management for making decisions and assessing performance as the source of the Company’s reportable segments.

The Company manages its business primarily on a geographic basis. The Company’s reportable segments consist of the Americas, Europe, Greater China, Japan and Rest of Asia Pacific. Americas includes both North and South America. Europe includes European countries, as well as India, the Middle East and Africa. Greater China includes China mainland, Hong Kong and Taiwan. Rest of Asia Pacific includes Australia and those Asian countries not included in the Company’s other reportable segments. Although the reportable segments provide similar hardware and software products and similar services, each one is managed separately to better align with the location of the Company’s customers and distribution partners and the unique market dynamics of each geographic region. The accounting policies of the various segments are the same as those described in Note 1, “Summary of Significant Accounting Policies” of the Notes to Consolidated Financial Statements in Part II, Item 8 of the 2020 Form 10-K.

The Company evaluates the performance of its reportable segments based on net sales and operating income. Net sales for geographic segments are generally based on the location of customers and sales through the Company’s retail stores located in those geographic locations. Operating income for each segment includes net sales to third parties, related cost of sales and operating expenses directly attributable to the segment. Advertising expenses are generally included in the geographic segment in which the expenditures are incurred. Operating income for each segment excludes other income and expense and certain expenses managed outside the reportable segments. Costs excluded from segment operating income include various corporate expenses such as research and development, corporate marketing expenses, certain share-based compensation expenses, income taxes, various nonrecurring charges and other separately managed general and administrative costs. The Company does not include intercompany transfers between segments for management reporting purposes.

The following table shows information by reportable segment for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 (in millions):


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Americas:
Net sales	$	35,870	$	27,018	$	116,486	$	93,858
Operating income	$	12,916	$	7,974	$	40,751	$	28,327

Europe:
Net sales	$	18,943	$	14,173	$	68,513	$	51,740
Operating income	$	7,085	$	4,420	$	24,939	$	16,667

Greater China:
Net sales	$	14,762	$	9,329	$	53,803	$	32,362
Operating income	$	6,303	$	3,414	$	22,591	$	12,535

Japan:
Net sales	$	6,464	$	4,966	$	22,491	$	16,395
Operating income	$	3,031	$	2,114	$	9,962	$	7,128

Rest of Asia Pacific:
Net sales	$	5,395	$	4,199	$	21,164	$	15,462
Operating income	$	2,116	$	1,374	$	7,805	$	5,395

Apple Inc. | Q3 2021 Form 10-Q | 21

A reconciliation of the Company’s segment operating income to the Condensed Consolidated Statements of Operations for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 is as follows (in millions):


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Segment operating income	$	31,451	$	19,296	$	106,048	$	70,052
Research and development expense	(5,717)		(4,758)		(16,142)		(13,774)
Other corporate expenses, net	(1,608)		(1,447)		(4,743)		(4,765)
Total operating income	$	24,126	$	13,091	$	85,163	$	51,513

Apple Inc. | Q3 2021 Form 10-Q | 22

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This section and other parts of this Quarterly Report on Form 10-Q (“Form 10-Q”) contain forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that involve risks and uncertainties. Forward-looking statements provide current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. For example, statements in this Form 10-Q regarding the potential future impact of the COVID-19 pandemic on the Company’s business and results of operations are forward-looking statements. Forward-looking statements can also be identified by words such as “future,” “anticipates,” “believes,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “will,” “would,” “could,” “can,” “may,” and similar terms. Forward-looking statements are not guarantees of future performance and the Company’s actual results may differ significantly from the results discussed in the forward-looking statements. Factors that might cause such differences include, but are not limited to, those discussed in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the fiscal year ended September 26, 2020 (the “2020 Form 10-K”) under the heading “Risk Factors.” The Company assumes no obligation to revise or update any forward-looking statements for any reason, except as required by law.

Unless otherwise stated, all information presented herein is based on the Company’s fiscal calendar, and references to particular years, quarters, months or periods refer to the Company’s fiscal years ended in September and the associated quarters, months and periods of those fiscal years. Each of the terms the “Company” and “Apple” as used herein refers collectively to Apple Inc. and its wholly owned subsidiaries, unless otherwise stated.

The following discussion should be read in conjunction with the 2020 Form 10-K filed with the U.S. Securities and Exchange Commission (the “SEC”) and the condensed consolidated financial statements and accompanying notes included in Part I, Item 1 of this Form 10-Q.

