ARM Holdings Files 20-F for FY2024

TL;DR

ARM Holdings filed its 20-F for FY24, check it for financials.

AI Summary

ARM Holdings plc filed its 20-F for the fiscal year ending March 31, 2024. The filing provides financial information and business updates for the UK-based semiconductor technology company. Key details include its fiscal year end and business address in Cambridge, UK.

Why It Matters

This annual filing provides investors and the public with a comprehensive overview of ARM Holdings' financial performance and business operations for the past fiscal year.

Risk Assessment

Risk Level: medium — As a publicly traded company, ARM Holdings is subject to market fluctuations and competitive pressures inherent in the technology sector.

Key Numbers

• 20240331 — Fiscal Year End (Indicates the end of the reporting period for financial statements.)
• 001-41800 — SEC File Number (Unique identifier for ARM Holdings' filings with the SEC.)

Key Players & Entities

• ARM HOLDINGS PLC /UK (company) — Filer of the 20-F
• 0001973239-24-000012 (filing_id) — Accession Number for the filing
• 20240331 (date) — Conformed Period of Report
• 20240529 (date) — Filed as of date
• CAMBRIDGE (location) — City of business address
• CB1 9NJ (zip_code) — Zip code of business address

FAQ

Filing Documents

• arm-20240331.htm (20-F) — 3030KB
• ex11-articlesofassociation.htm (EX-1.1) — 738KB
• ex21-depositagreement.htm (EX-2.1) — 634KB
• ex23-descriptionofsecuriti.htm (EX-2.3) — 210KB
• ex42-2023omnibusincentivep.htm (EX-4.2) — 308KB
• ex43-shareholdergovernance.htm (EX-4.3) — 280KB
• ex411-armannualbonusplanru.htm (EX-4.11) — 76KB
• ex412-renehaasemploymentag.htm (EX-4.12) — 250KB
• ex81-subsidiariesofarmhold.htm (EX-8.1) — 11KB
• ex111-insidertradingpolicy.htm (EX-11.1) — 104KB
• ex121-ceocert.htm (EX-12.1) — 11KB
• ex122-cfocert.htm (EX-12.2) — 11KB
• ex131-ceocert.htm (EX-13.1) — 7KB
• ex151-auditorconsent.htm (EX-15.1) — 2KB
• ex971-clawbackpolicy.htm (EX-97.1) — 30KB
• arm-20240331_g1.jpg (GRAPHIC) — 45KB
• image_0.jpg (GRAPHIC) — 54KB
• image_0a.jpg (GRAPHIC) — 54KB
• 0001973239-24-000012.txt ( ) — 17319KB
• arm-20240331.xsd (EX-101.SCH) — 91KB
• arm-20240331_cal.xml (EX-101.CAL) — 130KB
• arm-20240331_def.xml (EX-101.DEF) — 505KB
• arm-20240331_lab.xml (EX-101.LAB) — 935KB
• arm-20240331_pre.xml (EX-101.PRE) — 771KB
• arm-20240331_htm.xml (XML) — 2156KB

Identity of Directors, Senior Management and Advisers

Item 1. Identity of Directors, Senior Management and Advisers 6

O er Statistics and Expected Timetable

Item 2. O er Statistics and Expected Timetable 6

Key Information

Item 3. Key Information 6

Information on the Company

Item 4. Information on the Company 54

Unresolved Sta Comments

Item 4A. Unresolved Sta Comments 64

Operating and Financial Review and Prospects

Item 5. Operating and Financial Review and Prospects 64

Directors, Senior Management and Employees

Item 6. Directors, Senior Management and Employees 83

Major Shareholders and Related Party Transactions

Item 7. Major Shareholders and Related Party Transactions 111

Financial Information

Item 8. Financial Information 121

The Oer and Listing

Item 9. The Oer and Listing 181 Item 10. Additional Information 181

Quantitative and Qualitative Disclosures About Market Risk

Item 11. Quantitative and Qualitative Disclosures About Market Risk 189

Description of Securities Other than Equity Securities

Item 12. Description of Securities Other than Equity Securities 190 Part II

Defaults, Dividend Arrearages and Delinquencies

Item 13. Defaults, Dividend Arrearages and Delinquencies 192

Material Modifications to the Rights of Security Holders and Use of Proceeds

Item 14. Material Modifications to the Rights of Security Holders and Use of Proceeds 192

Controls and Procedures

Item 15. Controls and Procedures 192

[Reserved]

Item 16. [Reserved] 193

Audit committee financial expert

Item 16A. Audit committee financial expert 193

Code of Ethics

Item 16B. Code of Ethics 193

Principal Accountant Fees and Services

Item 16C. Principal Accountant Fees and Services 193

Exemptions from the Listing Standards for Audit Committees

Item 16D. Exemptions from the Listing Standards for Audit Committees 194

Purchases of Equity Securities by the Issuer and Aliated Purchasers

Item 16E. Purchases of Equity Securities by the Issuer and Aliated Purchasers 194

