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Table of Contents

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~~2025

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

For transition period from to

Commission File Number: 001-15405

_____________________________________________________________

Agilent Technologies, Inc.

(Exact name of registrant as specified in its charter)

Delaware

77-0518772

(State or other jurisdiction of incorporation or organization)

(IRS Employer Identification No.)

Address of principal executive offices: 5301 Stevens Creek Blvd., Santa Clara, California 95051

Registrant's telephone number, including area code: (800) 227-9770

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

Title of each Class

Trading Symbol

Name of each Exchange on which registered

Common Stock, $0.01 par value

New 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 such files). Yes ☒ No ☐

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

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant 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 checkmark 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). ☐

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 the registrant's common equity held by non-affiliates as of April 30, ~~2024~~2025, was approximately $3026.06 billion. 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 910, ~~2024~~2025 there were ~~285~~283,~~595~~498,~~302~~871 outstanding shares of common stock, par value $0.01 per share.

_____________________________________________________________

DOCUMENTS INCORPORATED BY REFERENCE

Document Description						10-K Part
Portions of the Proxy Statement for the Annual Meeting of Stockholders (the "Proxy Statement") to be held on March 13, 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
Portions of the Proxy Statement for the Annual Meeting of Stockholders (the "Proxy Statement") to be filed pursuant to Regulation 14A within 120 days after registrant's fiscal year ended October 31, 2025 are incorporated by reference into Part III of this Report						III

TABLE OF CONTENTS

		Page
Forward-Looking Statements		3
PART I
Item 1	Business	3
Item 1A	Risk Factors	1718
Item 1B	Unresolved Staff Comments	2930
Item 1C	Cybersecurity	2930
Item 2	Properties	3031
Item 3	Legal Proceedings	3031
Item 4	Mine Safety Disclosures	3031
PART II
Item 5	Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	3132
Item 6	[Reserved]	3234
Item 7	Management's Discussion and Analysis of Financial Condition and Results of Operations	3234
Item 7A	Quantitative and Qualitative Disclosures About Market Risk	5659
Item 8	Financial Statements and Supplementary Data	5761
Item 9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	~~120~~123
Item 9A	Controls and Procedures	~~120~~123
Item 9B	Other Information	~~120~~123
Item 9C	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	~~120~~123
PART III
Item 10	Directors, Executive Officers and Corporate Governance	~~121~~124
Item 11	Executive Compensation	~~121~~124
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	~~121~~124
Item 13	Certain Relationships and Related Transactions, and Director Independence	~~122~~125
Item 14	Principal Accounting Fees and Services	~~122~~125
PART IV
Item 15	Exhibits and Financial Statement Schedules	~~123~~126
Item 16	Form 10-K Summary	~~128~~131
	Signatures	~~129~~132

Table of Contents

Forward-Looking Statements

This report contains forward-looking statements including, without limitation, statements regarding growth opportunities, including for and in our end markets, new product and service introductions, the position and strength of our businesses, products and services, market demand for and adoption of our products and solutions, the ability of our products and solutions to address customer needs and meet industry requirements, our focus on enhancing our customers’ experience, delivering differentiated product solutions and driving productivity improvements, leveraging our product platforms to maximize growth, our investments, including in manufacturing infrastructure, research and development and expanding and improving our applications and solutions portfolios, expanding our position in developing countries and emerging markets, our contributions to our defined benefit plans, our hedging programs and other actions to offset the effects of foreign currency and interest rate movements, our future effective tax rate, unrecognized tax benefits, reimbursement incentives, our ability to satisfy our liquidity requirements, including through cash generated from operations, the potential impact of adopting new accounting pronouncements, indemnification obligations, our sales, our purchase commitments, our capital expenditures, the integration, effects and timing of our acquisitions and other transactions, expense reduction and other results from our restructuring programs and other cost saving initiatives, our stock repurchase program and dividends, macroeconomic and market conditions, including relating to or arising from changes to tariffs, import/export or trade policies, the recovery and health of our end markets, seasonality, mix, future financial results, our operating margin, our geographical diversification, interest rates, inflationary pressures and local regulations and restrictions, that involve risks and uncertainties. Our actual results could differ materially from the results contemplated by these forward-looking statements due to various factors, including those discussed in Part I Item 1A and elsewhere in this Annual Report on Form 10-K.

PART I

Item 1. Business

Overview

Agilent Technologies, Inc. ("we", "Agilent" or the "company"), incorporated in Delaware in May 1999, is a global leader in life sciences, diagnostics and applied ~~chemical~~ markets, providing application focused solutions that include instruments, software, services and consumables for the entire laboratory workflow.

In ~~the~~November ~~first quarter of fiscal year~~ 2024, we announced a change in our ~~operating~~organizational ~~segments~~structure to ~~move~~support our ~~cell~~market-focused, ~~analysis~~customer-centric ~~business~~strategy. ~~from~~Our ~~our~~former ~~life~~Diagnostics ~~sciences~~ and ~~applied~~Genomics ~~markets~~ segment tocombined with our ~~diagnostics~~liquid chromatography and ~~genomics~~liquid ~~operating~~chromatography ~~segment~~mass inspectrometry ~~order~~instrument platforms to ~~further~~form ~~strengthen~~our ~~growth~~new ~~opportunities~~Life ~~for~~Sciences ~~both~~and ~~organizations.~~Diagnostics ~~Following~~Markets ~~this~~segment. ~~reorganization,~~Our wechemistries ~~continued~~and tosupplies, ~~have~~laboratory ~~three~~automation, ~~business~~and ~~segments~~software ~~comprised~~and ofinformatics ~~life~~divisions ~~sciences~~moved ~~and~~from ~~applied~~our ~~markets,~~former ~~diagnostics~~Life ~~and~~Sciences ~~genomics~~ and ~~Agilent~~Applied ~~CrossLab,~~Markets ~~each~~segment ~~of which continues~~ to ~~comprise~~our aAgilent ~~reportable~~CrossLab segment. ~~All~~The ~~historical~~remaining ~~financial~~divisions ~~segment information has been recast to conform to this new presentation~~ in our ~~consolidated~~former ~~financial~~Life ~~statements~~Sciences and ~~accompanying~~Applied ~~notes.~~Markets ~~There~~segment ~~was~~which noincludes ~~change to~~ our ~~Agilent~~gas ~~CrossLab~~chromatography, ~~business~~gas ~~segment.~~chromatography ~~See~~mass ~~also~~spectrometry, ~~Note~~remarketed 23instruments, ~~"Subsequent~~spectroscopy ~~Event"~~and ~~for~~vacuum ~~additional~~divisions ~~information~~formed onour ~~recent~~new ~~changes~~Applied toMarkets ~~our organizational structure~~segment.

~~Our~~Following ~~life~~this ~~sciences and applied markets business provides application~~re-~~focused solutions that include instruments~~organization, ~~consumables~~we ~~and~~have ~~software~~three that enable customers to identify, quantify and analyze the physical and biological properties of substances and products, as well as enable customers in the clinical and life sciences research areas to interrogate samples at the molecular and cellular level. Our consumables portfolio is designed to improve customer outcomes. Our diagnostics and genomics business issegments ~~comprised of seven areas of activity providing active pharmaceutical ingredients ("APIs") for oligo~~-~~based~~ ~~therapeutics~~Life asSciences ~~well~~and asDiagnostics ~~solutions that include reagents~~Markets, ~~instruments, software and consumables which enable customers in the clinical and life sciences research areas to interrogate samples at the cellular and molecular level. The~~ Agilent CrossLab ~~business spans the entire lab with its extensive services portfolio, which is designed to improve customer outcomes. In addition, we conduct centralized order fulfillment~~ and ~~supply~~Applied ~~chain operations for our businesses through the order fulfillment and supply chain organization ("OFS"). OFS provides resources for manufacturing~~Markets, ~~engineering~~each ~~and strategic sourcing to our respective businesses. Each~~ of ~~our businesses, together with OFS, is supported by our global infrastructure organization,~~ which ~~provides~~comprises ~~shared~~a ~~services~~reportable insegment. ~~the~~All ~~areas~~historical offinancial ~~finance,~~segment information ~~technology,~~has ~~legal,~~been ~~certain~~recast ~~procurement~~to ~~services,~~conform ~~workplace~~to ~~services~~this ~~and~~new ~~human resources~~presentation.

WeOur ~~sell~~Life ~~our~~Sciences ~~products~~and ~~primarily~~Diagnostics ~~through~~Markets ~~direct~~segment ~~sales,~~is ~~but~~comprised weof ~~also~~seven ~~utilize~~areas ~~distributors,~~of ~~resellers,~~activity. ~~manufacturers'~~We ~~representatives~~provide specialty contract development and ~~electronic~~manufacturing ~~commerce.~~services Asfor ofpharmaceutical ~~October 31~~customers as well as solutions that include reagents, ~~2024~~instruments, wesoftware ~~employed~~and ~~approximately~~consumables ~~17,900~~which ~~people~~enable ~~worldwide.~~customers ~~Our~~in ~~primary~~the ~~research~~clinical and ~~development~~life sciences research areas to interrogate samples at the cellular and ~~manufacturing~~molecular ~~sites~~level. ~~are~~The inAgilent ~~California,~~CrossLab ~~Colorado,~~segment ~~Delaware,~~spans ~~Massachusetts,~~the ~~Texas~~entire lab with its extensive services and ~~Vermont~~consumables portfolio in ~~the~~addition ~~U.S.~~to software and inlaboratory ~~Australia,~~automation ~~Canada~~solutions, ~~China,~~which ~~Denmark,~~are ~~Germany,~~designed ~~Italy,~~to ~~Japan,~~improve ~~Malaysia~~customer outcomes and represents a broad range of offerings designed to serve customer needs across end-markets and applications. Our Applied Markets segment provides application-focused solutions that include instruments and software that enable customers to identify, ~~Singapore~~quantify and analyze the ~~United~~physical ~~Kingdom~~and biological properties of substances and products.

In addition, we conduct centralized order fulfillment and supply chain operations for our businesses through the order fulfillment and supply chain organization ("OFS"). OFS provides resources for manufacturing, engineering and strategic sourcing to our respective businesses. Each of our businesses, together with OFS, is supported by our global infrastructure organization, which provides shared services in the areas of finance, information technology, legal, certain procurement services, workplace services and human resources.

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~~Life~~We ~~Sciences~~sell our products primarily through direct sales, but we also utilize distributors, resellers, manufacturers' representatives and ~~Applied~~electronic ~~Markets~~commerce. ~~Business~~As of October 31, 2025, we employed approximately 18,100 people worldwide. Our primary research and development and manufacturing sites are in California, Colorado, Delaware, Massachusetts, Texas and Vermont in the U.S. and in Australia, Canada, China, Denmark, Germany, Italy, Japan, Malaysia, Singapore and the United Kingdom.

