LRCX 10-K Annual Report June 24, 2018 | Alphaminr
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LRCX 10-K Fiscal year ended June 24, 2018

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LAM RESEARCH CORP
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TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresPart IIItem 5. Market For The Registrant S Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataNote 1: Company and Industry InformationNote 2: Summary Of Significant Accounting PoliciesNote 3: Recent Accounting PronouncementsNote 4: Equity-based Compensation PlansNote 5: Other Income (expense), NetNote 6: Income TaxesNote 7: Net Income Per ShareNote 8: Financial InstrumentsNote 9: InventoriesNote 10: Property and EquipmentNote 11: Goodwill and Intangible AssetsNote 12: Accrued Expenses and Other Current LiabilitiesNote 13: Long Term Debt and Other BorrowingsNote 14: Retirement and Deferred Compensation PlansNote 15: Commitments and ContingenciesNote 16: Stock Repurchase ProgramNote 17: Comprehensive Income (loss)Note 18: Segment, Geographic Information, and Major CustomersNote 19: Business CombinationsItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accounting Fees and ServicesPart IVItem 15. Exhibits, Financial Statement Schedules

Exhibits

2.1 Agreement and Plan of Merger and Reorganization, dated as of October 20, 2015, by and among Lam Research Corporation, Topeka Merger Sub 1, Inc., Topeka Merger Sub 2, Inc., and KLA-Tencor Corporation which is incorporated by reference to Exhibit 2.1 to the Registrants Current Report on Form 8-K filed on October 21, 2015 (SEC File No. 000-12933). 2.2 Termination Agreement dated as of October 5, 2016 by and between Lam Research Corporation and KLA-Tencor Corporation which is incorporated by reference to Exhibit 2.1 to the Registrants Current Report on Form 8-K filed on October 6, 2016 (SEC File No. 000-12933). 3.1 Restated Certificate of Incorporation of the Registrant, (including Certificate and Designation, Preferences and Rights of Series A Junior Participating Preferred Stock), dated November 22, 2016 which is incorporated by reference to Exhibit 3.1 to the Registrants Quarterly Report on Form 10-Q filed on January 30, 2017 (SEC File No. 000-12933). 3.2 Bylaws of the Registrant, as amended and restated, dated February 8, 2017 which is incorporated by reference to Exhibit 3.1 to the Registrants Current Report on Form 8-K filed on February 14, 2017 (SEC File No. 000-12933). 4.1 Indenture between Novellus Systems, Inc. as Issuer and The Bank of New York Mellon Trust Company, N.A. as Trustee, dated as of May 10, 2011, including the form of 2.625% Senior Convertible Notes due 2041 which is incorporated by reference to Exhibit 4.1 to Novellus Current Report on Form 8-K filed on May10, 2011 (SEC FileNo.000-17157). 4.2 Supplemental Indenture among the Registrant, as Guarantor, Novellus Systems, Inc. as Issuer and The Bank of New York Mellon Trust Company, N.A. as Trustee, dated as of June 4, 2012 which is incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K filed on June4, 2012 (SEC FileNo.000-12933). 4.3 Indenture (including Form of Notes), dated as of February13, 2015, between Registrant and The Bank of New York Mellon Trust Company, N.A. which is incorporated by reference to Exhibit 4.1 to the Registrants Registration Statement on Form S-3 filed on February 13, 2015 (SEC FileNo.333-202110). 4.4 First Supplemental Indenture, dated as of March12, 2015, by and between Lam Research Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee which is incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K filed on March 12, 2015 (SEC FileNo.000-12933). 4.5 Second Supplemental Indenture, dated as of June 7, 2016, by and between Lam Research Corporation and The Bank of New York Mellon Trust Company, N.A., as trustee which is incorporated by reference to Exhibit 4.2 to the Registrants Current Report on Form 8-K filed on June 7, 2016 (SEC File No. 000-12933). 10.2* Form of Restricted Stock Unit Award AgreementOutside Directors (U.S. Agreement) Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit 10.107 to the Registrants Quarterly Report on Form 10-Q filed on April 30, 2007 (SEC FileNo.000-12933). 