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1、UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549FORM 10-Q(Mark One)QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the quarterly period ended April1,2023or TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF
2、1934For the transition period from to.Commission File Number:001-36743Apple Inc.(Exact name of Registrant as specified in its charter)California94-2404110(State or other jurisdictionof incorporation or organization)(I.R.S.Employer Identification No.)One Apple Park WayCupertino,California95014(Addres
3、s of principal executive offices)(Zip Code)(408)996-1010(Registrants telephone number,including area code)Securities registered pursuant to Section 12(b)of the Act:Title of each classTrading symbol(s)Name of each exchange on which registeredCommon Stock,$0.00001 par value per shareAAPLThe Nasdaq Sto
4、ck Market LLC1.375%Notes due 2024The Nasdaq Stock Market LLC0.000%Notes due 2025The Nasdaq Stock Market LLC0.875%Notes due 2025The Nasdaq Stock Market LLC1.625%Notes due 2026The Nasdaq Stock Market LLC2.000%Notes due 2027The Nasdaq Stock Market LLC1.375%Notes due 2029The Nasdaq Stock Market LLC3.050
5、%Notes due 2029The Nasdaq Stock Market LLC0.500%Notes due 2031The Nasdaq Stock Market LLC3.600%Notes due 2042The Nasdaq Stock Market LLCIndicate 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 p
6、receding 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.YesNoIndicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be subm
7、itted 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).YesNoIndicate by check mark whether the Registrant is a large accelerated filer,an accelerated filer,a non-accelerated
8、 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 filerAccelerated filerNon-accelerated filerSmaller reportin
9、g companyEmerging growth companyIf 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 ma
10、rk whether the Registrant is a shell company(as defined in Rule 12b-2 of the Exchange Act).YesNo15,728,702,000 shares of common stock were issued and outstanding as of April21,2023.Apple Inc.Form 10-QFor the Fiscal Quarter Ended April1,2023 TABLE OF CONTENTSPagePart IItem 1.Financial Statements1Item
11、 2.Managements Discussion and Analysis of Financial Condition and Results of Operations14Item 3.Quantitative and Qualitative Disclosures About Market Risk19Item 4.Controls and Procedures19Part IIItem 1.Legal Proceedings20Item 1A.Risk Factors20Item 2.Unregistered Sales of Equity Securities and Use of
12、 Proceeds20Item 3.Defaults Upon Senior Securities21Item 4.Mine Safety Disclosures21Item 5.Other Information21Item 6.Exhibits21PART I FINANCIAL INFORMATIONItem 1.Financial StatementsApple Inc.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited)(In millions,except number of shares which are refl
13、ected in thousands and per share amounts)Three Months EndedSix Months EndedApril 1,2023March 26,2022April 1,2023March 26,2022Net sales:Products$73,929$77,457$170,317$181,886 Services 20,907 19,821 41,673 39,337 Total net sales 94,836 97,278 211,990 221,223 Cost of sales:Products 46,795 49,290 107,56
14、0 113,599 Services 6,065 5,429 12,122 10,822 Total cost of sales 52,860 54,719 119,682 124,421 Gross margin 41,976 42,559 92,308 96,802 Operating expenses:Research and development 7,457 6,387 15,166 12,693 Selling,general and administrative 6,201 6,193 12,808 12,642 Total operating expenses 13,658 1
15、2,580 27,974 25,335 Operating income 28,318 29,979 64,334 71,467 Other income/(expense),net 64 160 (329)(87)Income before provision for income taxes 28,382 30,139 64,005 71,380 Provision for income taxes 4,222 5,129 9,847 11,740 Net income$24,160$25,010$54,158$59,640 Earnings per share:Basic$1.53$1.
16、54$3.42$3.65 Diluted$1.52$1.52$3.41$3.62 Shares used in computing earnings per share:Basic 15,787,154 16,278,802 15,839,939 16,335,263 Diluted 15,847,050 16,403,316 15,901,384 16,461,304 See accompanying Notes to Condensed Consolidated Financial Statements.Apple Inc.|Q2 2023 Form 10-Q|1Apple Inc.CON
17、DENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME(Unaudited)(In millions)Three Months EndedSix Months EndedApril 1,2023March 26,2022April 1,2023March 26,2022Net income$24,160$25,010$54,158$59,640 Other comprehensive income/(loss):Change in foreign currency translation,net of tax(95)(21)(109)(38
18、1)Change in unrealized gains/losses on derivative instruments,net of tax:Change in fair value of derivative instruments(13)334 (1,001)696 Adjustment for net(gains)/losses realized and included in net income(191)(301)(1,957)(208)Total change in unrealized gains/losses on derivative instruments(204)33
19、 (2,958)488 Change in unrealized gains/losses on marketable debt securities,net of tax:Change in fair value of marketable debt securities 1,403 (5,633)2,303 (6,809)Adjustment for net(gains)/losses realized and included in net income 62 54 127 45 Total change in unrealized gains/losses on marketable
20、debt securities 1,465 (5,579)2,430 (6,764)Total other comprehensive income/(loss)1,166 (5,567)(637)(6,657)Total comprehensive income$25,326$19,443$53,521$52,983 See accompanying Notes to Condensed Consolidated Financial Statements.Apple Inc.|Q2 2023 Form 10-Q|2Apple Inc.CONDENSED CONSOLIDATED BALANC
21、E SHEETS(Unaudited)(In millions,except number of shares which are reflected in thousands and par value)April 1,2023September 24,2022ASSETS:Current assets:Cash and cash equivalents$24,687$23,646 Marketable securities 31,185 24,658 Accounts receivable,net 17,936 28,184 Inventories 7,482 4,946 Vendor n
22、on-trade receivables 17,963 32,748 Other current assets 13,660 21,223 Total current assets 112,913 135,405 Non-current assets:Marketable securities 110,461 120,805 Property,plant and equipment,net 43,398 42,117 Other non-current assets 65,388 54,428 Total non-current assets 219,247 217,350 Total ass
23、ets$332,160$352,755 LIABILITIES AND SHAREHOLDERS EQUITY:Current liabilities:Accounts payable$42,945$64,115 Other current liabilities 56,425 60,845 Deferred revenue 8,131 7,912 Commercial paper 1,996 9,982 Term debt 10,578 11,128 Total current liabilities 120,075 153,982 Non-current liabilities:Term
24、debt 97,041 98,959 Other non-current liabilities 52,886 49,142 Total non-current liabilities 149,927 148,101 Total liabilities 270,002 302,083 Commitments and contingenciesShareholders equity:Common stock and additional paid-in capital,$0.00001 par value:50,400,000 shares authorized;15,723,406 and 1
25、5,943,425 shares issued and outstanding,respectively 69,568 64,849 Retained earnings/(Accumulated deficit)4,336 (3,068)Accumulated other comprehensive income/(loss)(11,746)(11,109)Total shareholders equity 62,158 50,672 Total liabilities and shareholders equity$332,160$352,755 See accompanying Notes
26、 to Condensed Consolidated Financial Statements.Apple Inc.|Q2 2023 Form 10-Q|3Apple Inc.CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS EQUITY(Unaudited)(In millions,except per share amounts)Three Months EndedSix Months EndedApril 1,2023March 26,2022April 1,2023March 26,2022Total shareholders equi
27、ty,beginning balances$56,727$71,932$50,672$63,090 Common stock and additional paid-in capital:Beginning balances 66,399 58,424 64,849 57,365 Common stock issued 690 593 690 593 Common stock withheld related to net share settlement of equity awards(281)(149)(1,715)(1,412)Share-based compensation 2,76