~~Our~~Life ~~life~~Sciences ~~sciences~~ and ~~applied~~Diagnostics ~~markets~~Markets business provides application-focused solutions that include instruments, consumables and software that enable customers to identify, quantify and analyze the physical and biological properties of substances and products, as well as enable customers in the clinical and life sciences research areas to interrogate samples at the molecular and cellular level. Key product categories include: liquid chromatography ("LC") systems and components; liquid chromatography mass spectrometry ("LCMS") systems; gas chromatography ("GC") systems and components; gas chromatography mass spectrometry ("GCMS") systems; inductively coupled plasma mass spectrometry ("ICP-MS") instruments; atomic absorption ("AA") instruments; microwave plasma-atomic emission spectrometry ("MP-AES") instruments; inductively coupled plasma optical emission spectrometry ("ICP-OES") instruments; raman spectroscopy; laboratory software for sample tracking; information management and analytics; laboratory automation and robotic systems; dissolution testing; vacuum pumps and measurement technologies. Our consumables portfolio is designed to improve customer outcomes. Most of the portfolio is vendor neutral, meaning Agilent can serve and supply customers regardless of their instrument purchase choices. Solutions range from chemistries to supplies. Key product categories in consumables include GC and LC columns, sample preparation products, custom chemistries, and a large selection of laboratory instrument supplies.

Our Life Sciences and Diagnostics Markets segment is comprised of seven areas of activity. We ~~employed~~provide ~~approximately~~active ~~6,000~~pharmaceutical ~~people~~ingredients for oligo-based therapeutics as ofwell ~~October 31~~as solutions that include reagents, ~~2024~~instruments, software and consumables, which enable customers in the clinical and life sciences research areas to interrogate samples at the cellular and molecular level. First, our liquid chromatography and liquid chromatography mass spectrometry businesses enable customers in the clinical and life sciences research areas to interrogate samples at the molecular and ~~applied~~cellular ~~markets~~level. Second, our cell analysis business includes instruments, reagents, software, and labware associated with unique live-cell analysis platforms in addition to mainstream flow cytometers, plate-readers, and plate washers/dispensers which are used across a broad range of applications. Third, our specialty contract development and manufacturing organization ("CDMO") business provides services related to and the production of synthesized oligonucleotides under pharmaceutical good manufacturing practices conditions for use as active pharmaceutical ingredients in a class of drugs that utilize nucleic acid molecules for disease therapy. BIOVECTRA capabilities include microbial fermentation, bioreagents, highly potent active pharmaceutical ingredients, peptide purification and biomanufacturing capabilities in several nucleic acid modalities. Together, our BIOVECTRA and nucleic acid solutions businesses comprise our specialty CDMO offerings to our customers providing clinical-to-commercial scale production capabilities. Fourth, our pathology solutions business is focused on product offerings for cancer diagnostics and anatomic pathology workflows. The broad portfolio of offerings includes immunohistochemistry, in situ hybridization, hematoxylin and eosin staining and special staining. This business further provides clinical flow cytometry reagents for routine cancer diagnostics. This business also provides bulk antibodies as raw materials and associated assay development services to in vitro diagnostics manufacturers, biotechnology and pharmaceutical companies. Fifth, we also collaborate with several major pharmaceutical companies to develop new potential tissue pharmacodiagnostics, also known as companion diagnostics, which may be used to identify patients most likely to benefit from a specific targeted therapy. Sixth, our genomics business includes reagents to support next-generation sequencing workflows and arrays. This business also includes solutions that enable clinical labs to identify DNA variants associated with genetic disease and help direct cancer therapy. Finally, our biomolecular analysis business provides complete workflow solutions, including instruments, consumables and software, for quality control analysis of nucleic acid samples. Samples are analyzed using quantitative and qualitative techniques to ensure accuracy in further genomics analysis techniques including next-generation sequencing, utilized in clinical and life science research applications.

We employed approximately 6,300 people as of October 31, 2025 in our Life Sciences and ~~Applied~~Diagnostics Markets segment.

~~The~~Life ~~Pharmaceutical,~~Sciences Biopharmaceutical, CRO & CMO Market. This market consists of “for-profit” companies which participate across the pharmaceutical value chain in the areas of therapeutic research, discovery & development, clinical trials, manufacturing and ~~quality~~Diagnostics ~~assurance~~Markets ~~and quality control. One sub~~-~~segment~~ ofKey ~~this~~End market is core and emerging pharmaceutical companies ("pharma"). A second sub-segment includes biopharmaceutical companies ("biopharma"), contract research organizations ("CROs") and contract manufacturing organizations ("CMOs"). Biopharma companies and, to a somewhat lesser extent, CROs and CMOs typically participate in specific points in the pharmaceutical industry value chain. Additionally, due to the relatively low drug efficacy within oncology, pharma companies are partnering with diagnostic companies to bring validated tests to the market with their new drugs.Markets

~~The~~Our ~~Academic~~Life Sciences and ~~Government~~Diagnostics ~~Market. This~~Markets ~~market~~segment ~~consists~~sells primarily ofinto ~~“not-for-profit”~~the ~~organizations~~pharmaceutical and ~~includes academic institutions~~biopharmaceutical, ~~large~~diagnostics ~~government~~and ~~institutes~~clinical and ~~privately funded organizations. The~~ academic and government ~~market~~markets. ~~plays~~We analso ~~influential~~sell ~~role~~ in ~~technology~~the ~~adoption~~applied ~~and~~markets: ~~therapeutic~~chemicals ~~developments for pharmaceutical~~ and ~~molecular~~advanced ~~diagnostics companies. After decades of investment in basic biomedical research by government funding bodies~~materials, ~~the~~food ~~focus~~and ~~has~~environmental ~~widened~~and ~~to include translational research - multidisciplinary scientific efforts directed at accelerating therapy development~~forensics.

The ~~Chemicals~~Pharmaceutical &and ~~Advanced~~Biopharmaceutical ~~Materials~~ Market. ~~Our products~~ ~~and~~This ~~solutions~~market ~~are~~consists ~~used~~of ~~throughout~~"for-profit" companies which participate across the ~~chemicals~~pharmaceutical ~~sector~~value chain in the ~~development~~areas of therapeutic research and discovery, preclinical efficacy, pharmacokinetic, safety testing, clinical trials, therapeutic manufacturing, quality assurance and quality control. ofWithin ~~commodity~~the ~~chemicals~~pharmaceutical market, ~~specialty~~a ~~and~~sub-segment ~~agrochemicals,~~of customers are focused on small molecule drugs known as new chemical entities and ~~fine~~small ~~chemicals~~molecule active pharmaceutical ingredients. ~~Chemical~~ ~~market~~Another ~~customers~~sub-segment ~~use~~of ~~our~~the ~~products~~market tois ~~determine~~our ~~chemical~~biopharmaceutical ~~composition~~customers, ~~perform~~who ~~impurity~~are ~~analysis,~~focused ~~qualify~~on ~~raw~~biologic ~~materials,~~entities ~~conduct~~or ~~materials~~biosimilar ~~characterization,~~drugs ~~and~~for ~~verify~~human ~~and~~or ~~ensure~~animal ~~the~~use. ~~environmental~~This ~~safety~~biopharmaceutical ofclassification ~~operations~~also includes customers that manufacture biological components and/or ~~employees~~biological active ingredients. ~~Our~~Biologic ~~products~~drug ~~are~~components ~~used~~and toactive ~~test~~ingredients ~~for~~include ~~safety,~~monoclonal ~~quality~~antibodies, ~~and~~antibody-drug ~~compliance~~conjugates, ~~across~~fusion ~~the~~or ~~value~~recombinant ~~chains~~proteins, oftherapeutic ~~advanced~~proteins ~~materials~~(e.g., –cytokines ~~including~~and ~~semiconductors/electronics~~insulin), ~~batteries~~peptides, ~~specially~~oligonucleotides, ~~engineered~~cell ~~polymers~~and gene therapy and ~~polymeric~~vaccines. ~~materials~~Additionally, ~~minerals~~due &to ~~metals,~~the ~~thin~~rapid ~~film~~development &of ~~optics,~~novel ~~consumer~~targeted ~~products~~therapeutic modalities and ~~packing~~the ~~materials~~need –for ~~from~~improved efficacy and patient stratification in the ~~upstream~~field ~~raw~~of ~~materials~~oncology, ~~materials~~pharmaceutical ~~production,~~companies ~~and~~are ~~final~~partnering ~~products~~with diagnostic companies to bring validated tests to the ~~end~~market ~~markets~~with ~~and~~their ~~recycling~~new drugs. Our ~~The~~primary ~~upstream~~focus ~~petroleum~~is ~~exploration~~on ~~and~~biopharmaceutical ~~refining~~companies ~~markets~~working ~~use~~with ~~our~~advanced ~~products~~therapeutic tomodalities ~~analyze~~(e.g., ~~natural~~cell ~~gas,~~and ~~crude~~gene ~~oil~~therapies) ~~composition,~~where ~~perform~~we ~~intermediate~~provide ~~material~~a ~~analysis,~~suite ~~verify~~of research tools and ~~improve~~companion ~~refining~~diagnostic ~~processes~~development ~~and~~services. ~~ensure~~Additionally, ~~the~~we ~~overall~~provide ~~quality~~active ofpharmaceutical ~~gasoline,~~ingredient ~~fuels,~~contract ~~lubricants~~development and ~~other~~manufacturing ~~products~~services for oligonucleotide-based therapeutic modalities.

The Environmental & Forensics Market. Our instruments, software and workflow solutions are used by the environmental market for applications such as laboratory and field analysis of regulated and unregulated chemical pollutants in air, water, soil and solid waste. Environmental industry customers include all levels of government, the industrial and manufacturing sectors, engineering and consulting companies, commercial testing laboratories, public and private utilities and colleges and universities. Drug testing and forensics laboratories use our instruments, software and workflow solutions for applications such as analyzing evidence associated with crime, screening athletes for performance enhancing drugs, analyzing samples for recreational drugs, or detecting and identifying biological and chemical warfare agents. Some of our instruments are used in mobile laboratories as well. Customers include local, state, federal, and international law enforcement agencies and health laboratories.

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~~The~~Through ~~Food~~our ~~Market. Our~~contract ~~instruments,~~development ~~software~~and manufacturing organization business, ~~and~~we ~~workflow~~offer ~~solutions~~our ~~are~~pharmaceutical ~~used~~customers ~~throughout~~specialized ~~the~~manufacturing ~~food~~capabilities ~~production~~for ~~chain~~targeted therapeutics, including ~~incoming~~the ~~inspection~~production of antibody drug conjugates, ~~new~~high ~~product~~potency ~~development~~active pharmaceutical ingredients, ~~quality~~and ~~control~~active pharmaceutical ingredients via microbial fermentation. Our nucleic acid solutions and ~~assurance~~BIOVECTRA businesses are able to deliver a single source for gene editing therapeutics. Our liquid chromatography and liquid chromatography mass spectrometry businesses provide instruments that enable customers performing life sciences and pharmaceutical research to interrogate biologically relevant metabolites, lipids, protein, and ~~packaging.~~cellular ~~For~~systems ~~example~~to understand fundamental biological processes, ~~our~~as ~~mass~~well ~~spectrometer~~as ~~portfolio~~the underlying mechanisms of cancer and other disease initiation and progression. The goal is ~~used~~to use this information to ~~analyze~~develop ~~contaminants~~new therapeutic strategies and ~~residual~~drugs ~~pesticides~~as inwell ~~food~~as new diagnostic tests. ~~There~~Our ismass ~~also~~spectrometry atechnologies ~~significant~~are ~~food~~employed ~~safety~~by ~~market~~researchers to identify and quantify individual or whole classes of metabolites, lipids, or proteins involved in ~~analyzing~~basic ~~food~~cellular ~~for~~processes ~~pathogen~~and ~~contamination~~elucidate those which are quantitatively or qualitatively altered in disease states, ~~accurate~~as ~~verification~~well ofas ~~species~~to ~~type~~identify ~~and~~those ~~evidence~~which ofmay ~~genetically~~be ~~modified~~useful ~~content~~as biomarkers for a disease.