Available Information

The Company periodically provides certain information for investors on its corporate website, www.apple.com, and its investor relations website, investor.apple.com. This includes press releases and other information about financial performance, information on corporate governance and details related to the Company’s annual meeting of shareholders. The information contained on the websites referenced in this Form 10-Q is not incorporated by reference into this filing. Further, the Company’s references to website URLs are intended to be inactive textual references only.

Quarterly Highlights

Business Seasonality and Product Introductions

The Company has historically experienced higher net sales in its first quarter compared to other quarters in its fiscal year due in part to seasonal holiday demand. Additionally, new product and service introductions can significantly impact net sales, cost of sales and operating expenses. The timing of product introductions can also impact the Company’s net sales to its indirect distribution channels as these channels are filled with new inventory following a product launch, and channel inventory of an older product often declines as the launch of a newer product approaches. Net sales can also be affected when consumers and distributors anticipate a product introduction.

COVID-19 Update

The COVID-19 pandemic has prompted governments and businesses to take unprecedented measures, such as restrictions on travel and business operations, temporary closures of businesses, and quarantines and shelter-in-place orders. The COVID-19 pandemic has significantly curtailed global economic activity and caused significant volatility and disruption in global financial markets. The COVID-19 pandemic and the measures taken by many countries in response have affected and could in the future materially impact the Company’s business, results of operations, financial condition and stock price.

During the third quarter of 2021, aspects of the Company’s business continued to be affected by the COVID-19 pandemic, with many of the Company’s retail stores, as well as channel partner points of sale, temporarily closed at various times, and a significant number of the Company’s employees working remotely. The Company has reopened substantially all of its offices and retail stores, subject to operating restrictions to protect public health and the health and safety of employees and customers, and it continues to work on safely reopening the remainder of its offices and retail stores, subject to local rules and regulations.

The extent of the continuing impact of the COVID-19 pandemic on the Company’s operational and financial performance is uncertain and will depend on many factors outside the Company’s control, including, without limitation, the timing, extent, trajectory and duration of the pandemic; the availability, distribution and effectiveness of vaccines; the imposition of protective public safety measures; and the impact of the pandemic on the global economy and demand for consumer products. Refer to Part I, Item 1A of the 2020 Form 10-K under the heading “Risk Factors,” for more information.

Apple Inc. | Q3 2021 Form 10-Q | 23

The Company believes its existing balances of cash, cash equivalents and marketable securities, along with commercial paper and other short-term liquidity arrangements, will be sufficient to satisfy its working capital needs, capital asset purchases, dividends, share repurchases, debt repayments and other liquidity requirements associated with its existing operations.

Third Quarter Fiscal 2021 Highlights

Total net sales increased 36% or $21.7 billion during the third quarter of 2021 compared to the same quarter in 2020, driven by growth in all Products and Services categories. Year-over-year net sales during the third quarter of 2021 also grew in each of the Company’s reportable segments.

During the third quarter of 2021, the Company released the following new products and services:

•iMac®, powered by the Apple M1 chip;

•iPad Pro®, powered by the Apple M1 chip;

•Apple TV 4K®, with a redesigned Siri Remote®;

•AirTag™, an accessory that helps keep track of items using the Find My™ network; and

•Apple Podcasts® Subscriptions.

The Company also announced iOS 15, macOS® Monterey, iPadOS® 15 and watchOS® 8, updates to its operating systems that are expected to be available in the fall of 2021.

The Company repurchased $22.5 billion of its common stock and paid dividends and dividend equivalents of $3.8 billion during the third quarter of 2021.

Products and Services Performance

The following table shows net sales by category for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 (dollars in millions):


	Three Months Ended						Nine Months Ended
	June 26, 2021		June 27, 2020		Change		June 26, 2021		June 27, 2020		Change
Net sales by category:
iPhone (1)	$	39,570	$	26,418	50	%	$	153,105	$	111,337	38	%
Mac (1)	8,235		7,079		16	%	26,012		19,590		33	%
iPad (1)	7,368		6,582		12	%	23,610		16,927		39	%
Wearables, Home and Accessories (1)(2)	8,775		6,450		36	%	29,582		22,744		30	%
Services (3)	17,486		13,156		33	%	50,148		39,219		28	%
Total net sales	$	81,434	$	59,685	36	%	$	282,457	$	209,817	35	%

(1)Products net sales include amortization of the deferred value of unspecified software upgrade rights, which are bundled in the sales price of the respective product.