28、0 2,313 5,744 4,635 Ending balances 69,568 61,181 69,568 61,181 Retained earnings/(Accumulated deficit):Beginning balances 3,240 14,435 (3,068)5,562 Net income 24,160 25,010 54,158 59,640 Dividends and dividend equivalents declared(3,684)(3,633)(7,396)(7,298)Common stock withheld related to net shar
29、e settlement of equity awards(152)(190)(1,130)(1,920)Common stock repurchased(19,228)(22,910)(38,228)(43,272)Ending balances 4,336 12,712 4,336 12,712 Accumulated other comprehensive income/(loss):Beginning balances(12,912)(927)(11,109)163 Other comprehensive income/(loss)1,166 (5,567)(637)(6,657)En
30、ding balances(11,746)(6,494)(11,746)(6,494)Total shareholders equity,ending balances$62,158$67,399$62,158$67,399 Dividends and dividend equivalents declared per share or RSU$0.23$0.22$0.46$0.44 See accompanying Notes to Condensed Consolidated Financial Statements.Apple Inc.|Q2 2023 Form 10-Q|4Apple
31、Inc.CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS(Unaudited)(In millions)Six Months EndedApril 1,2023March 26,2022Cash,cash equivalents and restricted cash,beginning balances$24,977$35,929 Operating activities:Net income 54,158 59,640 Adjustments to reconcile net income to cash generated by operat
32、ing activities:Depreciation and amortization 5,814 5,434 Share-based compensation expense 5,591 4,517 Other(1,732)1,068 Changes in operating assets and liabilities:Accounts receivable,net 9,596 5,542 Inventories(2,548)1,065 Vendor non-trade receivables 14,785 643 Other current and non-current assets
33、(4,092)(3,542)Accounts payable(20,764)(1,750)Other current and non-current liabilities 1,757 2,515 Cash generated by operating activities 62,565 75,132 Investing activities:Purchases of marketable securities(11,197)(61,987)Proceeds from maturities of marketable securities 17,124 18,000 Proceeds from
34、 sales of marketable securities 1,897 24,668 Payments for acquisition of property,plant and equipment(6,703)(5,317)Other(247)(735)Cash generated by/(used in)investing activities 874 (25,371)Financing activities:Payments for taxes related to net share settlement of equity awards(2,734)(3,218)Payments
35、 for dividends and dividend equivalents(7,418)(7,327)Repurchases of common stock(39,069)(43,109)Repayments of term debt(3,651)(3,750)Proceeds from/(Repayments of)commercial paper,net(7,960)999 Other(455)(105)Cash used in financing activities(61,287)(56,510)Increase/(Decrease)in cash,cash equivalents
36、 and restricted cash 2,152 (6,749)Cash,cash equivalents and restricted cash,ending balances$27,129$29,180 Supplemental cash flow disclosure:Cash paid for income taxes,net$4,894$9,301 Cash paid for interest$1,873$1,406 See accompanying Notes to Condensed Consolidated Financial Statements.Apple Inc.|Q
37、2 2023 Form 10-Q|5Apple Inc.Notes to Condensed Consolidated Financial Statements(Unaudited)Note 1 Summary of Significant Accounting PoliciesBasis of Presentation and PreparationThe condensed consolidated financial statements include the accounts of Apple Inc.and its wholly owned subsidiaries(collect
38、ively“Apple”or the“Company”).Intercompany accounts and transactions have been eliminated.In the opinion of the Companys management,the condensed consolidated financial statements reflect all adjustments,which are normal and recurring in nature,necessary for fair financial statement presentation.The
39、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.C
40、ertain prior period amounts in the condensed consolidated financial statements and accompanying notes have been reclassified to conform to the current periods presentation.These condensed consolidated financial statements and accompanying notes should be read in conjunction with the Companys annual
41、consolidated financial statements and accompanying notes included in its Annual Report on Form 10-K for the fiscal year ended September24,2022.The Companys 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 e
42、very five or six years to realign the Companys fiscal quarters with calendar quarters,which occurred in the first fiscal quarter of 2023.The Companys fiscal years 2023 and 2022 span 53 and 52 weeks,respectively.Unless otherwise stated,references to particular years,quarters,months and periods refer
43、to the Companys fiscal years ended in September and the associated quarters,months and periods of those fiscal years.Earnings Per ShareThe following table shows the computation of basic and diluted earnings per share for the three-and six-month periods ended April 1,2023 and March 26,2022(net income
44、 in millions and shares in thousands):Three Months EndedSix Months EndedApril 1,2023March 26,2022April 1,2023March 26,2022Numerator:Net income$24,160$25,010$54,158$59,640 Denominator:Weighted-average basic shares outstanding 15,787,154 16,278,802 15,839,939 16,335,263 Effect of dilutive securities 5
45、9,896 124,514 61,445 126,041 Weighted-average diluted shares 15,847,050 16,403,316 15,901,384 16,461,304 Basic earnings per share$1.53$1.54$3.42$3.65 Diluted earnings per share$1.52$1.52$3.41$3.62 Approximately 48million restricted stock units(“RSUs”)were excluded from the computation of diluted ear
46、nings per share for the six months ended April 1,2023 because their effect would have been antidilutive.Apple Inc.|Q2 2023 Form 10-Q|6Note 2 RevenueNet sales disaggregated by significant products and services for the three-and six-month periods ended April 1,2023 and March26,2022 were as follows(in
47、millions):Three Months EndedSix Months EndedApril 1,2023March 26,2022April 1,2023March 26,2022iPhone$51,334$50,570$117,109$122,198 Mac 7,168 10,435 14,903 21,287 iPad 6,670 7,646 16,066 14,894 Wearables,Home and Accessories 8,757 8,806 22,239 23,507 Services 20,907 19,821 41,673 39,337 Total net sal
48、es$94,836$97,278$211,990$221,223 Total net sales include$3.5 billion of revenue recognized in the three months ended April1,2023 that was included in deferred revenue as of December31,2022,$3.0 billion of revenue recognized in the three months ended March26,2022 that was included in deferred revenue
49、 as of December25,2021,$5.5 billion of revenue recognized in the six months ended April1,2023 that was included in deferred revenue as of September24,2022,and$4.8 billion of revenue recognized in the six months ended March26,2022 that was included in deferred revenue as of September25,2021.The Compa
50、nys proportion of net sales by disaggregated revenue source was generally consistent for each reportable segment in Note 10,“Segment Information and Geographic Data”for the three-and six-month periods ended April 1,2023 and March26,2022,except in Greater China,where iPhone revenue represented a mode
51、rately higher proportion of net sales.As of April 1,2023 and September 24,2022,the Company had total deferred revenue of$12.5 billion and$12.4 billion,respectively.As of April1,2023,the Company expects 65%of total deferred revenue to be realized in less than a year,26%within one-to-two years,7%withi
52、n two-to-three years and 2%in greater than three years.Note 3 Financial InstrumentsCash,Cash Equivalents and Marketable SecuritiesThe following tables show the Companys cash,cash equivalents and marketable securities by significant investment category as of April1,2023 and September24,2022(in millio