10.3* Form of Restricted Stock Unit Award AgreementOutside Directors (non-U.S. Agreement) Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit 10.108 to the Registrants Quarterly Report on Form 10-Q filed on April 30, 2007 (SEC FileNo.000-12933). 10.4* Form of Indemnification Agreement which is incorporated by reference to Exhibit 10.148 to the Registrants Current Report on Form 8-K filed on November13, 2008 (SEC FileNo.000-12933). 10.5* Form of Indemnification Agreement which is incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K filed on June4, 2012 (SEC FileNo.000-12933). 10.9* Novellus Amended Executive Voluntary Deferred Compensation Plan, as amended which is incorporated by reference to Exhibit 10.28 to Novellus Quarterly Report on Form 10-Q filed on November 5, 2008 (SEC FileNo. 000-17157). 10.10* Novellus Accelerated Stock Vesting Retirement Plan Summary which is incorporated by reference to Exhibit 10.30 to Novellus Quarterly Report on Form 10-Q filed on November2, 2010 (SEC File No. 000-17157). 10.11* Novellus Systems, Inc. 2011 Stock Incentive Plan, as amended July 18, 2012 which is incorporated by reference to Exhibit 10.172 to the Registrants Annual Report on Form 10-K filed on August 22, 2012 (SEC FileNo.000-12933). 10.12* Form of Restricted Stock Unit Award Agreement (U.S. Participants) Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit 10.1 to the Registrants Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC FileNo.000-12933). 10.13* Form of Restricted Stock Unit Award Agreement (International Participants) Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit 10.2 to the Registrants Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC FileNo.000-12933). 10.14* Form of Nonstatutory Stock Option Award Agreement (U.S. Participants) Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit 10.3 to the Registrants Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC FileNo.000-12933). 10.15* Form of Nonstatutory Stock Option Award Agreement (International Participants) Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit 10.4 to the Registrants Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC FileNo.000-12933). 10.16* Form of Restricted Stock Unit Award Agreement (U.S. Participants) Lam Research Corporation (Novellus Systems, Inc.) 2011 Stock Incentive Plan (As Amended) which is incorporated by reference to Exhibit 10.7 to the Registrants Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC FileNo.000-12933). 10.17* Form of Restricted Stock Unit Award Agreement (International Participants) Lam Research Corporation (Novellus Systems, Inc.) 2011 Stock Incentive Plan (As Amended) which is incorporated by reference to Exhibit 10.8 to the Registrants Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC FileNo.000-12933). 10.18* Form of Nonstatutory Stock Option Award Agreement (U.S. Participants) Lam Research Corporation (Novellus Systems, Inc.) 2011 Stock Incentive Plan (As Amended) which is incorporated by reference to Exhibit 10.9 to the Registrants Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC FileNo.000-12933). 10.19* Form of Nonstatutory Stock Option Award Agreement (International Participants) Lam Research Corporation (Novellus Systems, Inc.) 2011 Stock Incentive Plan (As Amended) which is incorporated by reference to Exhibit 10.11 to the Registrants Quarterly Report on Form 10-Q filed on February 6, 2014 (SEC FileNo.000-12933). 10.20* Form of Market-Based Performance Restricted Stock Unit Award Agreement (U.S. Participants) Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K filed on February18, 2014 (SEC FileNo.000-12933). 10.21* Form of Market-Based Performance Restricted Stock Unit Award Agreement (International Participants)Lam Research Corporation 2007 Stock Incentive Plan which is incorporated by reference to Exhibit 10.2 to the Registrants Current Report on Form 8-K filed on February18, 2014 (SEC FileNo.000-12933). 10.22* Form of Market-Based Performance Restricted Stock Unit Award Agreement (U.S. Participants) Lam Research Corporation (Novellus Systems, Inc.) 2011 Stock Incentive Plan (As Amended) which is incorporated by reference to Exhibit 10.3 to the Registrants Current Report on Form 8-K filed on February18, 2014 (SEC FileNo.000-12933). 