(2)Wearables, Home and Accessories net sales include sales of AirPods, Apple TV, Apple Watch, Beats products, HomePod, iPod touch and Apple-branded and third-party accessories.

(3)Services net sales include sales from the Company’s advertising, AppleCare, digital content and other services. Services net sales also include amortization of the deferred value of Maps, Siri, and free iCloud storage and Apple TV+ services, which are bundled in the sales price of certain products.

iPhone

iPhone net sales increased during the third quarter and first nine months of 2021 compared to the same periods in 2020 due primarily to higher net sales from the Company’s new iPhone models launched in the first quarter of 2021.

Mac

Mac net sales increased during the third quarter of 2021 compared to the third quarter of 2020 due primarily to higher net sales of MacBook Air® and iMac. Year-over-year Mac net sales increased during the first nine months of 2021 due primarily to higher net sales of MacBook Air and MacBook Pro®.

Apple Inc. | Q3 2021 Form 10-Q | 24

iPad

iPad net sales increased during the third quarter of 2021 compared to the third quarter of 2020 due to higher net sales of iPad Air®. Year-over-year iPad net sales increased during the first nine months of 2021 due to higher net sales of iPad Air, iPad Pro and the 10-inch version of iPad.

Wearables, Home and Accessories

Wearables, Home and Accessories net sales increased during the third quarter and first nine months of 2021 compared to the same periods in 2020 due primarily to higher net sales of Apple Watch and accessories.

Services

Services net sales increased during the third quarter of 2021 compared to the third quarter of 2020 due primarily to higher net sales from advertising, the App Store and AppleCare. Year-over-year Services net sales increased during the first nine months of 2021 due primarily to higher net sales from advertising, the App Store and cloud services.

Segment Operating Performance

The Company manages its business primarily on a geographic basis. The Company’s reportable segments consist of the Americas, Europe, Greater China, Japan and Rest of Asia Pacific. Americas includes both North and South America. Europe includes European countries, as well as India, the Middle East and Africa. Greater China includes China mainland, Hong Kong and Taiwan. Rest of Asia Pacific includes Australia and those Asian countries not included in the Company’s other reportable segments. Although the reportable segments provide similar hardware and software products and similar services, each one is managed separately to better align with the location of the Company’s customers and distribution partners and the unique market dynamics of each geographic region. Further information regarding the Company’s reportable segments can be found in Part I, Item 1 of this Form 10-Q in the Notes to Condensed Consolidated Financial Statements in Note 11, “Segment Information and Geographic Data.”

The following table shows net sales by reportable segment for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 (dollars in millions):


	Three Months Ended						Nine Months Ended
	June 26, 2021		June 27, 2020		Change		June 26, 2021		June 27, 2020		Change
Net sales by reportable segment:
Americas	$	35,870	$	27,018	33	%	$	116,486	$	93,858	24	%
Europe	18,943		14,173		34	%	68,513		51,740		32	%
Greater China	14,762		9,329		58	%	53,803		32,362		66	%
Japan	6,464		4,966		30	%	22,491		16,395		37	%
Rest of Asia Pacific	5,395		4,199		28	%	21,164		15,462		37	%
Total net sales	$	81,434	$	59,685	36	%	$	282,457	$	209,817	35	%

Americas

Americas net sales increased during the third quarter of 2021 compared to the third quarter of 2020 due primarily to higher net sales of iPhone, Services and Wearables, Home and Accessories. Year-over-year Americas net sales increased during the first nine months of 2021 due primarily to higher net sales of iPhone, Services and Mac.

Europe

Europe net sales increased during the third quarter of 2021 compared to the third quarter of 2020 due primarily to higher net sales of iPhone, Services and Wearables, Home and Accessories. Year-over-year Europe net sales increased during the first nine months of 2021 due primarily to higher net sales of iPhone, iPad and Mac. The movement of foreign currencies in Europe relative to the U.S. dollar had a net favorable impact on Europe net sales during the third quarter and first nine months of 2021.