The Diagnostics and Clinical Market. The diagnostics and clinical market focus within ~~our~~the ~~life~~Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets ~~business~~segment is to provide instruments, software, reagents, and consumables that enable customers ~~performing~~to ~~life~~perform ~~sciences~~clinical research and routine testing. Our high-quality, ~~pharmaceutical~~automated pathology tissue staining platforms and ~~clinical~~solutions ~~research~~are toused ~~interrogate~~most ~~biologically~~heavily ~~relevant~~by ~~metabolites,~~the ~~lipids~~large labs located in hospitals, ~~protein~~medical centers, and ~~cellular~~reference ~~systems~~labs. toThe ~~understand~~market ~~fundamental~~focus ~~biological~~is ~~processes~~on mature economies primarily in North America, asWestern ~~well~~Europe and Japan. The mix is changing, however, as ~~the~~emerging ~~underlying~~markets ~~mechanisms~~increase spending on human health. The clinical market for our genomics business consists of ~~cancer~~high ~~and~~complexity ~~other~~clinical ~~disease~~labs ~~initiation~~performing patient testing, including "for-profit" reference laboratories, hospital labs, and ~~progression~~molecular diagnostic companies. ~~The~~ ~~goal~~While issome tolabs ~~use~~purchase ~~this~~in ~~information~~vitro todiagnostics ~~develop~~labeled ~~new~~testing ~~therapeutic~~kits, ~~strategies~~others ~~and~~often ~~drugs~~develop asand ~~well~~validate astheir ~~new~~own ~~diagnostic~~molecular based tests. ~~Our~~Analyte ~~mass~~specific ~~spectrometry~~reagents ~~technologies~~ are ~~employed~~often used by ~~researchers~~these tolabs. ~~identify~~Our liquid chromatography and ~~quantify~~liquid ~~individual~~chromatography ormass ~~whole~~spectrometry ~~classes~~businesses ofprovide instruments that enable customers performing clinical research to interrogate biologically relevant metabolites, lipids, orprotein, ~~proteins~~and ~~involved~~cellular insystems ~~basic~~to ~~cellular~~understand fundamental biological processes, ~~and~~as ~~elucidate~~well ~~those~~as ~~which~~the ~~are~~underlying ~~quantitatively~~mechanisms orof ~~qualitatively~~cancer ~~altered~~and inother disease ~~states,~~initiation asand ~~well~~progression. asThe goal is to ~~identify~~use ~~those~~this ~~which~~information ~~may~~to bedevelop ~~useful~~new therapeutic strategies and drugs as ~~biomarkers~~well ~~for~~as anew ~~disease~~diagnostic tests.

~~Life~~The ~~Sciences~~Academic and ~~Applied~~Government ~~Markets~~Market. This ~~Products~~market consists primarily of "not-for-profit" organizations and ~~Applications~~includes academic institutions, large government institutes and privately funded organizations. The academic and government market plays an influential role in technology adoption and therapeutic developments for pharmaceutical and molecular diagnostics companies. Our Seahorse, xCELLigence, Novocyte, and BioTek platform technologies are used both stand-alone and in conjunction with mass spectrometry to understand underlying cellular physiology and interactions in normal and diseased states, as well to help understand how new drugs and therapies alter the composition, function, or interaction of cells. In addition, our XCELLigence and Novocyte technologies can be used to characterize and quantify immune cell response (for example cytotoxicity).

The Chemicals and Advanced Materials Market. Our products ~~fall~~and ~~into~~solutions are used throughout the ~~following~~chemicals ~~main~~sector ~~areas~~in the development, manufacturing, and quality control of ~~work:~~commodity ~~liquid~~chemicals, ~~chromatography~~specialty and agrochemicals, ~~gas~~and ~~chromatography~~fine chemicals. Chemical market customers use our products to maintain, ~~mass~~optimize, ~~spectrometry~~and enable higher productivity and profitability for labs, ~~spectroscopy~~and support quality control and compliance with environmental and safety regulations. The upstream petroleum exploration and refining markets use our products to analyze natural gas, ~~software~~crude oil composition, perform intermediate material analysis, verify and ~~informatics~~improve refining processes and ensure the overall quality of gasoline, ~~lab~~fuels, ~~automation~~lubricants and ~~robotics~~other products. Additionally, ~~vacuum~~our ~~technology~~products are used to support the testing for safety, ~~remarketed~~quality, ~~instruments~~and compliance across the value chains of advanced materials – including semiconductors, batteries, and ~~chemistries~~specially engineered polymers and ~~supplies~~polymeric materials.

~~Our~~The ~~key~~Food ~~products~~Market. Our instruments and ~~applications~~workflow ~~include~~solutions are used throughout the ~~following~~food ~~technologies:~~production chain, including incoming inspection, new product development, quality control and assurance, and packaging. For example, our mass spectrometer portfolio is used to analyze contaminants and residual pesticides in food. There is also a significant food safety market involved in analyzing food for pathogen contamination, accurate verification of species type and evidence of genetically modified content.

~~Liquid~~The ~~Chromatography~~Environmental and Forensics Market. Our instruments, software and workflow solutions are used by the environmental market for applications such as laboratory and field analysis of regulated and unregulated chemical pollutants in air, water, soil and solid waste. Environmental industry customers include all levels of government, the industrial and manufacturing sectors, engineering and consulting companies, commercial testing laboratories, public and private utilities and colleges and universities. Drug testing and forensics laboratories use our instruments, software and workflow solutions for applications such as analyzing evidence associated with crime, screening athletes for performance enhancing drugs, analyzing samples for recreational drugs, or detecting and identifying biological and chemical warfare agents. Some of our instruments are used in mobile laboratories as well. Customers include local, state, federal, and international law enforcement agencies and

A liquid chromatograph, high-performance liquid chromatograph ("HPLC") or ultra-high performance liquid chromatograph (“UHPLC”) is used to separate molecules of a liquid mixture to determine the quantity and identity of the molecules present. The Agilent LC portfolio is largely modular in construction and can be configured as analytical and preparative systems. These systems can be stepwise upgraded to highly sophisticated, automated workflow solutions such as method development, multi‑method/walk-up, high-capacity/high-throughput or multi‑dimensional LC and can be extended to application‑based analyzers (e.g., for bio-molecular separations, chiral analysis or size exclusion chromatography). As a leader in liquid chromatography, we continue to expand our application space with new HPLC columns, new services and ongoing instrument and software product enhancements.

Gas Chromatography

Agilent is the world's leading provider of gas chromatographs, both laboratory and portable models. Gas chromatographs are used to separate any gas, liquid or solid that can be vaporized and then detect the molecules present to determine their identity and quantity. Agilent provides custom or standard analyzers configured for specific chemical analysis applications, such as detailed speciation of a complex hydrocarbon stream, calculation of gas calorific values in the field, or analysis of a new bio-fuel formulation. We also offer related software, accessories and consumable products for these and other similar instruments.

Mass Spectrometry

A mass spectrometer (“MS”) identifies and quantifies compounds based on their molecular mass and characteristic patterns of fragment ion masses that result when a molecule is broken apart. MS is an important tool in analyzing a broad spectrum of analytes, from small molecules, such as pesticides, to large molecules, such as intact proteins and other biological entities. Liquid chromatography ("LC") and gas chromatography ("GC") are commonly used to separate compounds and introduce them to the MS system. Agilent's LCMS portfolio includes instruments built around four main analyzer types - single quadrupole, triple quadrupole, time-of-flight ("TOF") and quadrupole time-of-flight ("QTOF"). Agilent's GC/MS portfolio includes instruments built around three main analyzer types - single quadrupole, triple quadrupole, and quadrupole time-of-flight ("QTOF"). We significantly expanded our mass spectrometry portfolio in recent years with a focus on improving performance, sensitivity, precision, robustness, ease of use and onboard intelligence.

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~~Spectroscopy~~health laboratories.

~~Spectroscopy~~Life isSciences aand ~~technique~~Diagnostics ~~for~~Markets analyzing the individual chemical components of substances based on the absorption or emission of electromagnetic radiation of specific wavelengths of light. Our spectroscopy instruments include AA spectrometers, microwave plasma-~~atomic~~ ~~emission~~Products spectrometers ("MP-AES"), ICP-OES, ICP-MS, fluorescence spectrophotometers, ultraviolet-visible ("UV-Vis") spectrophotometers, Fourier Transform infrared ("FT-IR") spectrometers, near-infrared ("NIR") spectrometers, raman spectrometers and ~~sample automation products. We also offer related software, accessories and consumable products for these and other similar instruments.~~Applications

~~Software~~Our products fall into these main areas of work: liquid chromatography systems and ~~Informatics~~components, liquid chromatography mass spectrometry systems, pathology, cell analysis, companion diagnostics, genomics, contract development and manufacturing organization and biomolecular analysis.

WeLiquid provide informatics and scientific software for instrument control, data acquisition, data analysis, secure storage of results, and laboratory information/workflow management. Our software facilitates the compliant use of instruments in pharmaceutical quality assurance/quality control environments. With our OpenLab Laboratory Software Suite, Agilent has a scalable, open software platform that enables customers to capture, analyze, and share scientific data throughout the lab and across the enterprise.Chromatography

~~Laboratory~~A ~~Automation~~liquid chromatograph, high-performance liquid chromatograph or ultra-high performance liquid chromatograph is used to separate molecules of a liquid mixture to determine the quantity and ~~Robotics~~identity of the molecules present. The Agilent liquid chromatography portfolio is largely modular in construction and can be configured as analytical and preparative systems. These systems can be stepwise upgraded to highly sophisticated, automated workflow solutions such as method development, multi‑method/walk-up, high-capacity/high-throughput or multi‑dimensional liquid chromatography and can be extended to application‑based analyzers (e.g., for bio-molecular separations, chiral analysis or size exclusion chromatography). As a leader in liquid chromatography, we continue to expand our application space with new high-performance liquid chromatograph columns, new services and ongoing instrument and software product enhancements.