53、ns):April 1,2023AdjustedCostUnrealizedGainsUnrealizedLossesFairValueCash andCashEquivalentsCurrentMarketableSecuritiesNon-CurrentMarketableSecuritiesCash$20,050$20,050$20,050$Level 1(1):Money market funds 1,656 1,656 1,656 Mutual funds 345 5 (26)324 324 Subtotal 2,001 5 (26)1,980 1,656 324 Level 2(2
54、):U.S.Treasury securities 22,754 1 (1,262)21,493 9 8,002 13,482 U.S.agency securities 5,743 (538)5,205 199 5,006 Non-U.S.government securities 17,380 20 (961)16,439 10,222 6,217 Certificates of deposit and time deposits 2,999 2,999 2,881 118 Commercial paper 271 271 271 Corporate debt securities 82,
55、802 32 (6,049)76,785 91 11,676 65,018 Municipal securities 790 (20)770 257 513 Mortgage-and asset-backed securities 22,438 9 (2,106)20,341 116 20,225 Subtotal 155,177 62 (10,936)144,303 2,981 30,861 110,461 Total(3)$177,228$67$(10,962)$166,333$24,687$31,185$110,461 Apple Inc.|Q2 2023 Form 10-Q|7Sept
56、ember 24,2022AdjustedCostUnrealizedGainsUnrealizedLossesFairValueCash andCashEquivalentsCurrentMarketableSecuritiesNon-CurrentMarketableSecuritiesCash$18,546$18,546$18,546$Level 1(1):Money market funds 2,929 2,929 2,929 Mutual funds 274 (47)227 227 Subtotal 3,203 (47)3,156 2,929 227 Level 2(2):U.S.T
57、reasury securities 25,134 (1,725)23,409 338 5,091 17,980 U.S.agency securities 5,823 (655)5,168 240 4,928 Non-U.S.government securities 16,948 2 (1,201)15,749 8,806 6,943 Certificates of deposit and time deposits 2,067 2,067 1,805 262 Commercial paper 718 718 28 690 Corporate debt securities 87,148
58、9 (7,707)79,450 9,023 70,427 Municipal securities 921 (35)886 266 620 Mortgage-and asset-backed securities 22,553 (2,593)19,960 53 19,907 Subtotal 161,312 11 (13,916)147,407 2,171 24,431 120,805 Total(3)$183,061$11$(13,963)$169,109$23,646$24,658$120,805(1)Level 1 fair value estimates are based on qu
59、oted 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 i
60、nputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.(3)As of April1,2023 and September24,2022,total marketable securities included$13.1billion and$12.7 billion,respectively,that were restricted from general use,relat
61、ed to the State Aid Decision(refer to Note 5,“Income Taxes”)and other agreements.The following table shows the fair value of the Companys non-current marketable debt securities,by contractual maturity,as of April1,2023(in millions):Due after 1 year through 5 years$81,352 Due after 5 years through 10
62、 years 11,928 Due after 10 years 17,181 Total fair value$110,461 Derivative Instruments and HedgingThe Company may use derivative instruments to partially offset its business exposure to foreign exchange and interest rate risk.However,the Company may choose not to hedge certain exposures for a varie
63、ty of reasons,including 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 exchange or interest rates.Foreign Exchange RiskTo prote
64、ct gross margins from fluctuations in foreign currency exchange rates,the Company may enter into forward contracts,option contracts or other instruments,and may designate these instruments as cash flow hedges.The Company generally hedges portions of its forecasted foreign currency exposure associate
65、d with revenue and inventory purchases,typically for up to 12 months.To protect the Companys foreign currencydenominated term debt or marketable securities from fluctuations in foreign currency exchange rates,the Company may enter into forward contracts,cross-currency swaps or other instruments.The
66、Company designates these instruments as either cash flow or fair value hedges.As of April1,2023,the maximum length of time over which the Company is hedging its exposure to the variability in future cash flows for term debtrelated foreign currency transactions is 19 years.Apple Inc.|Q2 2023 Form 10-
67、Q|8The Company may also enter into derivative instruments that are not designated as accounting hedges to protect gross margins from certain fluctuations in foreign currency exchange rates,as well as to offset a portion of the foreign currency exchange gains and losses generated by the remeasurement
68、 of certain assets and liabilities denominated in non-functional currencies.Interest Rate RiskTo protect the Companys term debt or marketable securities from fluctuations in interest rates,the Company may enter into interest rate swaps,options or other instruments.The Company designates these instru
69、ments as either cash flow or fair value hedges.The notional amounts of the Companys outstanding derivative instruments as of April1,2023 and September24,2022 were as follows(in millions):April 1,2023September 24,2022Derivative instruments designated as accounting hedges:Foreign exchange contracts$51
70、,119$102,670 Interest rate contracts$19,375$20,125 Derivative instruments not designated as accounting hedges:Foreign exchange contracts$111,696$185,381 The gross fair values of the Companys derivative assets and liabilities as of September24,2022 were as follows(in millions):September 24,2022Fair V
71、alue ofDerivatives Designatedas Accounting HedgesFair Value ofDerivatives Not Designatedas Accounting HedgesTotalFair ValueDerivative assets(1):Foreign exchange contracts$4,317$2,819$7,136 Derivative liabilities(2):Foreign exchange contracts$2,205$2,547$4,752 Interest rate contracts$1,367$1,367(1)De
72、rivative assets are measured using Level 2 fair value inputs and are included in other current assets and other non-current assets in the Condensed Consolidated Balance Sheet.(2)Derivative liabilities are measured using Level 2 fair value inputs and are included in other current liabilities and othe
73、r non-current liabilities in the Condensed Consolidated Balance Sheet.The derivative assets above represent the Companys gross credit exposure if all counterparties failed to perform.To mitigate credit risk,the Company generally enters into collateral security arrangements that provide for collatera
74、l to be received or posted when the net fair values of certain derivatives fluctuate from contractually established thresholds.To further limit credit risk,the Company generally enters into master netting arrangements with the respective counterparties to the Companys derivative contracts,under whic
75、h the Company is allowed to settle transactions with a single net amount payable by one party to the other.As of September24,2022,the potential effects of these rights of set-off associated with the Companys derivative contracts,including the effects of collateral,would be a reduction to both deriva
76、tive assets and derivative liabilities of$7.8 billion,resulting in a net derivative asset of$412 million.The carrying amounts of the Companys hedged items in fair value hedges as of April1,2023 and September24,2022 were as follows(in millions):April 1,2023September 24,2022Hedged assets/(liabilities)
77、:Current and non-current marketable securities$14,651$13,378 Current and non-current term debt$(18,249)$(18,739)Apple Inc.|Q2 2023 Form 10-Q|9Accounts ReceivableTrade ReceivablesThe Company has considerable trade receivables outstanding with its third-party cellular network carriers,wholesalers,reta
78、ilers,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 p
79、ossible,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 c
80、ustomer.As such,the Company generally does not assume any recourse or credit risk sharing related to any of these arrangements.As of both April1,2023 and September24,2022,the Company had one customer that represented 10%or more of total trade receivables,which accounted for 10%.The Companys cellular