Greater China

Greater China net sales increased during the third quarter of 2021 compared to the third quarter of 2020 due primarily to higher net sales of iPhone and Services. Year-over-year Greater China net sales increased during the first nine months of 2021 due primarily to higher net sales of iPhone and iPad. The strength of the Chinese renminbi relative to the U.S. dollar had a favorable impact on Greater China net sales during the third quarter and first nine months of 2021.

Apple Inc. | Q3 2021 Form 10-Q | 25

Japan

Japan net sales increased during the third quarter of 2021 compared to the third quarter of 2020 due primarily to higher net sales of iPhone. Year-over-year Japan net sales increased during the first nine months of 2021 due primarily to higher net sales of iPhone and Services. The strength of the Japanese yen relative to the U.S. dollar had a favorable impact on Japan net sales during the first nine months of 2021.

Rest of Asia Pacific

Rest of Asia Pacific net sales increased during the third quarter and first nine months of 2021 compared to the same periods in 2020 due primarily to higher net sales of iPhone, Wearables, Home and Accessories and Services. The movement of foreign currencies in the Rest of Asia Pacific relative to the U.S. dollar had a favorable impact on Rest of Asia Pacific net sales during the third quarter and first nine months of 2021.

Gross Margin

Products and Services gross margin and gross margin percentage for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 were as follows (dollars in millions):


	Three Months Ended				Nine Months Ended
	June 26, 2021		June 27, 2020		June 26, 2021		June 27, 2020
Gross margin:
Products	$	23,049	$	13,836	$	82,833	$	54,509
Services	12,206		8,844		34,829		25,758
Total gross margin	$	35,255	$	22,680	$	117,662	$	80,267


Gross margin percentage:
Products	36.0	%	29.7	%	35.7	%	32.0	%
Services	69.8	%	67.2	%	69.5	%	65.7	%
Total gross margin percentage	43.3	%	38.0	%	41.7	%	38.3	%

Products Gross Margin

Products gross margin increased during the third quarter and first nine months of 2021 compared to the same periods in 2020 due primarily to higher Products volume, a different Products mix and the strength in foreign currencies relative to the U.S. dollar.

Products gross margin percentage increased during the third quarter of 2021 compared to the third quarter of 2020 due primarily to a different Products mix, the strength in foreign currencies relative to the U.S. dollar and improved leverage. Year-over-year Products gross margin percentage increased during the first nine months of 2021 due primarily to improved leverage, a different Products mix and the strength in foreign currencies relative to the U.S. dollar.

Services Gross Margin

Services gross margin increased during the third quarter and first nine months of 2021 compared to the same periods in 2020 due primarily to higher Services net sales, a different Services mix and the strength in foreign currencies relative to the U.S. dollar.

Year-over-year Services gross margin percentage increased during the third quarter and first nine months of 2021 due primarily to a different Services mix and improved leverage, partially offset by higher Services costs.

The Company’s future gross margins can be impacted by a variety of factors, as discussed in Part I, Item 1A of the 2020 Form 10-K under the heading “Risk Factors.” As a result, the Company believes, in general, gross margins will be subject to volatility and downward pressure.

Apple Inc. | Q3 2021 Form 10-Q | 26

Operating Expenses

Operating expenses for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 were as follows (dollars in millions):


	Three Months Ended						Nine Months Ended
	June 26, 2021			June 27, 2020			June 26, 2021			June 27, 2020
Research and development	$	5,717		$	4,758		$	16,142		$	13,774
Percentage of total net sales	7		%	8		%	6		%	7		%
Selling, general and administrative	$	5,412		$	4,831		$	16,357		$	14,980
Percentage of total net sales	7		%	8		%	6		%	7		%
Total operating expenses	$	11,129		$	9,589		$	32,499		$	28,754
Percentage of total net sales	14		%	16		%	12		%	14		%

Research and Development

The growth in research and development (“R&D”) expense during the third quarter of 2021 compared to the third quarter of 2020 was driven primarily by increases in headcount-related expenses, and material and equipment costs. Year-over-year R&D expense increased during the first nine months of 2021 due primarily to higher headcount-related expenses and R&D-related professional services. The Company continues to believe that focused investments in R&D are critical to its future growth and competitive position in the marketplace, and to the development of new and updated products and services that are central to the Company’s core business strategy.