WeLiquid ~~offer~~Chromatography aMass portfolio of unique sample preparation automated solutions that are key to a comprehensive suite of workflow solutions to our life science and genomics customers. This includes liquid handling, plate management, unique consumables and scheduling software with solutions that range from standalone instrumentation to bench-top automation solutions. These solutions strengthen our offering of automated sample preparation across a broad range of applications which are integrated with several of our analytical and NGS platforms across the company. Spectrometry

~~Vacuum~~A ~~Technology~~mass spectrometer identifies and quantifies compounds based on their molecular mass and characteristic patterns of fragment ion masses that result when a molecule is broken apart. A mass spectrometer is an important tool in analyzing a broad spectrum of analytes, from small molecules, such as pesticides, to large molecules, such as intact proteins and other biological entities. Liquid chromatography is commonly used to separate compounds and introduce them to the mass spectrometer system. Our liquid chromatography mass spectrometry portfolio includes instruments built around four main analyzer types - single quadrupole, triple quadrupole, time-of-flight and quadrupole time-of-flight. We significantly expanded our mass spectrometry portfolio in recent years with a focus on improving performance, sensitivity, precision, robustness, ease of use and onboard intelligence.

Our vacuum technologies products are used to create, control, measure and test vacuum environments in life science, industrial and scientific applications where ultra-clean, high-vacuum environments are needed. Vacuum technologies' customers are typically OEMs that manufacture equipment for these applications, or government and research organizations that require vacuum solutions in their facilities. Products include a wide range of high and ultra-high vacuum pumps (diffusion, turbo molecular and ion getter), primary vacuum pumps (rotary vane and dry scroll), vacuum instrumentation (vacuum control instruments, sensor gauges and meters) and vacuum components (valves, flanges and other mechanical hardware). These products also include helium mass spectrometry and helium-sensing leak detection instruments used to identify and measure leaks in hermetic or vacuum environments. In addition to product sales, we also offer a wide range of services including an exchange and rebuild program, assistance with the design and integration of vacuum systems, applications support and training in basic and advanced vacuum technologies.Pathology

~~Chemistries~~This area consists of routine clinical solutions for tissue-based cancer diagnostics with solutions that comprise antibodies, reagents, instruments and ~~Supplies~~software targeting both primary and advanced cancer diagnostics. Our CoverStainer and Artisan based product families target primary cancer diagnostics through hematoxylin and eosin staining as well as special stains for additional insights and detection of potentially carcinogenic tissue. Dako Omnis and Autostainer based immunohistochemistry solution and instant quality fluorescence in situ hybridization technologies provide advanced tumor typing through investigation of protein and gene expression. These products also include companion diagnostic tests that are used to help identify patients most likely to benefit from a specific targeted therapy. Our bulk antibodies business partners with in vitro diagnostics manufacturers, biotechnology and pharmaceutical companies by offering antibodies as raw materials and a range of associated assay development services and solutions. We operate in several areas of clinical relevance for the customers and address multiple technologies such as turbidimetry, gel techniques and chemiluminescence immunoassays. In the area of flow cytometry reagents we provide reagents and kits directly to clinical laboratories working in routine cancer diagnostics, with particular focus on blood cancers.

WeCell offer a broad range of market specific consumables and supplies to complete customers' analytical workflows from sample preparation through separation and analysis to storage, with the support of our technology platforms. This includes sample preparation consumables such as solid phase extraction ("SPE") and filtration products, self-manufactured GC and LC columns, chemical standards, and instrument replacement parts. Consumable products also include scientific instrument parts and supplies such as filters and fittings for GC systems; xenon lamps and cuvettes for UV-Vis-NIR, fluorescence, FT-IR and raman spectroscopy instruments; and graphite furnace tubes, hollow cathode lamps and specialized sample introduction glassware for our AA, ICP-OES and ICP-MS products.Analysis

~~Remarketed~~Our ~~Instruments~~cell analysis tools are used to study cell signaling pathways, general cell function and behavior through metabolic profile analysis, real-time cellular impedance measurements, and traditional cytometry techniques. Characterizing cellular behavior and function is an increasingly critical step in understanding normal behavior versus diseased states, advancements of those diseases, and response to therapies, providing researchers with a more targeted approach for drug discovery and ultimately more effective therapeutics. Our cell analysis portfolio includes cell analysis plate-based assays, flow cytometer, real-time cell analyzer, microplate reader, cell imaging system and related consumables.

We refurbish and resell certified pre-owned instruments to value-oriented customers who demand Agilent quality and performance at a budget conscious price.

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~~Life~~Companion ~~Sciences and Applied Markets Customers~~Diagnostics

WeIn ~~had~~our ~~approximately~~companion 52diagnostics business,~~000~~ ~~customers~~we ~~for~~partner ~~our~~with ~~life~~several ~~sciences~~major ~~and~~pharmaceutical ~~applied~~companies ~~markets~~to ~~business~~develop innew ~~fiscal~~potential ~~year~~pharmacodiagnostics, ~~2024~~which may be used to identify patients most likely to benefit from a specific targeted therapy. AWe ~~significant~~support ~~number~~pharmaceutical companies during each phase of ~~our~~their ~~life~~drug ~~sciences~~development ~~and~~process, ~~applied~~from ~~markets~~early ~~customers~~pre-clinical ~~are~~through ~~also~~commercial ~~customers~~launch activities. Companion diagnostics has a history of ~~our~~developing ~~Agilent~~clinically ~~CrossLab~~relevant ~~business~~and validated tests, with accurate and effective scoring and interpretation guidelines, that enable successful regulatory approvals in our worldwide markets.

The life sciences and applied markets business is susceptible to seasonality in its orders and revenues primarily related to U.S. and foreign government budgets, chemicals and advanced materials and environmental customers and large pharmaceutical company budgets. Historically, the result is that our first and fourth fiscal quarters tend to deliver the strongest profits for the life sciences and applied markets business. However, general economic trends, new product introductions and competition might overshadow this trend in any given year.Genomics

~~Life~~We ~~Sciences~~provide a next-generation sequencing target enrichment portfolio which enables customers to select specific target regions of the genome for sequencing. Customers can customize our products for their regions of interest including gene panels for specific applications and ~~Applied~~exome ~~Markets~~designs, ~~Sales~~which allow analysis of the entire coding sequences of the genome. We provide microarrays for comparative genomic hybridization, ~~Marketing~~mostly ~~and~~used ~~Support~~by customers in cytogenetic laboratories. The arrays allow customers to detect genome-wide copy number alterations with high levels of resolution (from entire chromosomal copy number changes to specific microdeletions or duplications).

~~The~~ ~~life~~Contract ~~sciences~~Development and ~~applied~~Manufacturing markets channels focus on the therapeutics and human disease research customer base (pharma, biopharma, CRO, CMO and generics), clinical customer base (high complexity clinical testing labs), emerging life sciences opportunities in life science research institutes and applied markets (chemicals and advanced materials, food, environmental and forensics). We deploy a multi-channel approach, marketing products to our customers through direct sales, electronic commerce, resellers, manufacturers' representatives and distributors. We primarily use direct sales to market our solutions to our pharmaceutical, biopharmaceutical, clinical, life science research and applied market accounts. Sales agents supplement direct sales by providing broader geographic coverage and coverage of smaller accounts. Our active reseller program augments our ability to provide more complete solutions to our customers. We sell our consumable products through distributors, electronic commerce and direct sales. Organization

Our ~~products~~contract ~~typically~~development ~~come~~and ~~with~~manufacturing ~~standard~~organization ~~warranties~~business provides equipment and expertise focused on mid to large scale production of synthesized oligonucleotide active pharmaceutical ingredients under pharmaceutical good manufacturing practices conditions for a class of drugs that utilize oligonucleotide molecules for disease therapy. These drugs have advanced from single strand DNA molecules to complex, highly modified molecules including antisense, aptamers, double-stranded RNA, and ~~extended~~guide ~~warranties~~RNA. ~~are~~These ~~available~~advancements in technology have greatly improved the efficacy of delivery and stability of the oligos in-vivo. Our nucleic acid solutions business offers industry leading experience to efficiently advance our customers' oligo drug candidates from clinical trials to commercial scale volumes with a common goal of patient health and safety. We offer our pharmaceutical customers even more specialized manufacturing capabilities for ~~additional~~targeted ~~cost~~therapeutics. Together, our BIOVECTRA and nucleic acid solutions businesses provide clinical-to-commercial scale production capabilities.

~~Life~~Biomolecular ~~Sciences and Applied Markets Manufacturing~~Analysis

~~Our~~Automated ~~manufacturing~~electrophoresis ~~supports~~is ~~our~~a ~~diverse~~separation ~~product~~technique ~~range~~for ~~and~~biomolecules ~~customer-centric~~such ~~focus.~~as Weproteins, ~~assemble~~peptides ~~highly~~and ~~configurable~~nucleic ~~products~~acids to(RNA ~~individual~~and ~~customer~~DNA) ~~orders~~ and ~~make~~is ~~standard~~used ~~products~~ to ~~stock.~~determine Wethe ~~employ~~identity ~~advanced~~of ~~manufacturing~~a ~~techniques~~molecule ~~and~~by ~~supply~~either ~~chain~~size ~~management~~or ~~systems to reduce costs and manufacturing cycle times~~charge. ~~Our~~It ~~manufacturing~~is ~~process~~widely ~~then~~used ~~converts these designs into standard~~ as ~~well~~a asquality ~~custom~~control ~~products~~tool ~~for shipment~~ to ~~customers.~~check Wesample ~~selectively~~integrity ~~use~~prior ~~third parties~~ to ~~provide~~subsequent ~~some supply chain processes for manufacturing, warehousing and logistics~~analysis. ~~Inside~~Prominent ~~the~~examples ~~U.S.,~~are wenucleic ~~have~~acid ~~manufacturing~~preparation ~~facilities~~products in ~~California,~~front ~~Delaware~~of ~~and~~polymerase ~~Rhode~~chain ~~Island.~~reaction, ~~Outside~~next-generation ofsequencing ~~the~~and Umicroarrays.~~S.,~~ weMore ~~have manufacturing facilities in Australia~~recently, ~~China,~~quality ~~Germany,~~control ~~Italy,~~based ~~Malaysia,~~on ~~Netherlands,~~automated ~~Singapore~~electrophoresis ~~and~~products ~~the~~has ~~United~~become ~~Kingdom.~~essential Wethroughout ~~have~~in-vitro ~~FDA~~transcription ~~registered~~mRNA ~~sites~~workflows, inincluding ~~California,~~vaccine ~~Germany~~development and ~~Singapore~~therapeutics.

Life Sciences and ~~Applied~~Diagnostics Markets ~~Competition~~- Customers

~~The~~We ~~markets~~had ~~for~~approximately ~~analytical~~22,200 ~~instruments~~customers infor ~~which~~our weLife ~~compete~~Sciences ~~are characterized by evolving industry standards~~ and ~~intense~~Diagnostics ~~competition.~~Markets ~~Our~~segment ~~principal competitors~~ in ~~the~~fiscal ~~life~~year ~~sciences and applied markets arena include: Danaher Corporation, PerkinElmer Inc~~2025., Shimadzu Corporation, Thermo Fisher Scientific Inc. and Waters Corporation. We compete on the basis of product performance, reliability, support quality, applications expertise, global channel coverage and price.