81、 network carriers accounted for 32%and 44%of total trade receivables as of April1,2023 and September24,2022,respectively.Vendor Non-Trade ReceivablesThe Company has non-trade receivables from certain of its manufacturing vendors resulting from the sale of components to these vendors who manufacture
82、subassemblies or assemble final products for the Company.The Company purchases these components directly from suppliers.As of April1,2023,the Company had three vendors that individually represented 10%or more of total vendor non-trade receivables,which accounted for 43%,19%and 13%.As of September24,
83、2022,the Company had two vendors that individually represented 10%or more of total vendor non-trade receivables,which accounted for 54%and 13%.Note 4 Condensed Consolidated Financial Statement DetailsThe following tables show the Companys condensed consolidated financial statement details as of Apri
84、l 1,2023 and September24,2022(in millions):InventoriesApril 1,2023September 24,2022Components$3,379$1,637 Finished goods 4,103 3,309 Total inventories$7,482$4,946 Property,Plant and Equipment,NetApril 1,2023September 24,2022Gross property,plant and equipment$113,066$114,457 Accumulated depreciation
85、and amortization(69,668)(72,340)Total property,plant and equipment,net$43,398$42,117 Other Income/(Expense),NetThe following table shows the detail of other income/(expense),net for the three-and six-month periods ended April 1,2023 and March26,2022(in millions):Three Months EndedSix Months EndedApr
86、il 1,2023March 26,2022April 1,2023March 26,2022Interest and dividend income$918$700$1,786$1,350 Interest expense(930)(691)(1,933)(1,385)Other income/(expense),net 76 151 (182)(52)Total other income/(expense),net$64$160$(329)$(87)Apple Inc.|Q2 2023 Form 10-Q|10Note 5 Income TaxesEuropean Commission S
87、tate Aid DecisionOn 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 St
88、ate 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 Company and Ireland appealed the
89、 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 Courts decision to the European Court of Justice and a hearin
90、g has been scheduled for May 23,2023.The Company believes it would be eligible to claim a U.S.foreign tax credit for a portion of any incremental Irish corporate income taxes potentially due related to the State Aid Decision.Note 6 DebtCommercial PaperThe Company issues unsecured short-term promisso
91、ry 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 April1,2023 and September24,2022,the Company had$2.0 billion and$10.0 billion of Commercia
92、l Paper outstanding,respectively.The following table provides a summary of cash flows associated with the issuance and maturities of Commercial Paper for the six months ended April1,2023 and March26,2022(in millions):Six Months EndedApril 1,2023March 26,2022Maturities 90 days or less:Proceeds from/(
93、Repayments of)commercial paper,net$(5,315)$4,952 Maturities greater than 90 days:Proceeds from commercial paper 1,191 Repayments of commercial paper(2,645)(5,144)Repayments of commercial paper,net(2,645)(3,953)Total proceeds from/(repayments of)commercial paper,net$(7,960)$999 Term DebtAs of April1,
94、2023 and September24,2022,the Company had outstanding fixed-rate notes with varying maturities for an aggregate carrying amount of$107.6 billion and$110.1 billion,respectively(collectively the“Notes”).As of April1,2023 and September24,2022,the fair value of the Companys Notes,based on Level 2 inputs
95、,was$98.4 billion and$98.8 billion,respectively.Note 7 Shareholders EquityShare Repurchase ProgramDuring the six months ended April 1,2023,the Company repurchased 262 million shares of its common stock under an authorized share repurchase program for$38.1 billion,excluding excise tax due under the I
96、nflation Reduction Act of 2022.The program does not obligate the Company to acquire a minimum amount of shares.Under the program,shares may be repurchased in privately negotiated or open market transactions,including under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934,as
97、 amended.Apple Inc.|Q2 2023 Form 10-Q|11Note 8 Benefit PlansRestricted Stock UnitsA summary of the Companys RSU activity and related information for the six months ended April1,2023 is as follows:Number ofRSUs(in thousands)Weighted-AverageGrant Date FairValue Per RSUAggregateFair Value(in millions)B
98、alance as of September 24,2022 201,501$109.48 RSUs granted 84,902$149.73 RSUs vested(54,795)$86.72 RSUs canceled(4,671)$122.79 Balance as of April 1,2023 226,937$129.76$37,422 The fair value as of the respective vesting dates of RSUs was$1.1 billion and$8.0 billion for the three-and six-month period
99、s ended April 1,2023,respectively,and was$1.0 billion and$9.5 billion for the three-and six-month periods ended March 26,2022,respectively.Share-Based CompensationThe following table shows share-based compensation expense and the related income tax benefit included in the Condensed Consolidated Stat
100、ements of Operations for the three-and six-month periods ended April 1,2023 and March 26,2022(in millions):Three Months EndedSix Months EndedApril 1,2023March 26,2022April 1,2023March 26,2022Share-based compensation expense$2,686$2,252$5,591$4,517 Income tax benefit related to share-based compensati
101、on expense$(620)$(649)$(1,798)$(2,185)As of April1,2023,the total unrecognized compensation cost related to outstanding RSUs and stock options was$23.2 billion,which the Company expects to recognize over a weighted-average period of 2.8 years.Note 9 Commitments and ContingenciesUnconditional Purchas
102、e ObligationsThe Company has entered into certain offbalance sheet commitments that require the future purchase of goods or services(“unconditional purchase obligations”).The Companys unconditional purchase obligations primarily consist of supplier arrangements,licensed content and distribution righ
103、ts.Future payments under noncancelable unconditional purchase obligations with a remaining term in excess of one year as of April1,2023,are as follows(in millions):2023(remaining six months)$2,263 2024 2,716 2025 2,028 2026 2,602 2027 571 Thereafter 5,897 Total$16,077 ContingenciesThe Company is sub
104、ject to various legal proceedings and claims that have arisen in the ordinary course of business and that have not been fully resolved.The outcome of litigation is inherently uncertain.In the opinion of management,there was not at least a reasonable possibility the Company may have incurred a materi
105、al loss,or a material loss greater than a recorded accrual,concerning loss contingencies for asserted legal and other claims.Apple Inc.|Q2 2023 Form 10-Q|12Note 10 Segment Information and Geographic DataThe following table shows information by reportable segment for the three-and six-month periods e
106、nded April 1,2023 and March 26,2022(in millions):Three Months EndedSix Months EndedApril 1,2023March 26,2022April 1,2023March 26,2022Americas:Net sales$37,784$40,882$87,062$92,378 Operating income$13,927$15,279$31,791$34,864 Europe:Net sales$23,945$23,287$51,626$53,036 Operating income$9,368$8,505$1
107、9,385$20,050 Greater China:Net sales$17,812$18,343$41,717$44,126 Operating income$7,531$8,112$17,968$19,295 Japan:Net sales$7,176$7,724$13,931$14,831 Operating income$3,394$3,496$6,630$6,845 Rest of Asia Pacific:Net sales$8,119$7,042$17,654$16,852 Operating income$3,268$2,823$7,119$6,818 A reconcili