10.23* Form of Market-Based Performance Restricted Stock Unit Award Agreement (International Participants) Lam Research Corporation (Novellus Systems, Inc.) 2011 Stock Incentive Plan (As Amended) which is incorporated by reference to Exhibit 10.4 to the Registrants Current Report on Form 8-K filed on February18, 2014 (SEC FileNo.000-12933). 10.24* Employment Agreement with Martin B. Anstice, dated January 2, 2018 which is incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K filed on January 8, 2018 (SEC FileNo.000-12933). 10.25* Employment Agreement with Timothy M. Archer, dated January 2, 2018 which is incorporated by reference to Exhibit 10.2 to the Registrants Current Report on Form 8-K filed on January 8, 2018 (SEC FileNo.000-12933). 10.26* Employment Agreement with Douglas R. Bettinger, dated January 2, 2018 which is incorporated by reference to Exhibit 10.3 to the Registrants Current Report on Form 8-K filed on January 8, 2018 (SEC FileNo.000-12933). 10.27* Employment Agreement with Richard A. Gottscho, dated January 2, 2018 which is incorporated by reference to Exhibit 10.4 to the Registrants Current Report on Form 8-K filed on January 8, 2018 (SEC FileNo.000-12933). 10.28* Form of Change in Control Agreement which is incorporated by reference to Exhibit 10.5 to the Registrants Current Report on Form 8-K filed on January 8, 2018 (SEC FileNo.000-12933). 10.29* Chairmans Agreement with Stephen G. Newberry, dated December 14, 2015 which is incorporated by reference to Exhibit 10.1 to the Registrants Quarterly Report on Form 10-Q filed on February 3, 2016 (SEC File No. 000-12933). 10.30 Form of Confidentiality Agreement which is incorporated by reference to Exhibit 10.7 to the Registrants Quarterly Report on Form 10-Q filed on February 3, 2015 (SEC FileNo.000-12933). 10.31 Commitment Letter, dated October 20, 2015, by and among Lam ResearchCorporation, Goldman Sachs Bank USA and Goldman Sachs Lending Partners LLC which is incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K filed on October 21, 2015 (SEC File No. 000-12933). 10.32* Form of Restricted Stock Unit Award Agreement (U.S. Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.244 to the Registrants Current Report on Form 8-K filed on November 5, 2015 (SEC File No. 000-12933). 10.33* Form of Restricted Stock Unit Award Agreement (International Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.245 to the Registrants Current Report on Form 8-K filed on November 5, 2015 (SEC File No. 000-12933). 10.34* Form of Restricted Stock Unit Award Agreement (Outside Directors) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.246 to the Registrants Current Report on Form 8-K filed on November 5, 2015 (SEC File No. 000-12933). 10.35* Form of Option Award Agreement (U.S. Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.247 to the Registrants Current Report on Form 8-K filed on November 5, 2015 (SEC File No. 000-12933). 10.36* Form of Option Award Agreement (International Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.248 to the Registrants Current Report on Form 8-K filed on November 5, 2015 (SEC File No. 000-12933). 10.37* Form of Market-Based Performance Restricted Stock Unit Award Agreement (U.S. Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.249 to the Registrants Current Report on Form 8-K filed on November 5, 2015 (SEC File No. 000-12933). 10.38* Form of Market-Based Performance Restricted Stock Unit Award Agreement (International Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.250 to the Registrants Current Report on Form 8-K filed on November 5, 2015 (SEC File No. 000-12933). 10.39 Amendment and Restatement Agreement, dated November 10, 2015 among Lam Research Corporation, JPMorgan Chase Bank, N.A., as administrative agent, and the other agents and lenders listed therein, and all exhibits and schedules attached thereto which is incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K filed on November 12, 2015 (SEC File No. 000-12933). 10.40 Joinder Agreement, dated as of November 10, 2015, among Lam Research Corporation and the other agents and lenders listed therein, and the schedules attached thereto which is incorporated by reference to Exhibit 10.3 to the Registrants Current Report on Form 8-K filed on November 12, 2015 (SEC File No. 000-12933). 