~~Diagnostics~~Life Sciences and ~~Genomics~~Diagnostics ~~Business~~Markets - Sales, Marketing and Support

~~Our~~We ~~diagnostics~~deploy ~~and~~a ~~genomics~~multi-channel ~~business~~approach, ~~includes~~marketing ~~the~~products ~~cell~~to ~~analysis~~our customers through direct sales, ~~advanced~~electronic ~~manufacturing~~commerce, ~~partnerships~~resellers, manufacturers' representatives and ~~research~~distributors. We primarily use direct sales to market our solutions to customer accounts. Sales agents supplement direct sales by providing broader geographic coverage and ~~development,~~coverage ~~pathology,~~of ~~companion~~smaller ~~diagnostics,~~accounts. ~~reagent~~Our ~~partnership~~active reseller program augments our ability to provide more complete solutions to our customers. We sell our consumables products through distributors, ~~genomics~~electronic commerce and ~~biomolecular~~direct ~~analysis businesses~~sales.

Our diagnostics and genomics business is comprised of seven areas of activity providing active pharmaceutical ingredients ("APIs") for oligo-based therapeutics as well as solutions that include reagents, instruments, software and consumables, which enable customers in the clinical and life sciences research areas to interrogate samples at the cellular and molecular level. First, our cell analysis business includes instruments, reagents, software, and labware associated with unique live-cell analysis platforms in addition to mainstream flow cytometers, plate-readers, and plate washers/dispensers which are used across a broad range of applications. Second, our advanced manufacturing partnerships business is a contract and development manufacturing organization that provides services related to and the production of synthesized oligonucleotides under pharmaceutical good manufacturing practices ("GMP") conditions for use as API in a class of drugs that utilize nucleic acid molecules for disease therapy. Together, our BIOVECTRA and nucleic acid solutions businesses offer a broader range of contract and development manufacturing services to our customers. They also provide clinical-to-commercial scale production capabilities focused mainly on mRNA manufacturing. Third, our pathology solutions business is focused on product offerings for cancer diagnostics and anatomic pathology workflows. The broad portfolio of offerings includes immunohistochemistry

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~~("IHC"),~~Life inSciences ~~situ hybridization ("ISH"), hematoxylin~~ and ~~eosin~~Diagnostics ~~("H&E")~~Markets - staining and special staining. Fourth, we also collaborate with a number of major pharmaceutical companies to develop new potential tissue pharmacodiagnostics, also known as companion diagnostics, which may be used to identify patients most likely to benefit from a specific targeted therapy. Fifth, the reagent partnership business provides clinical flow cytometry reagents for routine cancer diagnostics. This business also provides bulk antibodies as raw materials and associated assay development services to in vitro diagnostics ("IVD") manufacturers, biotechnology and pharmaceutical companies. Sixth, our genomics business includes arrays and next generation sequencing ("NGS"). This business also includes solutions that enable clinical labs to identify DNA variants associated with genetic disease and help direct cancer therapy. Finally, our biomolecular analysis business provides complete workflow solutions, including instruments, consumables and software, for quality control analysis of nucleic acid samples. Samples are analyzed using quantitative and qualitative techniques to ensure accuracy in further genomics analysis techniques including NGS, utilized in clinical and life science research applications.Manufacturing

Our manufacturing supports our diverse product range and customer-centric focus. We ~~employed~~assemble ~~approximately~~highly 4configurable products to individual customer orders and make standard products to stock. We employ advanced manufacturing techniques and supply chain management systems to reduce costs and manufacturing cycle times. We selectively use third parties to provide some supply chain processes for manufacturing,~~600~~ ~~people~~warehousing asand logistics. In the U.S., we have manufacturing facilities in California, Colorado, Delaware, Iowa, Massachusetts, Texas and Vermont. Outside of ~~October 31~~the U.S., ~~2024~~we have manufacturing facilities in ~~our~~Canada, ~~diagnostics~~China, Denmark, Germany, Malaysia and ~~genomics~~Singapore. ~~business~~Our FDA registered sites include California, Colorado, Texas, Vermont, Canada, Denmark and Germany.

~~Diagnostics~~Life Sciences and ~~Genomics~~Diagnostics ~~Market~~Markets - Competition

The ~~Diagnostics~~analytical ~~and~~product ~~Clinical~~sets ~~Market.~~in ~~The diagnostics and clinical market focus within~~ the ~~diagnostics~~Life Sciences and ~~genomics~~Diagnostics ~~business~~Markets isin towhich ~~provide~~we ~~instruments,~~compete ~~software,~~are ~~reagents,~~characterized ~~and~~by ~~consumables~~evolving ~~that~~industry ~~enable~~standards ~~customers to perform clinical research~~ and ~~routine~~intense ~~testing~~competition. Our ~~high-quality,~~principal ~~automated~~competitors ~~pathology~~in ~~tissue~~the ~~staining~~Life ~~platforms~~Sciences and ~~solutions~~Diagnostics ~~are~~Markets ~~used~~arena ~~most~~include: ~~heavily~~AB bySciex., ~~the~~a ~~large~~division ~~labs~~of ~~located~~Danaher ~~in hospitals~~Corporation, ~~medical centers~~Avecia, ~~and~~a ~~reference~~division ~~labs.~~of ~~The~~Nitto ~~market~~Denko, ~~focus is on mature economies primarily in North America~~Bruker, ~~Western Europe and Japan~~Inc., ~~The~~Leica ~~mix is changing~~Biosystems, ~~however~~Inc., asa ~~emerging~~division ~~markets increase spending on human health. The clinical market for genomics consists~~ of ~~high~~Danaher ~~complexity clinical labs performing patient testing~~Corporation, ~~including~~Roche ~~“for-profit”~~Ventana ~~reference~~Medical ~~laboratories~~Systems, ~~hospital labs~~Inc., ~~and~~a ~~molecular~~member ~~diagnostic~~of ~~companies.~~the ~~While~~Roche ~~some~~Group, ~~labs~~Shimadzu ~~purchase~~Corporation, ~~IVD~~Thermo ~~labeled~~Fisher ~~testing~~Scientific ~~kits~~Inc., ~~others~~Twist ~~often~~Bioscience ~~develop~~Corporation and ~~validate~~Waters ~~their own molecular based tests~~Corporation. ~~Analyte~~We ~~Specific~~compete ~~Reagents~~on ~~("ASRs")~~the ~~are~~basis ~~often~~of ~~used~~product ~~by these labs. Additionally~~performance, ~~our Seahorse~~reliability, ~~xCELLigence,~~support ~~Novocyte~~quality, ~~and~~applications ~~BioTek platform technologies are used both stand-alone and in conjunction with mass spectrometry to understand underlying cellular physiology and interactions in normal and diseased states~~expertise, aswhole ~~well~~solution ~~to help understand how new drugs and therapies alter the composition~~offering, ~~function,~~global orchannel ~~interaction~~coverage ~~of cells. In addition, our XCELLigence~~ and ~~Novocyte technologies can be used to characterize and quantify immune cell response (for example cytotoxicity)~~price.

~~The~~Life ~~Pharmaceutical,~~Sciences Biopharmaceutical, CRO & CMO Market. This market consists of “for-profit” companies which participate across the pharmaceutical value chain in the areas of therapeutic research, discovery & development, clinical trials, manufacturing and ~~quality~~Diagnostics ~~assurance~~Markets ~~and quality control. One sub~~-~~segment~~ ofGovernment this market is core and emerging pharmaceutical companies ("pharma"). A second sub-segment includes biopharmaceutical companies ("biopharma"), contract research organizations ("CROs") and contract manufacturing organizations ("CMOs"). Our primary focus is on biopharma working with advanced therapeutic modalities (e.g., cell and gene therapies) where we provide a suite of research tools and companion diagnostic development services. Additionally, we provide active pharmaceutical ingredient ("API") contract development and manufacturing services for oligonucleotide-based therapeutic modalities. With the acquisition of BIOVECTRA, we will offer our pharmaceutical customers even more specialized manufacturing capabilities for targeted therapeutics, from sterile-fill finish to a single source for gene editing solutions.Regulation

Some of the products the Life Sciences and Diagnostics Markets segment sells are subject to regulatory approval by the FDA and ~~Genomics~~other ~~Products~~regulatory bodies throughout the world. These regulations govern a wide variety of product related activities, from quality management, design and development to labeling, manufacturing, promotion, sales and distribution. We continually invest in our manufacturing infrastructure to gain and maintain certifications necessary for the level of clearance.

~~Our~~Agilent ~~products~~CrossLab fall into these main areas of work: pathology products, cell analysis, specific proteins and flow cytometry reagents, companion diagnostics, target enrichment, cytogenetic research solutions and microarrays, qPCR instrumentation and molecular biology reagents, advanced manufacturing partnerships and automated electrophoresis and microfluidics solutions.

~~Pathology~~Our Agilent CrossLab segment provides an extensive services and consumables portfolio that spans the entire lab, in addition to software and laboratory automation solutions, which are designed to improve customer outcomes and represents a broad range of offerings designed to serve customer needs across end-markets and applications.

~~This~~Our ~~area~~services ~~consists~~portfolio ofincludes ~~routine~~repairs, ~~clinical~~parts, ~~solutions~~maintenance, ~~for~~installations, ~~tissue-based~~training, ~~cancer~~compliance ~~diagnostics~~support, ~~with~~software ~~solutions~~as ~~that~~a ~~comprise antibodies~~service, ~~reagents~~asset management, ~~instruments~~consulting and ~~software~~various ~~targeting~~other ~~both~~custom ~~primary~~services ~~and~~to ~~advanced~~support ~~cancer~~the ~~diagnostics~~customers' laboratory operations. ~~Our~~Custom ~~CoverStainer~~services ~~and~~are ~~Artisan~~tailored ~~based~~to ~~product~~meet ~~families~~the ~~target~~specific ~~primary~~application ~~cancer~~needs ~~diagnostics~~of ~~through~~various ~~hematoxylin~~industries and ~~eosin~~to ~~staining~~keep asinstruments ~~well~~fully asoperational ~~special~~and ~~stains~~compliant ~~for~~with ~~additional~~the ~~insights~~respective industry requirements. Our consumables portfolio is designed to improve customer outcomes. Most of the portfolio is vendor neutral, meaning we can serve and ~~detection~~supply customers regardless of ~~potentially~~their ~~carcinogenic~~instrument ~~tissue~~purchase choices. ~~Dako~~Solutions ~~Omnis~~range from chemistries to supplies. Key product categories in consumables include gas chromatography and ~~Autostainer~~liquid ~~based~~chromatography ~~IHC~~columns, ~~solution~~sample preparation products, custom chemistries, and ~~Instant~~a ~~Quality~~large ~~Fluorescence~~selection Inof ~~Situ~~laboratory ~~Hybridization~~supplies. ~~("IQFISH")~~Software ~~technologies~~and ~~provide~~informatics ~~advanced~~solutions ~~tumor~~include ~~typing~~software ~~through~~for ~~investigation~~instrument control, data acquisition, data analysis, secure storage of ~~protein~~results, and ~~gene~~laboratory ~~expression~~information and workflow management. ~~These~~This ~~products~~software ~~also~~facilitates ~~include~~the ~~companion~~compliant ~~diagnostic~~use ~~tests~~of instruments in pharmaceutical quality assurance and quality control environments. The OpenLab laboratory software suite is a scalable, open software platform that ~~are~~enables ~~used~~customers to ~~help~~capture, ~~identify~~analyze, ~~patients~~and ~~most~~share ~~likely~~scientific todata ~~benefit~~throughout the lab and across the enterprise. Laboratory automation offers automated sample preparation solutions, including liquid handling, plate management, consumables and scheduling software. These solutions range from astandalone ~~specific~~automation ~~targeted~~platforms ~~therapy~~to integrated workflow solutions with seamless integration to our instrumentation.