108、ation of the Companys segment operating income to the Condensed Consolidated Statements of Operations for the three-and six-month periods ended April 1,2023 and March 26,2022 is as follows(in millions):Three Months EndedSix Months EndedApril 1,2023March 26,2022April 1,2023March 26,2022Segment operat
109、ing income$37,488$38,215$82,893$87,872 Research and development expense(7,457)(6,387)(15,166)(12,693)Other corporate expenses,net(1,713)(1,849)(3,393)(3,712)Total operating income$28,318$29,979$64,334$71,467 Apple Inc.|Q2 2023 Form 10-Q|13Item 2.Managements Discussion and Analysis of Financial Condi
110、tion and Results of OperationsThis 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 e
111、xpectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact.For example,statements in this Form 10-Q regarding the potential future impact of macroeconomic conditions on the Companys business and results of opera
112、tions 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 per
113、formance and the Companys 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 Companys Annual Report on Form 10-K for the fiscal year end
114、ed September24,2022(the“2022 Form 10-K”)under the heading“Risk Factors.”The Company assumes no obligation to revise or update any forward-looking statements for any reason,except as required by law.Unless otherwise stated,all information presented herein is based on the Companys fiscal calendar,and
115、references to particular years,quarters,months or periods refer to the Companys 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 subsidiari
116、es,unless otherwise stated.The following discussion should be read in conjunction with the 2022 Form 10-K filed with the U.S.Securities and Exchange Commission(the“SEC”)and the condensed consolidated financial statements and accompanying notes included in Part I,Item 1 of this Form 10-Q.Available In
117、formationThe Company periodically provides certain information for investors on its corporate website,and its investor relations website,.This includes press releases and other information about financial performance,information on environmental,social and governance matters,and details related to t
118、he Companys 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 Companys references to website URLs are intended to be inactive textual references only.Business Seasonality and Product Int
119、roductionsThe 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
120、 timing of product introductions can also impact the Companys 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
121、also be affected when consumers and distributors anticipate a product introduction.Fiscal PeriodThe Companys 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 Companys
122、fiscal quarters with calendar quarters,which occurred in the first quarter of 2023.The Companys fiscal years 2023 and 2022 span 53 and 52 weeks,respectively.Quarterly HighlightsWeakness in foreign currencies relative to the U.S.dollar had an unfavorable impact on the Companys total net sales,which d
123、ecreased 3%or$2.4 billion during the second quarter of 2023 compared to the same quarter in 2022.The year-over-year net sales decrease consisted primarily of lower net sales of Mac,partially offset by higher net sales of Services.During the second quarter of 2023,the Company announced the following
124、new products:MacBook Pro 14”and MacBook Pro 16”,powered by the Apple M2 Pro and M2 Max chip;Mac mini,powered by the Apple M2 and M2 Pro chip;andSecond-generation HomePod.The Company repurchased$19.1 billion of its common stock and paid dividends and dividend equivalents of$3.7 billion during the sec
125、ond quarter of 2023.Apple Inc.|Q2 2023 Form 10-Q|14Macroeconomic ConditionsMacroeconomic conditions,including inflation,changes in interest rates,and currency fluctuations,have directly and indirectly impacted,and could in the future materially impact,the Companys results of operations and financial
126、 condition.Segment Operating PerformanceThe following table shows net sales by reportable segment for the three-and six-month periods ended April 1,2023 and March26,2022(dollars in millions):Three Months EndedSix Months EndedApril 1,2023March 26,2022ChangeApril 1,2023March 26,2022ChangeNet sales by
127、reportable segment:Americas$37,784$40,882 (8)%$87,062$92,378 (6)%Europe 23,945 23,287 3%51,626 53,036 (3)%Greater China 17,812 18,343 (3)%41,717 44,126 (5)%Japan 7,176 7,724 (7)%13,931 14,831 (6)%Rest of Asia Pacific 8,119 7,042 15%17,654 16,852 5%Total net sales$94,836$97,278 (3)%$211,990$221,223 (
128、4)%AmericasAmericas net sales decreased during the second quarter and first six months of 2023 compared to the same periods in 2022 due primarily to lower net sales of iPhone and Mac,partially offset by higher net sales of Services.EuropeThe weakness in foreign currencies relative to the U.S.dollar
129、had a net unfavorable year-over-year impact on Europe net sales during the second quarter and first six months of 2023.During the second quarter of 2023,the Europe net sales increase consisted primarily of higher net sales of iPhone,partially offset by lower net sales of Mac.During the first six mon
130、ths of 2023,the Europe net sales decrease consisted primarily of lower net sales of Mac,partially offset by higher net sales of iPhone.Greater ChinaThe weakness in the renminbi relative to the U.S.dollar had an unfavorable year-over-year impact on Greater China net sales during the second quarter an
131、d first six months of 2023.During the second quarter and first six months of 2023,the Greater China net sales decrease consisted primarily of lower net sales of iPhone and Mac.JapanThe weakness in the yen relative to the U.S.dollar had an unfavorable year-over-year impact on Japan net sales during t
132、he second quarter and first six months of 2023.During the second quarter of 2023,the Japan net sales decrease consisted primarily of lower net sales of iPad,Services and iPhone.During the first six months of 2023,the Japan net sales decrease consisted primarily of lower net sales of Services,Wearabl
133、es,Home and Accessories and Mac.Rest of Asia PacificThe weakness in foreign currencies relative to the U.S.dollar had an unfavorable year-over-year impact on Rest of Asia Pacific net sales during the second quarter and first six months of 2023.During the second quarter and first six months of 2023,t
134、he Rest of Asia Pacific net sales increase consisted primarily of higher net sales of iPhone,partially offset by lower net sales of Mac.Apple Inc.|Q2 2023 Form 10-Q|15Products and Services PerformanceThe following table shows net sales by category for the three-and six-month periods ended April 1,20
135、23 and March26,2022(dollars in millions):Three Months EndedSix Months EndedApril 1,2023March 26,2022ChangeApril 1,2023March 26,2022ChangeNet sales by category:iPhone$51,334$50,570 2%$117,109$122,198 (4)%Mac 7,168 10,435 (31)%14,903 21,287 (30)%iPad 6,670 7,646 (13)%16,066 14,894 8%Wearables,Home and
136、 Accessories 8,757 8,806 (1)%22,239 23,507 (5)%Services 20,907 19,821 5%41,673 39,337 6%Total net sales$94,836$97,278 (3)%$211,990$221,223 (4)%iPhoneiPhone net sales were relatively flat during the second quarter of 2023 compared to the second quarter of 2022.Year-over-year iPhone net sales decrease