Selling, General and Administrative

The growth in selling, general and administrative expense during the third quarter of 2021 compared to the third quarter of 2020 was driven primarily by increases in headcount-related and advertising expenses. Year-over-year selling, general and administrative expense increased during the first nine months of 2021 due primarily to higher headcount-related and variable selling expenses.

Other Income/(Expense), Net

Other income/(expense), net (“OI&E”) for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 was as follows (dollars in millions):


	Three Months Ended						Nine Months Ended
	June 26, 2021		June 27, 2020		Change		June 26, 2021		June 27, 2020		Change
Interest and dividend income	$	719	$	901			$	2,184	$	2,995
Interest expense	(665)		(697)				(1,973)		(2,239)
Other income/(expense), net	189		(158)				585		(79)
Total other income/(expense), net	$	243	$	46	428	%	$	796	$	677	18	%

OI&E increased during the third quarter of 2021 compared to the third quarter of 2020 due primarily to a favorable carrying value adjustment of non-marketable securities and smaller impairments of securities, partially offset by lower interest income. Year-over-year OI&E increased during the first nine months of 2021 due primarily to smaller impairments of securities, lower interest expense and favorable carrying value adjustments of non-marketable securities, partially offset by lower interest income.

The weighted-average interest rate earned by the Company on its cash, cash equivalents and marketable securities was 1.32% and 1.74% in the third quarter of 2021 and 2020, respectively, and 1.40% and 1.95% in the first nine months of 2021 and 2020, respectively.

Apple Inc. | Q3 2021 Form 10-Q | 27

Provision for Income Taxes

Provision for income taxes, effective tax rate and statutory federal income tax rate for the three- and nine-month periods ended June 26, 2021 and June 27, 2020 were as follows (dollars in millions):


	Three Months Ended						Nine Months Ended
	June 26, 2021			June 27, 2020			June 26, 2021			June 27, 2020
Provision for income taxes	$	2,625		$	1,884		$	11,830		$	7,452
Effective tax rate	10.8		%	14.3		%	13.8		%	14.3		%
Statutory federal income tax rate	21		%	21		%	21		%	21		%

The Company’s effective tax rate for the third quarter and first nine months of 2021 was lower than the statutory federal income tax rate due primarily to a lower effective rate on foreign earnings, tax benefits from share-based compensation, and the favorable impact of changes in unrecognized tax benefits, partially offset by state income taxes.

The Company’s effective tax rate for the third quarter of 2021 was lower compared to the third quarter of 2020 due primarily to the favorable impact of changes in unrecognized tax benefits, a higher mix of foreign earnings, and higher tax benefits from share-based compensation. The Company’s effective tax rate for the first nine months of 2021 was lower compared to the same period in 2020 due primarily to higher tax benefits from share-based compensation, the favorable impact of changes in unrecognized tax benefits, and a higher mix of foreign earnings, partially offset by a one-time adjustment in 2020 of U.S. foreign tax credits in response to regulations issued by the U.S. Department of the Treasury in December 2019.

Liquidity and Capital Resources

The following tables present selected financial information and statistics as of June 26, 2021 and September 26, 2020 and for the first nine months of 2021 and 2020 (in millions):


	June 26, 2021		September 26, 2020
Cash, cash equivalents and marketable securities (1)	$	193,644	$	191,830
Property, plant and equipment, net	$	38,615	$	36,766
Commercial paper	$	8,000	$	4,996
Total term debt	$	113,791	$	107,440
Working capital	$	6,669	$	38,321


	Nine Months Ended
	June 26, 2021		June 27, 2020
Cash generated by operating activities	$	83,838	$	60,098
Cash used in investing activities	$	(15,380)	$	(9,820)
Cash used in financing activities	$	(72,971)	$	(65,463)

(1)As of June 26, 2021 and September 26, 2020, total marketable securities included $18.9 billion and $18.6 billion, respectively, that was restricted from general use, related to the State Aid Decision (refer to Note 5, “Income Taxes” in the Notes to Condensed Consolidated Financial Statements in Part I, Item 1 of this Form 10-Q) and other agreements.

In connection with the State Aid Decision, as of June 26, 2021, the adjusted recovery amount of €12.7 billion plus interest of €1.2 billion was funded into escrow, where it will remain restricted from general use pending the conclusion of all legal proceedings. Further information regarding the State Aid Decision can be found in Part I, Item 1 of this Form 10-Q in the Notes to Condensed Consolidated Financial Statements in Note 5, “Income Taxes.”