Our Agilent CrossLab segment employed approximately 7,400 people as of October 31, 2025.

Agilent CrossLab - Key End Markets

The Pharmaceutical and Biopharmaceutical Market. This market consists of “for-profit” companies which participate across the pharmaceutical value chain in the areas of therapeutic research and discovery, preclinical efficacy, pharmacokinetic, safety testing, clinical trials, therapeutic manufacturing, quality assurance and quality control. Within the pharmaceutical market, a sub-segment of customers are focused on small molecule drugs known as new chemical entities and small molecule active pharmaceutical ingredients. Another sub-segment of the market is our biopharmaceutical customers, who are focused on biologic entities or biosimilar drugs for human or animal use. This biopharmaceutical classification also includes customers that manufacture biological components and/or biological active ingredients. Biologic drug components and active ingredients

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~~Cell~~include ~~Analysis~~monoclonal antibodies, antibody-drug conjugates, fusion or recombinant proteins, therapeutic proteins (e.g., cytokines and insulin), peptides, oligonucleotides, cell and gene therapy and vaccines. Additionally, due to the rapid development of novel targeted therapeutic modalities and the need for improved efficacy and patient stratification in the field of oncology, pharmaceutical companies are partnering with diagnostic companies to bring validated tests to the market with their new drugs.

~~Our~~The ~~cell~~Academic ~~analysis tools are used to study cell signaling pathways, general cell function~~ and ~~behavior~~Government ~~through metabolic profile analysis, real-time cellular impedance measurements, and traditional cytometry techniques~~Market. ~~Characterizing~~We ~~cellular~~support ~~behavior~~customers ~~and function is an increasingly critical step~~ in ~~understanding~~this ~~normal~~market ~~behavior~~that ~~versus~~consist ~~diseased~~primarily ~~states, advancements~~ of ~~those~~"not-for-profit" ~~diseases,~~organizations and ~~response~~include toacademic ~~therapies~~institutions, ~~providing~~large ~~researchers~~government ~~with~~institutes ~~a more targeted approach for drug discovery~~ and ~~ultimately~~privately ~~more~~funded ~~effective therapeutics~~organizations. ~~Our~~ ~~cell~~The ~~analysis~~academic ~~portfolio~~and ~~includes~~government ~~cell~~market ~~analysis~~plays ~~plate-based~~an ~~assays,~~influential ~~flow~~role ~~cytometer,~~in ~~real-time~~technology ~~cell~~adoption ~~analyzer,~~and ~~microplate~~therapeutic ~~reader,~~developments ~~cell~~for ~~imaging~~pharmaceutical ~~system~~ and ~~related~~molecular ~~consumables~~diagnostics companies.

~~Bulk~~The ~~Antibodies~~Chemicals and ~~Flow~~Advanced ~~Cytometry~~Materials ~~Reagents~~Market. Our services, consumables, software and technical support are used throughout the chemicals sector in the development, manufacturing, and quality control of commodity chemicals, specialty and agrochemicals, and fine chemicals. Chemical market customers use our services, consumables, software and technical support to maintain, optimize, and enable higher productivity and profitability for labs, and support quality control and compliance with environmental and safety regulations. The upstream petroleum exploration and refining markets use our services, software and technical support to analyze natural gas, crude oil composition, perform intermediate material analysis, verify and improve refining processes and ensure overall quality of gasoline, fuels, lubricants and other products. Additionally, our services, consumables, software and technical support are used to support the testing for safety, quality, and compliance across the value chains of advanced materials – including semiconductors, batteries, and specially engineered polymers and polymeric materials, minerals and metals, thin film & optics, consumer products and packing materials – from the upstream raw materials, materials production, and final products to the end markets and recycling.

InThe ~~our~~Environmental ~~Bulk~~and ~~Antibodies~~Forensics ~~business~~Market. weWe ~~partner~~support ~~with~~the ~~IVD~~environmental ~~manufacturers,~~industry ~~biotechnology~~customers that perform laboratory and ~~pharmaceutical~~field ~~companies~~analysis byof ~~offering~~chemical ~~antibodies~~pollutants asin ~~raw~~air, ~~materials~~water, soil and asolid ~~range~~waste. Environmental industry customers include all levels of ~~associated~~government, ~~assay~~the ~~development~~industrial ~~services~~and manufacturing sectors, engineering and ~~solutions.~~consulting Wecompanies, ~~operate~~commercial intesting ~~several~~laboratories ~~areas~~and ofcolleges ~~clinical~~and ~~relevance~~universities. ~~for~~We ~~the~~also ~~customers~~support drug testing and ~~address~~forensics ~~multiple~~laboratories ~~technologies~~that ~~such~~are asinvolved ~~turbidimetry,~~with ~~gel~~analyzing ~~techniques~~evidence ~~and~~associated ~~chemiluminescence~~with ~~immunoassays.~~crime, Inscreening ~~the~~athletes ~~area~~for ofperformance ~~Flow~~enhancing ~~Cytometry~~drugs, ~~Reagents~~analyzing wesamples ~~provide~~for ~~reagents~~recreational drugs, or detecting and ~~kits~~identifying ~~directly~~biological toand ~~clinical~~chemical ~~laboratories~~warfare ~~working~~agents. inCustomers ~~routine~~include ~~cancer~~local, ~~diagnostics~~state, ~~with~~federal, ~~particular~~and ~~focus~~international onlaw ~~blood~~enforcement ~~cancers~~agencies and commercial testing laboratories.

~~Companion~~The ~~Diagnostics~~Food Market. We support the food production chain, including incoming inspection, new product development, quality control and assurance, and packaging. Our services also support the food safety market in their work to analyze food for concerns ranging from pathogen contamination and genetic modification to species verification and others.

InAgilent ~~our~~CrossLab companion diagnostics business, we partner with a number of major pharmaceutical companies to develop new potential pharmacodiagnostics, which may be used to identify patients most likely to benefit from a specific targeted therapy. We support pharmaceutical companies during each phase of their drug development process, from early pre-~~clinical~~ ~~through~~Products ~~commercial launch activities. Companion diagnostics has a history of developing clinically relevant~~ and ~~validated tests, with accurate and effective scoring and interpretation guidelines, that enable successful regulatory approvals in our worldwide markets.~~Applications

~~Target~~Services ~~Enrichment~~and Support

We ~~provide~~offer a ~~target~~wide ~~enrichment~~range ~~portfolio~~of ~~via~~startup, ~~our~~operational, ~~SureSelect~~educational ~~products,~~and ~~which~~compliance ~~enables~~support ~~customers~~services tofor ~~select~~our ~~specific~~measurement ~~target~~and ~~regions~~data ofhandling ~~the~~systems. ~~genome~~Our ~~for~~support ~~sequencing.~~services ~~Customers~~include ~~can~~maintenance, ~~customize~~troubleshooting, ~~our~~repair ~~products~~and training for ~~their~~all ~~regions~~ of ~~interest~~our ~~using~~chemical ~~the~~and ~~SureDesign~~bioanalytical instrumentation hardware and software, orproducts. ~~they~~With ~~can~~advances ~~choose~~in ~~from~~digital aand ~~range~~virtual support technologies, many of ~~catalog~~those ~~products,~~services ~~including~~can ~~gene~~be ~~panels~~offered ~~for~~remotely. ~~specific~~Special ~~applications~~service ~~and~~bundles ~~Exome~~have ~~designs,~~also ~~which~~been ~~allow~~designed ~~analysis~~to ofmeet the ~~entire~~specific ~~coding~~application ~~sequences~~needs of ~~the~~various ~~genome~~industries. ~~SureSelect~~As ~~provides~~customers acontinue ~~sample~~to ~~prep~~outsource ~~workflow~~laboratory ~~that~~operations ~~can~~and beconsolidate ~~automated~~suppliers, ~~with~~our ~~the~~enterprise ~~Agilent~~services ~~Bravo~~consist ~~platform~~of ~~for~~a ~~scalability~~broad orportfolio ~~leverages~~of ~~the~~integrated ~~Magnis~~laboratory ~~NGS~~management ~~sample~~services ~~prep~~including ~~ecosystem~~instrument ofservices, ~~instruments~~lab supply management, asset management, procurement, informatics and ~~consumables~~scientific ~~for~~services. ~~maximum~~Advancements ~~ease-~~in our offering of~~-use.~~ ~~These~~software ~~products~~and ~~are~~service ~~used~~solutions ~~for~~will ~~mutation~~help ~~detection~~our ~~and~~customers ~~genotyping.~~more ~~Our~~efficiently ~~solutions~~operate ~~also~~a ~~enable~~digitally ~~clinical~~connected ~~labs~~smart tolab ~~identify~~that ~~DNA~~can ~~variants~~derive ~~associated~~value ~~with~~out ~~genetic~~of ~~diseases~~data ~~and~~analytics, ~~help~~artificial ~~direct~~intelligence ~~cancer~~and ~~therapy~~robotics.