137、d during the first six months of 2023 due primarily to lower net sales from the Companys new iPhone models launched in the fourth quarter of 2022.MacMac net sales decreased during the second quarter and first six months of 2023 compared to the same periods in 2022 due primarily to lower net sales of
138、 MacBook Pro.iPadiPad net sales decreased during the second quarter of 2023 compared to the second quarter of 2022 due primarily to lower net sales of iPad Pro and iPad Air.Year-over-year iPad net sales increased during the first six months of 2023 due primarily to higher net sales of iPad,partially
139、 offset by lower net sales of iPad mini.Wearables,Home and AccessoriesWearables,Home and Accessories net sales were relatively flat during the second quarter of 2023 compared to the second quarter of 2022.Year-over-year Wearables,Home and Accessories net sales decreased during the first six months o
140、f 2023 due primarily to lower net sales of AirPods.ServicesServices net sales increased during the second quarter and first six months of 2023 compared to the same periods in 2022 due primarily to higher net sales from cloud services,music and advertising.Apple Inc.|Q2 2023 Form 10-Q|16Gross MarginP
141、roducts and Services gross margin and gross margin percentage for the three-and six-month periods ended April 1,2023 and March26,2022 were as follows(dollars in millions):Three Months EndedSix Months EndedApril 1,2023March 26,2022April 1,2023March 26,2022Gross margin:Products$27,134$28,167$62,757$68
142、,287 Services 14,842 14,392 29,551 28,515 Total gross margin$41,976$42,559$92,308$96,802 Gross margin percentage:Products 36.7%36.4%36.8%37.5%Services 71.0%72.6%70.9%72.5%Total gross margin percentage 44.3%43.7%43.5%43.8%Products Gross MarginProducts gross margin decreased during the second quarter
143、and first six months of 2023 compared to the same periods in 2022 due primarily to lower Products volume and the weakness in foreign currencies relative to the U.S.dollar,partially offset by a different Products mix.Products gross margin percentage increased during the second quarter of 2023 compare
144、d to the second quarter of 2022 due primarily to a different Products mix,partially offset by the weakness in foreign currencies relative to the U.S.dollar.Year-over-year Products gross margin percentage decreased during the first six months of 2023 due primarily to the weakness in foreign currencie
145、s relative to the U.S.dollar,partially offset by a different Products mix.Services Gross MarginServices gross margin increased during the second quarter and first six months of 2023 compared to the same periods in 2022 due primarily to higher Services net sales,partially offset by the weakness in fo
146、reign currencies relative to the U.S.dollar and higher Services costs.Services gross margin percentage decreased during the second quarter and first six months of 2023 compared to the same periods in 2022 due primarily to the weakness in foreign currencies relative to the U.S.dollar and higher Servi
147、ces costs,partially offset by improved leverage.The Companys future gross margins can be impacted by a variety of factors,as discussed in Part I,Item 1A of the 2022 Form 10-K under the heading“Risk Factors.”As a result,the Company believes,in general,gross margins will be subject to volatility and d
148、ownward pressure.Apple Inc.|Q2 2023 Form 10-Q|17Operating ExpensesOperating expenses for the three-and six-month periods ended April 1,2023 and March26,2022 were as follows(dollars in millions):Three Months EndedSix Months EndedApril 1,2023March 26,2022April 1,2023March 26,2022Research and developme
149、nt$7,457$6,387$15,166$12,693 Percentage of total net sales 8%7%7%6%Selling,general and administrative$6,201$6,193$12,808$12,642 Percentage of total net sales 7%6%6%6%Total operating expenses$13,658$12,580$27,974$25,335 Percentage of total net sales 14%13%13%11%Research and DevelopmentThe growth in r
150、esearch and development(“R&D”)expense during the second quarter and first six months of 2023 compared to the same periods in 2022 was driven primarily by increases in headcount-related expenses.Selling,General and AdministrativeSelling,general and administrative expense was relatively flat during th
151、e second quarter and first six months of 2023 compared to the same periods in 2022.Provision for Income TaxesProvision for income taxes,effective tax rate and statutory federal income tax rate for the three-and six-month periods ended April 1,2023 and March26,2022 were as follows(dollars in millions
152、):Three Months EndedSix Months EndedApril 1,2023March 26,2022April 1,2023March 26,2022Provision for income taxes$4,222$5,129$9,847$11,740 Effective tax rate 14.9%17.0%15.4%16.4%Statutory federal income tax rate 21%21%21%21%The Companys effective tax rate for the second quarter of 2023 was lower than
153、 the statutory federal income tax rate due primarily to a lower effective tax rate on foreign earnings and the U.S.federal R&D credit,partially offset by state income taxes.The Companys effective tax rate for the first six months of 2023 was lower than the statutory federal income tax rate due prima
154、rily to a lower effective tax rate on foreign earnings,the U.S.federal R&D credit and tax benefits from share-based compensation,partially offset by state income taxes.The Companys effective tax rate for the second quarter of 2023 was lower compared to the second quarter of 2022 due primarily to the
155、 impact of U.S.foreign tax credit regulations issued by the U.S.Department of the Treasury in 2022 and a higher U.S.federal R&D credit.The Companys effective tax rate for the first six months of 2023 was lower compared to the same period in 2022 due primarily to the impact of U.S.foreign tax credit
156、regulations issued by the U.S.Department of the Treasury in 2022 and a higher U.S.federal R&D credit,partially offset by lower tax benefits from share-based compensation.Liquidity and Capital ResourcesThe Company believes its balances of cash,cash equivalents and unrestricted marketable securities,a
157、long with cash generated by ongoing operations and continued access to debt markets,will be sufficient to satisfy its cash requirements and capital return program over the next 12 months and beyond.The Companys contractual cash requirements have not changed materially since the 2022 Form 10-K,except
158、 for commercial paper and manufacturing purchase obligations.Apple Inc.|Q2 2023 Form 10-Q|18Commercial PaperThe Company issues unsecured short-term promissory notes(“Commercial Paper”)pursuant to a commercial paper program.As of April1,2023,the Company had$2.0 billion of Commercial Paper outstanding
159、,all of which was payable within 12 months.Manufacturing Purchase ObligationsThe Company utilizes several outsourcing partners to manufacture subassemblies for the Companys products and to perform final assembly and testing of finished products.The Company also obtains individual components for its
160、products from a wide variety of individual suppliers.Outsourcing partners acquire components and build product based on demand information supplied by the Company,which typically covers periods up to 150 days.As of April1,2023,the Company had manufacturing purchase obligations of$40.5 billion,with$4