The Company’s marketable securities investment portfolio is primarily invested in highly rated securities, with the primary objective of minimizing the potential risk of principal loss. The Company’s investment policy generally requires securities to be investment grade and limits the amount of credit exposure to any one issuer.

Apple Inc. | Q3 2021 Form 10-Q | 28

During the nine months ended June 26, 2021, cash generated by operating activities of $83.8 billion was a result of $74.1 billion of net income, non-cash adjustments to net income of $12.8 billion and a decrease in the net change in operating assets and liabilities of $3.1 billion. Cash used in investing activities of $15.4 billion during the nine months ended June 26, 2021 consisted primarily of cash used for purchases of marketable securities, net of maturities and sales, of $7.4 billion and cash used to acquire property, plant and equipment of $7.9 billion. Cash used in financing activities of $73.0 billion during the nine months ended June 26, 2021 consisted primarily of cash used to repurchase common stock of $66.2 billion, cash used to pay dividends and dividend equivalents of $10.8 billion and cash used to repay or redeem term debt of $7.5 billion, partially offset by net proceeds from issuance of term debt of $13.9 billion.

During the nine months ended June 27, 2020, cash generated by operating activities of $60.1 billion was a result of $44.7 billion of net income, non-cash adjustments to net income of $13.5 billion and an increase in the net change in operating assets and liabilities of $1.8 billion. Cash used in investing activities of $9.8 billion during the nine months ended June 27, 2020 consisted primarily of cash used for purchases of marketable securities, net of maturities and sales, of $2.0 billion and cash used to acquire property, plant and equipment of $5.5 billion. Cash used in financing activities of $65.5 billion during the nine months ended June 27, 2020 consisted primarily of cash used to repurchase common stock of $55.2 billion, cash used to pay dividends and dividend equivalents of $10.6 billion and cash used to repay or redeem term debt of $12.6 billion, partially offset by net proceeds from issuance of term debt of $10.6 billion and proceeds from repurchase agreements of $5.2 billion.

Debt

The Company issues unsecured short-term promissory notes (“Commercial Paper”) pursuant to a commercial paper program. The Company uses the net proceeds from the commercial paper program for general corporate purposes, including dividends and share repurchases. As of June 26, 2021, the Company had $8.0 billion of Commercial Paper outstanding, with a weighted-average interest rate of 0.04% and maturities generally less than nine months.

As of June 26, 2021, the Company had outstanding floating- and fixed-rate notes with varying maturities for an aggregate principal amount of $113.2 billion (collectively the “Notes”). During the first nine months of 2021, the Company issued $13.9 billion and repaid or redeemed $7.5 billion of Notes. The Company has entered, and in the future may enter, into interest rate swaps to manage interest rate risk on the Notes. In addition, the Company has entered, and in the future may enter, into foreign currency swaps to manage foreign currency risk on the Notes.

Further information regarding the Company’s debt issuances and related hedging activity can be found in Part I, Item 1 of this Form 10-Q in the Notes to Condensed Consolidated Financial Statements in Note 3, “Financial Instruments” and Note 6, “Debt.”

Capital Return

As of June 26, 2021, the Company was authorized to purchase up to $315 billion of the Company’s common stock under a share repurchase program (the “Program”). During the nine months ended June 26, 2021, the Company repurchased 515 million shares of its common stock for $65.5 billion, including 32 million shares initially delivered under a $5.0 billion accelerated share repurchase agreement (“ASR”) entered into in May 2021, bringing the total utilization under the Program to $234.1 billion. The Program does not obligate the Company to acquire any specific number of shares. Under the Program, shares may be repurchased in privately negotiated and/or open market transactions, including under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

As of June 26, 2021, the Company’s quarterly cash dividend was $0.22 per share. The Company intends to increase its dividend on an annual basis, subject to declaration by the Board of Directors.

Contractual Obligations

Leases

The Company has lease arrangements for certain equipment and facilities, including retail, corporate, manufacturing and data center space. The Company’s retail store and other facility leases typically have original terms not exceeding 10 years and generally contain multi-year renewal options. The Company’s total fixed lease payment obligation of $13.7 billion as of June 26, 2021 included future payments under leases that had commenced as of June 26, 2021, and were therefore recorded on the Company’s Condensed Consolidated Balance Sheet, as well as leases that had been signed but not yet commenced as of June 26, 2021.