~~Cytogenetic~~Chemistries ~~Research Solutions~~ and ~~Microarrays~~Supplies

We ~~provide~~offer ~~microarrays~~a ~~for~~broad ~~comparative~~range ~~genomic~~of ~~hybridization~~market ~~(“CGH”),~~specific ~~mostly~~consumables ~~used~~and bysupplies ~~customers~~to incomplete ~~cytogenetic~~customers' ~~laboratories.~~analytical ~~The~~workflows ~~arrays~~from ~~allow~~sample ~~customers~~preparation tothrough ~~detect~~separation ~~genome-wide~~and ~~copy~~analysis ~~number~~to ~~alterations~~storage, with ~~high~~the ~~levels~~support of ~~resolution~~our ~~(from~~technology ~~entire chromosomal copy number changes to specific microdeletions or duplications)~~platforms. ~~The~~This ~~arrays~~includes ~~are~~sample ~~offered~~preparation inconsumables ~~many~~such ~~formats~~as ~~allowing~~solid ~~the~~phase ~~customers~~extraction ~~to choose from different levels of resolution~~ and ~~number~~filtration ~~of samples per arrays. Arrays can also be customized using the SureDesign software. In addition to the microarrays~~products, ~~our~~self-manufactured ~~solution~~gas ~~includes~~chromatography ~~reagents~~and ~~for~~liquid ~~sample~~chromatography ~~processing~~columns, ~~hardware~~together ~~for~~with ~~reading~~chemical ~~the microarrays, and software to help users view the data in a meaningful way~~standards. InConsumables ~~addition~~products toalso ~~the~~include ~~CGH~~proprietary ~~portfolio,~~scientific ~~the~~instrument ~~cytogenetics~~parts ~~solution~~and ~~comprises~~supplies asuch ~~line~~as offilters ~~oligonucleotide~~and ~~probes~~fittings for ~~fluorescent~~gas inchromatography ~~situ~~and ~~hybridization~~liquid ~~("FISH")~~chromatography ~~called~~systems; ~~SureFISH.~~lamps ~~Additionally,~~and wecuvettes ~~provide a wide range of microarrays to the research market~~ for ~~different~~ultraviolet ~~types~~visible ofnear ~~applications: gene expression~~infrared, ~~microRNA~~fluorescence, ~~methylation,~~fourier ~~splice~~transform ~~variants,~~infrared and ~~chromatin~~raman ~~immunoprecipitation~~spectroscopy ~~applications.~~instruments; ~~Arrays are offered as catalog designs or customizable designs, with no minimum order size~~ and ~~short~~graphite ~~delivery~~furnace ~~time~~tubes, ~~which~~hollow ~~differentiates~~cathode uslamps ~~from other vendors~~ and ~~enables~~specialized ~~researchers~~sample ~~the~~introduction ~~maximum~~glassware ~~flexibility~~for inour ~~their~~atomic ~~studies.~~

qPCR Instrumentation and Molecular Biology Reagents

Quantitative PCR ("qPCR") or real time PCR is also a standard method used in genomic research facilities to measure the amount of a specific nucleic acid sequence within a sample. There are several applications for qPCR; among the most common are identifying the expression level of a specific gene or calculating the amount of a specific pathogen present in a sample. We offer a complete portfolio of qPCR instruments, as well as specialty enzymes for amplifying difficult sample types. In addition to qPCR enzymes, we offer a wide range of molecular biology reagents including tools for cloning and mutagenesis applications.

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~~Advanced~~absorption, ~~Manufacturing~~inductively ~~Partnerships~~coupled plasma optical emission spectrometry and inductively coupled plasma mass spectrometry products.

~~Our~~Software ~~advanced manufacturing partnerships business is a contract manufacturing~~ and development services business with equipment and expertise focused on mid to large scale production of synthesized oligonucleotide APIs under pharmaceutical GMP conditions for a class of drugs that utilize oligonucleotide molecules for disease therapy. These drugs have advanced from single strand DNA molecules to complex, highly modified molecules including antisense, aptamers, double-stranded RNA, and guide RNA. These advancements in the technology have greatly improved the efficacy of delivery and stability of the oligos in-vivo. Our nucleic acid solutions business offers industry leading experience to efficiently advance our customers' oligo drug candidates from clinical trials to commercial scale volumes with a common goal of patient health and safety. With the acquisition of BIOVECTRA, we will offer our pharmaceutical customers even more specialized manufacturing capabilities for targeted therapeutics, from sterile-fill finish to a single source for gene editing solutions.Informatics

~~Automated~~We ~~Electrophoresis~~provide informatics and ~~Microfluidics~~scientific software for instrument control, data acquisition, data analysis, secure storage of results, and laboratory information/workflow management. Our software facilitates the compliant use of instruments in pharmaceutical quality assurance/quality control environments. With our OpenLab Laboratory Software Suite, Agilent has a scalable, open software platform that enables customers to capture, analyze, and share scientific data throughout the lab and across the enterprise.

~~Automated~~Laboratory electrophoresis is a separation technique for biomolecules such as proteins, peptides and nucleic acids (RNA and DNA) and is used to determine the identity of a molecule by either size or charge. It is widely used as a QC tool to check sample integrity prior to subsequent analysis. Prominent examples are nucleic acid preparation products in front of polymerase chain reaction, NGS and microarrays. More recently, quality control based on automated electrophoresis products has become essential throughout in-vitro transcription ("IVT") mRNA workflows, including vaccine development and therapeutics.Automation

~~Diagnostics~~We offer a portfolio of unique sample preparation automated solutions that are key to a comprehensive suite of workflow solutions to our customers. This includes liquid handling, plate management, unique consumables and ~~Genomics~~scheduling ~~Customers~~software with solutions that range from standalone instrumentation to bench-top automation solutions. These solutions strengthen our offering of automated sample preparation across a broad range of applications which are integrated with several of our analytical and next-generation sequencing platforms across the company.

WeAgilent ~~had~~CrossLab ~~approximately~~- ~~14,000 customers for our diagnostics and genomics business in fiscal year 2024.~~ Customers

~~Diagnostics~~We ~~and~~had ~~Genomics~~approximately ~~Sales~~59,700 ~~Marketing~~Agilent CrossLab customers in fiscal year 2025. A significant number of our Agilent CrossLab customers are also customers of our Life Sciences and ~~Support~~Diagnostics Markets and Applied Markets segments.

The ~~diagnostics~~service and ~~genomics~~consumables ~~channels~~businesses ~~focus~~are mostly onrecurring ~~the~~in ~~therapeutics~~nature and ~~human~~are ~~disease~~less ~~research~~susceptible ~~customer~~to ~~base~~market ~~(pharma,~~seasonality ~~biopharma, CRO, CMO~~ and ~~generics),~~industry ~~clinical~~cycles ~~customer base (pathology labs and high complexity clinical testing labs) and on emerging life sciences opportunities~~ in ~~life~~comparison ~~science research institutes. We deploy a multi-channel approach, marketing products~~ to our ~~customers~~instrument ~~through~~businesses. ~~direct~~The ~~sales,~~vendor ~~electronic~~neutral ~~commerce,~~portion ~~resellers,~~of ~~manufacturers'~~the ~~representatives~~portfolio ~~and~~allows ~~distributors.~~the Webusiness ~~primarily use direct sales~~ to ~~market~~perform ~~our~~relatively ~~solutions~~independent tofrom our ~~pharmaceutical,~~instrument ~~biopharmaceutical and clinical accounts~~business. ~~Sales~~The ~~agents~~software ~~supplement~~business ~~direct~~is ~~sales~~tied byto ~~providing~~the ~~broader~~installed ~~geographic~~base ~~coverage~~ and ~~coverage~~new ofinstrument ~~smaller~~sales ~~accounts.~~and ~~Our~~is ~~active~~somewhat ~~reseller~~dependent ~~program~~on ~~augments~~industry ~~our~~cycles ~~ability~~tied to ~~provide more complete solutions to~~ our ~~customers.~~instrument ~~We sell our consumable products through distributors, telesales, electronic commerce and direct sales~~business. The Weautomation ~~utilize~~business ~~telesales~~is ~~for~~the ~~more~~part ~~mature~~of ~~product~~the ~~lines,~~business asthat ~~well~~is asmost ~~for~~tied ~~reorders~~to ofgeneral ~~reagent~~instrument ~~products~~business cycles.

~~Diagnostics~~Agilent ~~and~~CrossLab ~~Genomics~~- ~~Manufacturing~~Sales, Marketing and Support

~~Our~~We ~~manufacturing~~deploy ~~supports~~a ~~our~~multi-channel ~~diverse~~approach, ~~product~~marketing ~~range~~services ~~and~~to ~~customer-centric~~our ~~focus.~~customers Wethrough ~~assemble~~direct ~~highly~~sales, ~~configurable~~electronic ~~products~~commerce, toresellers, ~~individual~~manufacturers' ~~customer~~representatives ~~orders~~ and ~~make standard products to stock~~distributors. We ~~employ~~primarily ~~advanced~~use ~~manufacturing~~direct ~~techniques~~sales ~~and~~to ~~supply~~market ~~chain~~our ~~management~~solutions ~~systems~~ to ~~reduce~~our ~~costs~~large ~~and manufacturing cycle times~~accounts. WeSales ~~selectively~~agents ~~use~~supplement ~~third~~direct ~~parties~~sales toby ~~provide~~providing ~~some~~broader ~~supply~~geographic ~~chain~~coverage ~~processes~~and ~~for~~coverage ~~manufacturing,~~of ~~warehousing~~smaller ~~and logistics~~accounts. InOur ~~the~~active ~~U.S.,~~reseller weprogram ~~have~~augments ~~manufacturing~~our ~~facilities~~ability into ~~California,~~provide ~~Colorado,~~more ~~Iowa,~~complete ~~Massachusetts,~~solutions ~~Texas~~to ~~and~~our ~~Vermont~~customers. ~~Outside~~Some of ~~the~~our ~~U.S.,~~service wecontract ~~have~~sales ~~manufacturing~~are ~~facilities~~processed inby ~~Canada,~~our ~~China,~~digital ~~Denmark,~~commerce ~~Germany,~~infrastructure. ~~Malaysia~~All ~~and~~channels ~~Singapore.~~are ~~Our~~supported ~~FDA~~by ~~registered~~technical ~~sites~~product ~~include~~and ~~California,~~application ~~Colorado,~~specialists ~~Texas,~~to ~~Vermont~~meet ~~and~~our ~~Denmark.~~customers' specific requirements.

~~Diagnostics~~We deliver our support services to customers in a variety of ways, including on-site assistance with repair or exchange of returned products, as well as a growing number of remote service delivery options. In addition to the traditional telephone support and ~~Genomics~~on-site ~~Competition~~service, our teams remotely engage customers through various digital tools and omni-channel platforms. We also offer special industry-focused service bundles that are designed to meet the specific needs of pharmaceutical and biopharmaceutical, advanced materials, environmental and hydrocarbon processing customers to keep instruments fully operational and compliant with the respective industry requirements. Our products typically come with standard warranties, and extended warranties are available for additional cost.

~~The~~Agilent ~~markets~~CrossLab for diagnostics and genomics analytical products in which we compete are characterized by evolving industry standards and intense competition. Our principal competitors in the diagnostics and genomics arena include: Abbott Laboratories, Affymetrix, Inc., a division of Thermo Fisher Scientific Inc., Avecia, a division of Nitto Denko, Illumina, Inc., Leica Biosystems, Inc., a division of Danaher Corporation, Revvity, Inc., Roche Ventana Medical Systems, Inc., a member of the Roche Group, Sartorius and Twist Bioscience Corporation. We compete on the basis of product performance, reliability, support quality, applications expertise, whole solution offering, global channel coverage and price.- Manufacturing

Our manufacturing supports our diverse product range and customer-centric focus. We assemble highly configurable products to individual customer orders and make standard products to stock. We employ advanced manufacturing techniques and supply chain management systems to reduce costs and manufacturing cycle times. Our manufacturing process then converts these designs into standard as well as custom products for shipment to customers. We selectively use third parties to provide some supply chain processes for manufacturing, warehousing and logistics. Inside the U.S., we have manufacturing facilities in California, Delaware and Rhode Island. Outside of the U.S., we have manufacturing facilities in Germany, Netherlands, Singapore and the United Kingdom. In addition, our direct service delivery organization is regionally based and operating in 28 countries.