161、0.1 billion payable within 12 months.The Companys manufacturing purchase obligations are primarily noncancelable.Capital Return ProgramIn addition to its contractual cash requirements,the Company has an authorized share repurchase program,under which the remaining availability was$22.6 billion as of
162、 April1,2023.On May4,2023,the Company announced the Board of Directors had authorized an additional program to repurchase up to$90 billion of the Companys common stock.The programs do not obligate the Company to acquire a minimum amount of shares.On May4,2023,the Company also announced the Board of
163、Directors raised the Companys quarterly cash dividend from$0.23 to$0.24 per share,beginning with the dividend to be paid during the third quarter of 2023.The Company intends to increase its dividend on an annual basis,subject to declaration by the Board of Directors.Critical Accounting EstimatesThe
164、preparation of financial statements and related disclosures in conformity with U.S.generally accepted accounting principles and the Companys discussion and analysis of its financial condition and operating results require the Companys management to make judgments,assumptions and estimates that affec
165、t the amounts reported.Note 1,“Summary of Significant Accounting Policies”of the Notes to condensed consolidated Financial Statements 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 2022 Form 10-K describe the significant accounting p
166、olicies and methods used in the preparation of the Companys condensed consolidated financial statements.There have been no material changes to the Companys critical accounting estimates since the 2022 Form 10-K.Item 3.Quantitative and Qualitative Disclosures About Market RiskThere have been no mater
167、ial changes to the Companys market risk during the first six months of 2023.For a discussion of the Companys exposure to market risk,refer to the Companys market risk disclosures set forth in Part II,Item 7A,“Quantitative and Qualitative Disclosures About Market Risk”of the 2022 Form 10-K.Item 4.Con
168、trols and ProceduresEvaluation of Disclosure Controls and ProceduresBased on an evaluation under the supervision and with the participation of the Companys management,the Companys principal executive officer and principal financial officer have concluded that the Companys disclosure controls and pro
169、cedures as defined in Rules 13a-15(e)and 15d-15(e)under the Securities Exchange Act of 1934,as amended(the“Exchange Act”)were effective as of April1,2023 to provide reasonable assurance that information required to be disclosed by the Company in reports that it files or submits under the Exchange Ac
170、t 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 Companys management,including its principal executive officer and principal financial officer,as appropriate to allow timely decisions regarding r
171、equired disclosure.Changes in Internal Control over Financial ReportingThere were no changes in the Companys internal control over financial reporting during the second quarter of 2023,which were identified in connection with managements evaluation required by paragraph(d)of Rules 13a-15 and 15d-15
172、under the Exchange Act,that have materially affected,or are reasonably likely to materially affect,the Companys internal control over financial reporting.Apple Inc.|Q2 2023 Form 10-Q|19PART II OTHER INFORMATIONItem 1.Legal ProceedingsEpic GamesEpic Games,Inc.(“Epic”)filed a lawsuit in the U.S.Distri
173、ct Court for the Northern District of California(the“Northern California District Court”)against the Company alleging violations of federal and state antitrust laws and Californias unfair competition law based upon the Companys operation of its App Store.The Company filed a counterclaim for breach o
174、f contract.On September 10,2021,the Northern California District Court ruled in favor of the Company with respect to nine out of the ten counts included in Epics claim,and in favor of the Company with respect to the Companys claims for breach of contract.The Northern California District Court found
175、that certain provisions of the Companys App Store Review Guidelines violate Californias unfair competition law and issued an injunction.On April 24,2023,the U.S.Court of Appeals for the Ninth Circuit affirmed the Northern California District Courts ruling.The Company is considering further review of
176、 the decision.Other Legal ProceedingsThe Company is subject to other legal proceedings and claims that have not been fully resolved and that have arisen in the ordinary course of business.The Company settled certain matters during the second quarter of 2023 that did not individually or in the aggreg
177、ate have a material impact on the Companys financial condition or operating results.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 managements expectations,the Companys financial condition and o
178、perating results for that reporting period could be materially adversely affected.Item 1A.Risk FactorsThe Companys business,reputation,results of operations,financial condition and stock price can be affected by a number of factors,whether currently known or unknown,including those described in Part
179、 I,Item 1A of the 2022 Form 10-K under the heading“Risk Factors.”When any one or more of these risks materialize from time to time,the Companys business,reputation,results of operations,financial condition and stock price can be materially and adversely affected.There have been no material changes t
180、o the Companys risk factors since the 2022 Form 10-K.Item 2.Unregistered Sales of Equity Securities and Use of ProceedsPurchases of Equity Securities by the Issuer and Affiliated PurchasersShare repurchase activity during the three months ended April1,2023 was as follows(in millions,except number of
181、 shares,which are reflected in thousands,and per share amounts):PeriodsTotal Numberof Shares PurchasedAverage PricePaid Per ShareTotal Number of SharesPurchased as Part of PubliclyAnnounced Plans or ProgramsApproximate Dollar Value ofShares That May Yet Be PurchasedUnder the Plans or Programs(1)Janu
182、ary 1,2023 to February 4,2023:Open market and privately negotiated purchases 36,980$135.21 36,980 February 5,2023 to March 4,2023:Open market and privately negotiated purchases 49,168$150.33 49,168 March 5,2023 to April 1,2023:Open market and privately negotiated purchases 43,164$155.32 43,164 Total
183、 129,312$22,570(1)On April 28,2022,the Board of Directors authorized the purchase of an additional$90billion of the Companys common stock under a share repurchase program.As of April1,2023,total utilization under the April 2022 authorization was$67.4 billion.On May4,2023,the Company announced the Bo
184、ard of Directors had authorized an additional program to repurchase up to$90 billion of the Companys common stock.The programs do not obligate the Company to acquire a minimum amount of shares.Under the programs,shares may be repurchased in privately negotiated or open market transactions,including
185、under plans complying with Rule 10b5-1 under the Exchange Act.Apple Inc.|Q2 2023 Form 10-Q|20Item 3.Defaults Upon Senior SecuritiesNone.Item 4.Mine Safety DisclosuresNot applicable.Item 5.Other InformationRule 10b5-1 Trading PlansDuring the three months ended April1,2023,Katherine L.Adams,Timothy D.