Apple Inc. | Q3 2021 Form 10-Q | 29

Manufacturing Purchase Obligations

The Company utilizes several outsourcing partners to manufacture sub-assemblies for the Company’s products and to perform final assembly and testing of finished products. These outsourcing partners acquire components and build product based on demand information supplied by the Company, which typically covers periods up to 150 days. The Company also obtains individual components for its products from a wide variety of individual suppliers. As of June 26, 2021, the Company expects to pay $38.2 billion under manufacturing-related supplier arrangements, which are primarily noncancelable.

Other Purchase Obligations

The Company’s other purchase obligations primarily consist of noncancelable obligations to acquire capital assets, including product tooling and manufacturing process equipment, and noncancelable obligations related to advertising, content creation and Internet and telecommunications services. As of June 26, 2021, the Company had other purchase obligations of $9.1 billion.

Deemed Repatriation Tax Payable

As of June 26, 2021, the balance of the deemed repatriation tax payable imposed by the U.S. Tax Cuts and Jobs Act (the “Act”) was $24.9 billion, all of which was included in other non-current liabilities in the Company’s Condensed Consolidated Balance Sheet. The Company pays the deemed repatriation tax payable in installments in accordance with the Act.

Other Non-Current Liabilities

The Company’s remaining other non-current liabilities primarily consist of items for which the Company is unable to make a reasonably reliable estimate of the timing or amount of payments.

Critical Accounting Policies and Estimates

The preparation of financial statements and related disclosures in conformity with U.S. generally accepted accounting principles and the Company’s discussion and analysis of its financial condition and operating results require the Company’s management to make judgments, assumptions and estimates that affect the amounts reported. Management bases its estimates on historical experience and on various other assumptions it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results may differ from these estimates, and such differences may be material.

Note 1, “Summary of Significant Accounting Policies” in Part I, Item 1 of this Form 10-Q and in the Notes to Consolidated Financial Statements in Part II, Item 8 of the 2020 Form 10-K, and “Critical Accounting Policies and Estimates” in Part II, Item 7 of the 2020 Form 10-K describe the significant accounting policies and methods used in the preparation of the Company’s condensed consolidated financial statements. There have been no material changes to the Company’s critical accounting policies and estimates since the 2020 Form 10-K.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes to the Company’s market risk during the first nine months of 2021. For a discussion of the Company’s exposure to market risk, refer to the Company’s market risk disclosures set forth in Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk” of the 2020 Form 10-K.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Based on an evaluation under the supervision and with the participation of the Company’s management, the Company’s principal executive officer and principal financial officer have concluded that the Company’s disclosure controls and procedures as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act were effective as of June 26, 2021 to provide reasonable assurance that information required to be disclosed by the Company in reports that it files or submits under the Exchange Act is (i) recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and (ii) accumulated and communicated to the Company’s management, including its principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There were no changes in the Company’s internal control over financial reporting during the third quarter of 2021, which were identified in connection with management’s evaluation required by paragraph (d) of Rules 13a-15 and 15d-15 under the Exchange Act, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Apple Inc. | Q3 2021 Form 10-Q | 30

PART II — OTHER INFORMATION

Item 1. Legal Proceedings

The Company is subject to legal proceedings and claims that have not been fully resolved and that have arisen in the ordinary course of business. The Company’s material legal proceedings are described in Part I, Item 1 of this Form 10-Q in the Notes to Condensed Consolidated Financial Statements in Note 10, “Commitments and Contingencies” under the heading “Contingencies.”

The outcome of litigation is inherently uncertain. If one or more legal matters were resolved against the Company in a reporting period for amounts above management’s expectations, the Company’s financial condition and operating results for that reporting period could be materially adversely affected. The Company settled certain matters during the third quarter of 2021 that did not individually or in the aggregate have a material impact on the Company’s financial condition or operating results.