Change in Registrant's Certifying Accountant

Item 16F. Change in Registrant's Certifying Accountant 195

Corporate Governance

Item 16G. Corporate Governance 195

Mine Safety Disclosures

Item 16H. Mine Safety Disclosures 196

Disclosure Regarding Foreign Jurisdictions that Prevent Inspections

Item 16I. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 196

Insider trading policies

Item 16J. Insider trading policies 196

Cybersecurity

Item 16K. Cybersecurity 196 Part III

Financial Statements

Item 17. Financial Statements 198

Financial Statements

Item 18. Financial Statements 198

Exhibits

Item 19. Exhibits 199 Signature 201 GENERAL INFORMATION All references in this Annual Report on Form 20-F (this "Annual Report") to "Arm," the "Company," "we," "us" and "our" refer to (i)Arm Limited and its consolidated subsidiaries prior to the completion of our corporate reorganization, (ii)Arm Holdings Limited and its consolidated subsidiaries after the completion of our corporate reorganization and prior to there-registrationof Arm Holdings Limited as a public limited company and (iii)Arm Holdings plc and its consolidated subsidiaries after there-registrationof Arm Holdings Limited as a public limited company. PRESENTATION OF FINANCIAL AND OTHER INFORMATION Our fiscal year ends on March 31 of each year. We prepare our consolidated financial statements in accordance with generally accepted accounting principles in the U.S. ("GAAP"). We present our consolidated financial statements in U.S. dollars ("USD"). We have historically conducted our business through Arm Limited. As a result of the corporate reorganization between entities under common control, the historical consolidated financial statements of the Company were retrospectively adjusted for the change in reporting entity. Therefore, the historical consolidated financial statements of Arm Limited became the historical consolidated financial statements of Arm Holdings plc as of the date of the corporate reorganization. Our corporate reorganization is described in the section titled "Item 4. Information on the Company—A. History and Development of the Company—Corporate Reorganization." The financial information contained in this Annual Report does not amount to statutory accounts within the meaning of section 434(3) of the U.K. Companies Act 2006 (the "Companies Act"). INDUSTRY AND MARKET DATA This Annual Report contains estimates, projections and other information concerning our industry, our business and the markets for our products, including, but not limited to, our general expectations and ma

Identity of Directors, Senior Management and Advisers

Item 1. Identity of Directors, Senior Management and Advisers Not applicable.

Oer Statistics and Expected Timetable

Item 2. Oer Statistics and Expected Timetable Not applicable.

Key Information

Item 3. Key Information A. [Reserved] B. Capitalization and indebtedness Not applicable. C. Reasons for the oer and use of proceeds Not applicable. D. Risk Factors In addition to the other information contained in this Annual Report and in other documents we file with or furnish to the U.S. Securities and Exchange Commission (the "SEC"), the following risk factors should be considered in evaluating our business. The occurrence of any of the events or developments described below could materially harm our business, financial condition, results of operations and prospects. In such an event, the market price of our ADSs could decline. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may materially impair our business operations. Summary of Risk Factors Our business is subject to a number of risks of which you should be aware before making an investment decision. Among these important risks are the following, which are more fully described below: Risks Relating to Our Business and Industry Demand for our products and services primarily depends on trends in the semiconductor and electronics industries and the demand for the products of our customers and our customers' customers. Demand for our products and services depends substantially on their acceptance by semiconductor and systems companies and their compatibility with, and the costs of, the design and manufacturing processes of our customers. We face intense competition and could lose market share to our competitors. If we are unable to attract new customers and sell additional products to our existing customers, our business, results of operations, financial condition and prospects may be materially and adversely affected. 6 We rely on third parties to market and sell chips incorporating our products and to enhance the value of our licensed products. Our results of operations, particularly our licensing and royalty revenues, can vary signif

Risk Factors

Risk Factors Risks Relating to Our Business and Industry Demand for our products and services primarily depends on trends in the semiconductor and electronics industries and the demand for the products of our customers and our customers' customers. Demand for our products and services is largely dependent on the semiconductor and electronics industries, which are volatile, intensely competitive and generally characterized by declining average selling prices ("ASPs") over the life of a generation of chips. The effect of these price decreases is compounded by the fact that our royalty rates generally decrease as the volume of sales increases, subject to an agreed minimum royalty per chip. Additionally, demand for our products and services could decrease if growth in the semiconductor or electronics industries slows or declines. The revenue we generate from licensing activities is also largely dependent on the rate at which systems companies develop and adopt new product generations, which, in turn, is affected by the level of demand for their integrated circuits ("ICs") and other products. Decreasing demand from systems companies for chips based on our products would directly and adversely affect the amount of royalty revenues we receive. As a result of our dependence on demand from systems companies, we are subject to several risks affecting these systems companies, any one of which may influence the success or failure of a particular systems company. These risks include, among others: competition faced by the systems company in its particular industry; the engineering and marketing capabilities of the systems company; market acceptance of the systems company's products; adverse developments in the economic and political conditions of the region(s) in which the systems company operates, particularly to the extent that such developments create an unfavorable business environment; supply constraints and inventory correction affecting the systems company; tech

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View this 20-F filing on SEC EDGAR