186、Cook,Luca Maestri,Deirdre OBrien and Jeffrey Williams,each an officer for purposes of Section 16 of the Exchange Act,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 preestablishes the amounts,prices and da
187、tes(or formula for determining the amounts,prices and dates)of future purchases or sales of the Companys stock,including sales of shares acquired under the Companys employee and director equity plans.Item 6.ExhibitsIncorporated by ReferenceExhibitNumberExhibit DescriptionFormExhibitFiling Date/Perio
188、d End Date31.1*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 fi
189、nancial 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.|Q2 2023
190、Form 10-Q|21SIGNATUREPursuant 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.Date:May4,2023Apple Inc.By:/s/Luca MaestriLuca MaestriSenior Vice President,Chief Financial Offi
191、cerApple Inc.|Q2 2023 Form 10-Q|22Exhibit 31.1CERTIFICATIONI,Timothy D.Cook,certify that:1.I have reviewed this quarterly report on Form 10-Q of Apple Inc.;2.Based on my knowledge,this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make
192、the statements made,in light of the circumstances under which such statements were made,not misleading with respect to the period covered by this report;3.Based on my knowledge,the financial statements,and other financial information included in this report,fairly present in all material respects th
193、e financial condition,results of operations and cash flows of the Registrant as of,and for,the periods presented in this report;4.The Registrants other certifying officer(s)and I are responsible for establishing and maintaining disclosure controls and procedures(as defined in Exchange Act Rules 13a-
194、15(e)and 15d-15(e)and internal control over financial reporting(as defined in Exchange Act Rules 13a-15(f)and 15d-15(f)for the Registrant and have:(a)Designed such disclosure controls and procedures,or caused such disclosure controls and procedures to be designed under our supervision,to ensure that
195、 material information relating to the Registrant,including its consolidated subsidiaries,is made known to us by others within those entities,particularly during the period in which this report is being prepared;(b)Designed such internal control over financial reporting,or caused such internal contro
196、l over financial reporting to be designed under our supervision,to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;(c)Evaluated the effectivenes
197、s of the Registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures,as of the end of the period covered by this report based on such evaluation;and(d)Disclosed in this report any change in the Registra
198、nts internal control over financial reporting that occurred during the Registrants most recent fiscal quarter(the Registrants fourth fiscal quarter in the case of an annual report)that has materially affected,or is reasonably likely to materially affect,the Registrants internal control over financia
199、l reporting;and5.The Registrants other certifying officer(s)and I have disclosed,based on our most recent evaluation of internal control over financial reporting,to the Registrants auditors and the audit committee of the Registrants board of directors(or persons performing the equivalent functions):
200、(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrants ability to record,process,summarize and report financial information;and(b)Any fraud,whether or not material
201、,that involves management or other employees who have a significant role in the Registrants internal control over financial reporting.Date:May4,2023By:/s/Timothy D.CookTimothy D.CookChief Executive OfficerExhibit 31.2CERTIFICATIONI,Luca Maestri,certify that:1.I have reviewed this quarterly report on
202、 Form 10-Q of Apple Inc.;2.Based on my knowledge,this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made,in light of the circumstances under which such statements were made,not misleading with respect to the period c
203、overed by this report;3.Based on my knowledge,the financial statements,and other financial information included in this report,fairly present in all material respects the financial condition,results of operations and cash flows of the Registrant as of,and for,the periods presented in this report;4.T
204、he Registrants other certifying officer(s)and I are responsible for establishing and maintaining disclosure controls and procedures(as defined in Exchange Act Rules 13a-15(e)and 15d-15(e)and internal control over financial reporting(as defined in Exchange Act Rules 13a-15(f)and 15d-15(f)for the Regi
205、strant and have:(a)Designed such disclosure controls and procedures,or caused such disclosure controls and procedures to be designed under our supervision,to ensure that material information relating to the Registrant,including its consolidated subsidiaries,is made known to us by others within those
206、 entities,particularly during the period in which this report is being prepared;(b)Designed such internal control over financial reporting,or caused such internal control over financial reporting to be designed under our supervision,to provide reasonable assurance regarding the reliability of financ
207、ial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;(c)Evaluated the effectiveness of the Registrants disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the
208、 disclosure controls and procedures,as of the end of the period covered by this report based on such evaluation;and(d)Disclosed in this report any change in the Registrants internal control over financial reporting that occurred during the Registrants most recent fiscal quarter(the Registrants fourt
209、h fiscal quarter in the case of an annual report)that has materially affected,or is reasonably likely to materially affect,the Registrants internal control over financial reporting;and5.The Registrants other certifying officer(s)and I have disclosed,based on our most recent evaluation of internal co
210、ntrol over financial reporting,to the Registrants auditors and the audit committee of the Registrants board of directors(or persons performing the equivalent functions):(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting whi
211、ch are reasonably likely to adversely affect the Registrants ability to record,process,summarize and report financial information;and(b)Any fraud,whether or not material,that involves management or other employees who have a significant role in the Registrants internal control over financial reporti
212、ng.Date:May4,2023By:/s/Luca MaestriLuca MaestriSenior Vice President,Chief Financial OfficerExhibit 32.1CERTIFICATIONS OF CHIEF EXECUTIVE OFFICER AND CHIEF FINANCIAL OFFICERPURSUANT TO18 U.S.C.SECTION 1350,AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002I,Timothy D.Cook,certify,as
213、 of the date hereof,pursuant to 18 U.S.C.Section 1350,as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,that the Quarterly Report of Apple Inc.on Form 10-Q for the period ended April1,2023 fully complies with the requirements of Section 13(a)or 15(d)of the Securities Exchange Act
214、of 1934 and that information contained in such Form 10-Q fairly presents in all material respects the financial condition and results of operations of Apple Inc.at the dates and for the periods indicated.Date:May4,2023By:/s/Timothy D.CookTimothy D.CookChief Executive OfficerI,Luca Maestri,certify,as
215、 of the date hereof,pursuant to 18 U.S.C.Section 1350,as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,that the Quarterly Report of Apple Inc.on Form 10-Q for the period ended April1,2023 fully complies with the requirements of Section 13(a)or 15(d)of the Securities Exchange Act
216、of 1934 and that information contained in such Form 10-Q fairly presents in all material respects the financial condition and results of operations of Apple Inc.at the dates and for the periods indicated.Date:May4,2023By:/s/Luca MaestriLuca MaestriSenior Vice President,Chief Financial OfficerA signed original of this written statement required by Section 906 has been provided to Apple Inc.and will be retained by Apple Inc.and furnished to the Securities and Exchange Commission or its staff upon request.