Item 1A. Risk Factors

The business, financial condition and operating results of the Company can be affected by a number of factors, whether currently known or unknown, including but not limited to those described in Part I, Item 1A of the 2020 Form 10-K under the heading “Risk Factors,” any one or more of which could, directly or indirectly, cause the Company’s actual financial condition and operating results to vary materially from past, or from anticipated future, financial condition and operating results. Any of these factors, in whole or in part, could materially and adversely affect the Company’s business, financial condition, operating results and stock price. There have been no material changes to the Company’s risk factors since the 2020 Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Purchases of Equity Securities by the Issuer and Affiliated Purchasers

Share repurchase activity during the three months ended June 26, 2021 was as follows (in millions, except number of shares, which are reflected in thousands, and per share amounts):


Periods	Total Number of Shares Purchased		Average Price Paid Per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs		Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (1)
March 28, 2021 to May 1, 2021:
Open market and privately negotiated purchases	57,020		$	129.97	57,020

May 2, 2021 to May 29, 2021:
May 2021 ASR	31,521	(2)	(2)		31,521	(2)
Open market and privately negotiated purchases	49,924		$	126.97	49,924

May 30, 2021 to June 26, 2021:
Open market and privately negotiated purchases	29,258		$	128.17	29,258
Total	167,723						$	80,852

(1)As of June 26, 2021, the Company was authorized to purchase up to $315 billion of the Company’s common stock under the Program, announced on April 28, 2021, of which $234.1 billion had been utilized. The remaining $80.9 billion in the table represents the amount available to repurchase shares under the Program as of June 26, 2021. The Program does not obligate the Company to acquire any specific number of shares. Under the Program, shares may be repurchased in privately negotiated and/or open market transactions, including under plans complying with Rule 10b5-1 under the Exchange Act.

(2)In May 2021, the Company entered into a new ASR. Under the terms of the agreement, a financial institution committed to deliver shares of the Company’s stock during the purchase period in exchange for an up-front payment of $5.0 billion. The total number of shares ultimately delivered under the ASR, and therefore the average repurchase price paid per share, is determined based on the volume-weighted average price of the Company’s common stock during the ASR’s purchase period, which will end in or before August 2021.

Item 3. Defaults Upon Senior Securities

None.

Apple Inc. | Q3 2021 Form 10-Q | 31

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Disclosure Pursuant to Section 13(r) of the Exchange Act

Under Section 13(r) of the Exchange Act, the Company is required to disclose in its periodic reports if it or any of its affiliates knowingly conducted a transaction or dealing with entities or individuals designated pursuant to certain Executive Orders.

On March 2, 2021, the U.S. Secretary of State designated the Russian Federal Security Service (the “FSB”) as a blocked party under Executive Order 13382. On the same day, the U.S. Department of the Treasury’s Office of Foreign Assets Control updated General License No. 1B to authorize transactions and activities with the FSB that are necessary and ordinarily incident to requesting, receiving, utilizing, paying for, or dealing in certain licenses, permits, certifications or notifications issued or registered by the FSB for the importation, distribution or use of certain information technology products in the Russian Federation.

In the three-month period ended June 26, 2021, the Company filed legally required administrative notifications with the FSB in connection with the importation of the Company’s products into the Russian Federation, as permitted by General License No. 1B. The Company did not make any payments, nor did it receive gross revenues or net profits, in connection with such engagement. The Company may in the future engage with the FSB for activities necessary to conduct business in the Russian Federation, in accordance with applicable U.S. laws and regulations.

Item 6. Exhibits

Incorporated by Reference

Exhibit

Number

Exhibit Description

Form

Exhibit

Filing Date/
Period End Date

31.1*

Rule 13a-14(a) / 15d-14(a) Certification of Chief Executive Officer.

31.2*

Rule 13a-14(a) / 15d-14(a) Certification of Chief Financial Officer.

32.1**

Section 1350 Certifications of Chief Executive Officer and Chief Financial Officer.

101*

Inline XBRL Document Set for the condensed consolidated financial statements and accompanying notes in Part I, Item 1, “Financial Statements” of this Quarterly Report on Form 10-Q.

104*

Inline XBRL for the cover page of this Quarterly Report on Form 10-Q, included in the Exhibit 101 Inline XBRL Document Set.

* Filed herewith.

** Furnished herewith.

Apple Inc. | Q3 2021 Form 10-Q | 32

SIGNATURE

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


July 27, 2021	Apple Inc.

	By:	/s/ Luca Maestri
		Luca Maestri
		Senior Vice President, Chief Financial Officer

Apple Inc. | Q3 2021 Form 10-Q | 33




			By:						/s/ Timothy D. Cook
									Timothy D. Cook
									Chief Executive Officer