10.41 Amended and Restated Term Loan Agreement, dated May 13, 2016, among Lam Research Corporation, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent which is incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K filed on May 13, 2016 (SEC File No. 000-12933). 10.42 Amendment No. 1 to the Amended and Restated Credit Agreement, dated April 26, 2016 among Lam Research Corporation, JPMorgan Chase Bank, N.A., as administrative agent, and the other agents and lenders listed therein, and all exhibits and schedules attached thereto which is incorporated by reference to Exhibit 10.254 to the Registrants Annual Report on Form 10-K filed on August 17, 2016 (SEC File No. 000-12933). 10.43* Form of Market-Based Performance Restricted Stock Unit Award Agreement (U.S. Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.1 to the Registrants Quarterly Report on Form 10-Q filed on October 25, 2016 (SEC File No. 000-12933). 10.44* Form of Market-Based Performance Restricted Stock Unit Award Agreement (International Participants) - 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 10.2 to the Registrants Quarterly Report on Form 10-Q filed on October 25, 2016 (SEC File No. 000-12933). 10.45* Form of Indemnification Agreement which is incorporated by reference to Exhibit 10.1 to the Registrants Quarterly Report on Form 10-Q filed on April 24, 2017 (SEC File No. 000-12933). 10.46* Chairmans Agreement with Stephen G. Newberry, dated December 14, 2016 which is incorporated by reference to Exhibit 10.2 to the Registrants Quarterly Report on Form 10-Q filed on April 24, 2017 (SEC File No. 000-12933). 10.47 Amendment No. 2 to Amended and Restated Credit Agreement dated October 13, 2017, among Lam Research Corporation, as borrower, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent which is incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K filed on October 17, 2017 (SEC File No. 000-12933). 10.48 Form of Commercial Paper Dealer Agreement 4(a)(2) Program between Lam Research Corporation, as issuer, and the dealer which is incorporated by reference to Exhibit 10.1 to the Registrants Current Report on Form 8-K filed on November 14, 2017 (SEC File No. 000-12933). 10.49* Amendment to Employment Agreement with Timothy M. Archer, dated March 16, 2018 10.50* Lam Research Corporation 2007 Stock Incentive Plan, as amended, which is incorporated by reference to Exhibit 4.15 to the Registrants Annual Report on Form 10-K filed on August 27, 2013 (SEC File No.000-12933). 10.51* Lam Research Corporation Elective Deferred Compensation Plan which is incorporated by reference to Exhibit 4.16 to the Registrants Annual Report on Form 10-K filed on August 19, 2011 (SEC File No.000-12933) 10.52* Lam Research Corporation Elective Deferred Compensation Plan II which is incorporated by reference to Exhibit 4.17 to the Registrants Annual Report on Form 10-K filed on August 19, 2011 (SEC File No.000-12933) 10.53 Lam Research Corporation 1999 Employee Stock Purchase Plan, as amended which is incorporated by reference to Exhibit 4.20 to the Registrants Quarterly Report on Form 10-Q filed on January 31, 2013 (SEC FileNo.000-12933). 10.54* 2004 Executive Incentive Plan, as Amended and Restated which is incorporated by reference to Exhibit 4.23 to the Registrants Current Report on Form 8-K filed on November 5, 2015 (SEC File No. 000-12933). 10.55* 2015 Stock Incentive Plan which is incorporated by reference to Exhibit 4.24 to the Registrants Current Report on Form 8-K filed on November 5, 2015 (SEC File No. 000-12933). 20 Notice of Adjustment of Conversion Rate pursuant to the indenture dated May 10, 2011, by and between Novellus Systems Incorporated and The Bank of New York Mellon Trust company, N.A. as Trustee with respect to the 2.625% Senior Convertible Notes Due 2041 which is incorporated by reference to Exhibit 99.1 to the Registrants Current Report on Form 8-K filed on June 12, 2018 (SEC File No. 000-12933). 21 Subsidiaries of the Registrant. 23 Consent of Independent Registered Public Accounting Firm. 31.1 Rule 13a 14(a) / 15d 14(a) Certification (Principal Executive Officer) 31.2 Rule 13a 14(a) / 15d 14(a) Certification (Principal Financial Officer) 32.1 Section 1350 Certification (Principal Executive Officer) 32.2 Section 1350 Certification (Principal Financial Officer)