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Keysight Technologies Inc

For the period ended Oct 31, 2024. Filed Dec 17, 2024.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2024 · Filed Dec 17, 2024

KEYS$272.13+4.4%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

(Mark One)

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

For the fiscal year ended October 31, 2024

or

☐ 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:001-36334

(Exact name of registrant as specified in its charter)

Delaware46-4254555
State or other jurisdiction ofIncorporation or organizationI.R.S. EmployerIdentification No.

Address of principal executive offices:1400 Fountaingrove Parkway, Santa Rosa, CA 95403

Registrant's telephone number, including area code:(800) 829-4444

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

Title of each classTrading SymbolName of each exchange on which registered
Common Stock par value $0.01 per shareKEYSNew York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No☐

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes☐ No ☒

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 and post such files). Yes ☒ No☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting 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. o

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes☐ No☒

The aggregate market value of common equity held by non-affiliates as of April 30, 2024 was approximately $20 billion, based upon the closing price of the Registrant's common stock as quoted on New York Stock Exchange on such date. Shares of stock held by officers, directors and 5 percent or more stockholders have been excluded in that such persons may be deemed to be affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes.

As of December 12, 2024, there were 173,172,764 shares of our common stock outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

Document Description10-K Part
Portions of the Proxy Statement for the Annual Meeting of Stockholders (the “Proxy Statement”) to be held on March 20, 2025 and to be filed pursuant to Regulation 14A within 120 days after registrant's fiscal year ended October 31, 2024 are incorporated by reference into Part III of this Report.III

TABLE OF CONTENTS

Page
Forward-Looking Statements3
PART I
Item 1Business3
Item 1ARisk Factors16
Item 1BUnresolved Staff Comments29
Item 1CCybersecurity29
Item 2Properties31
Item 3Legal Proceedings32
Item 4Mine Safety Disclosures32
PART II
Item 5Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities33
Item 6[Reserved]34
Item 7Management's Discussion and Analysis of Financial Condition and Results of Operations35
Item 7AQuantitative and Qualitative Disclosures About Market Risk52
Item 8Financial Statements and Supplementary Data53
Item 9Changes in and Disagreements with Accountants on Accounting and Financial Disclosure106
Item 9AControls and Procedures106
Item 9BOther Information106
Item 9CDisclosure Regarding Foreign Jurisdictions that Prevent Inspections106
PART III
Item 10Directors, Executive Officers and Corporate Governance106
Item 11Executive Compensation107
Item 12Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters107
Item 13Certain Relationships and Related Transactions, and Director Independence108
Item 14Principal Accounting Fees and Services108
PART IV
Item 15Exhibits and Financial Statement Schedules108
Signatures114
ContentsView on SEC.gov

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