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~~Diagnostics~~Agilent ~~and~~CrossLab ~~Genomics~~- ~~Government Regulation~~Competition

~~Some~~Our ofprincipal ~~the~~competitors ~~products~~include ~~the~~many ~~diagnostics~~of ~~and~~our ~~genomics~~competitors ~~business~~from ~~sells~~our ~~are~~Life ~~subject~~Sciences toand ~~regulatory~~Diagnostics ~~approval~~Markets byand ~~the~~Applied ~~FDA~~Markets ~~and~~segments, ~~other~~such ~~regulatory~~as: ~~bodies~~Danaher ~~throughout~~Corporation, ~~the~~PerkinElmer ~~world~~Inc. ~~These~~, ~~regulations~~Shimadzu ~~govern a wide variety of product related activities~~Corporation, ~~from~~Thermo ~~quality~~Fisher ~~management,~~Scientific ~~design~~Inc. and ~~development~~Waters ~~to labeling~~Corporation, ~~manufacturing,~~as ~~promotion,~~well ~~sales~~as ~~and~~numerous ~~distribution~~niche service providers. We ~~continually~~compete ~~invest~~on inthe ~~our~~basis ~~manufacturing~~of ~~infrastructure~~product toperformance, ~~gain~~reliability, ~~and~~support ~~maintain~~quality, ~~certifications~~applications ~~necessary~~expertise, ~~for~~global ~~the~~channel ~~level~~coverage ofand ~~clearance~~price.

~~Agilent~~Applied ~~CrossLab Business~~ Markets

~~The~~Our ~~Agilent~~Applied ~~CrossLab~~Markets ~~business~~segment ~~spans~~provides ~~the~~application-focused ~~entire~~solutions ~~lab~~that ~~with~~include ~~its~~instruments ~~extensive~~and ~~services~~software ~~portfolio~~that enable customers to identify, ~~which~~quantify isand ~~designed~~analyze tothe ~~improve~~physical ~~customer~~and ~~outcomes~~biological properties of substances and ~~represents~~products. Our gas chromatography and gas chromatography mass spectrometry businesses enable customers to perform a ~~broad~~wide ~~range~~variety of ~~offerings~~testing ~~designed~~including measuring volatile and semi-volatile contaminants to ~~serve~~assess ~~customer~~the ~~needs~~safety ~~across~~of ~~end-markets~~our ~~regardless~~foods, quality of ~~instrument~~water ~~manufacturer~~and consumer products while also enabling testing of fuels and purity of chemicals. ~~The~~Our ~~services~~inductively ~~portfolio~~coupled ~~includes~~plasma ~~repairs~~mass spectrometry, ~~parts~~inductively coupled plasma optical emission spectrometry, ~~maintenance~~atomic absorption and microwave plasma-atomic emission spectrometry instruments are vital for our customers to measure metals and elemental signatures in their samples and find uses in the food safety, ~~installations~~environmental quality, ~~training~~chemicals manufacture, ~~compliance~~advanced ~~support~~materials, ~~software~~energy asand aforensics ~~service,~~markets. ~~asset~~Our ~~management~~molecular spectroscopy business including the raman, ~~consulting~~fluorescence and ~~various~~infrared ~~other~~spectroscopy ~~custom~~instruments ~~services~~offer toboth ~~support~~in-field ~~the~~and ~~customers'~~in-lab ~~laboratory~~testing ~~operations~~solutions in a diverse variety of applications including airport security, explosives testing, narcotics, food quality and chemical characterization. ~~Custom~~Our ~~services~~vacuum ~~are~~business ~~tailored~~develops cutting edge products and technologies to ~~meet~~test ~~the~~vacuum ~~specific~~environments ~~application~~and ~~needs~~find ofuses ~~various~~in a diverse variety of industries including semi-conductor, batteries, chemical manufacturing and toadvanced ~~keep~~materials development. Finally, our remarketed instruments ~~fully~~business ~~operational~~refurbishes and ~~compliant~~resells ~~with~~certified ~~the~~pre-owned ~~respective~~instruments ~~industry~~to ~~requirements~~value-oriented customers who would like Agilent quality and performance at a budget conscious price.

~~Our~~We ~~Agilent CrossLab business~~ employed approximately 52,~~400~~500 people as of October 31, ~~2024~~2025 in our Applied Markets segment.

~~Agilent~~Applied ~~CrossLab~~Markets - Key End Markets

The ~~Pharmaceutical,~~Chemicals ~~Biopharmaceutical,~~and ~~CRO,~~Advanced ~~CDMO~~Materials ~~& CMO~~ Market. Our ~~services~~products ~~support~~and ~~customers~~solutions are used throughout the chemicals sector in ~~this~~the ~~market~~development, ~~consisting~~manufacturing, and quality control of ~~“for-profit”~~commodity ~~companies~~chemicals, ~~which~~specialty ~~participate~~and ~~across~~agrochemicals, ~~the~~and ~~pharmaceutical~~fine ~~value~~chemicals. Chemical ~~chain~~market incustomers ~~the~~use ~~areas~~our ofproducts ~~therapeutic~~to ~~research~~determine chemical composition, ~~discovery~~perform ~~and~~impurity ~~development~~analysis, ~~clinical~~qualify ~~trials~~raw materials, ~~manufacturing~~conduct ~~and~~materials ~~quality~~characterization, ~~assurance~~and verify and ~~quality~~ensure ~~control.~~the ~~One~~environmental ~~sub-segment~~safety of ~~this~~operations ~~market~~and isemployees. ~~core~~The upstream petroleum exploration and ~~emerging~~refining ~~pharmaceutical~~markets ~~companies~~use ~~("pharma").~~our Aproducts ~~second~~to ~~sub-segment~~analyze ~~includes~~natural ~~biopharmaceutical~~gas, ~~companies~~crude ~~("biopharma")~~oil composition, ~~contract~~perform ~~research~~intermediate ~~organizations~~material ~~("CROs")~~analysis, ~~contract~~verify ~~development~~ and ~~manufacturing~~improve ~~organizations~~refining ~~("CDMOs")~~ processes and ~~contract~~ensure ~~manufacturing~~the ~~organizations~~overall ~~("CMOs"). Biopharma~~quality ~~companies~~of ~~and~~gasoline, tofuels, alubricants ~~somewhat~~and ~~lesser~~other ~~extent,~~products. ~~CROs,~~Our ~~CDMOs~~products ~~and~~are ~~CMOs~~used ~~typically~~to ~~participate~~test infor ~~specific~~safety, ~~points~~quality, inand ~~the~~compliance ~~pharmaceutical~~across ~~industry~~the value ~~chain.~~chains ~~Additionally~~of advanced materials – including semiconductors/electronics, ~~due~~batteries, tospecially ~~the~~engineered ~~relatively~~polymers ~~low~~and ~~drug~~polymeric ~~efficacy~~materials, ~~within~~minerals ~~oncology~~and metals, ~~pharma~~thin ~~companies~~film ~~are~~& ~~partnering~~optics, ~~with~~consumer ~~diagnostic~~products ~~companies~~and topacking ~~bring~~materials ~~validated~~– ~~tests~~from the upstream raw materials, materials production, and final products to the ~~market~~end ~~with~~markets ~~their~~and ~~new drugs~~recycling.

The ~~Academic~~Environmental and ~~Government~~Forensics Market. Our ~~services~~instruments, ~~support~~software ~~customers~~and inworkflow ~~this~~solutions are used by the environmental market ~~that~~for ~~consist~~applications ~~primarily~~such as laboratory and field analysis of ~~“not-for-profit”~~regulated ~~organizations~~and unregulated chemical pollutants in air, water, soil and solid waste. Environmental industry customers include ~~academic~~all ~~institutions,~~levels ~~large~~of government, ~~institutes~~the industrial and ~~privately~~manufacturing ~~funded~~sectors, ~~organizations.~~engineering ~~The~~and ~~academic~~consulting companies, commercial testing laboratories, public and ~~government~~private ~~market~~utilities ~~plays~~and ancolleges ~~influential~~and ~~role~~universities. inDrug ~~technology~~testing ~~adoption~~and forensics laboratories use our instruments and ~~therapeutic~~software ~~developments~~and workflow solutions for ~~pharmaceutical~~applications ~~and~~such ~~molecular~~as ~~diagnostics~~analyzing ~~companies.~~evidence ~~After~~associated ~~decades~~with ofcrime, ~~investment~~screening inathletes ~~basic~~for ~~biomedical~~performance ~~research~~enhancing bydrugs, ~~government~~analyzing ~~funding~~samples ~~bodies~~for recreational drugs, ~~the~~or ~~focus~~detecting ~~has~~and ~~widened~~identifying tobiological and chemical warfare agents. Some of our instruments are used in mobile laboratories as well. Customers include ~~translational~~local, ~~research~~state, -federal, ~~multidisciplinary~~and ~~scientific~~international ~~efforts~~law ~~directed~~enforcement atagencies ~~accelerating~~and ~~therapy~~health ~~development~~laboratories.

The ~~Chemicals~~Food ~~& Advanced Materials~~ Market. Our ~~services,~~instruments ~~software~~ and ~~technical~~software ~~support~~solutions are used throughout the ~~chemicals~~food ~~sector~~production ~~in the development~~chain, ~~manufacturing,~~including ~~and~~incoming ~~quality control of commodity chemicals~~inspection, ~~specialty~~new ~~and~~product ~~agrochemicals~~development, ~~and fine chemicals. Chemical market customers use our services, software and technical support to maintain, optimize, and enable higher productivity and profitability for labs, and support~~ quality control and ~~compliance~~assurance, ~~with environmental~~ and ~~safety regulations~~packaging. ~~Additionally~~For example, our ~~services,~~mass ~~software~~spectrometer ~~and~~portfolio ~~technical~~is ~~support are~~ used to ~~support~~analyze ~~the~~contaminants ~~testing for safety, quality,~~ and ~~compliance~~residual ~~across~~pesticides ~~the~~in ~~value chains of advanced materials – including semiconductors, batteries, and specially engineered polymers and polymeric materials~~food. ~~The~~There ~~natural~~is ~~gas~~also ~~and~~a ~~petroleum~~significant ~~exploration~~food ~~and~~safety ~~refining~~market ~~markets~~involved ~~use~~in ~~our~~analyzing ~~services,~~food ~~software~~for ~~and~~pathogen ~~technical support to support quality control~~contamination, ~~environmental~~accurate ~~safety~~verification ~~reviews, analysis~~ of ~~crude~~species ~~oil~~type ~~composition,~~ and ~~improve~~evidence ~~their~~of ~~refining~~genetically ~~processes~~modified ~~and quality of products~~content.

The Environmental & Forensics Market. Our services support the environmental industry customers that perform laboratory and field analysis of chemical pollutants in air, water, soil and solid waste. Environmental industry customers include all levels of government, the industrial and manufacturing sectors, engineering and consulting companies, commercial testing laboratories and colleges and universities. Our services also support drug testing and forensics laboratories that are involved with analyzing evidence associated with crime, screening athletes for performance enhancing drugs, analyzing samples for recreational drugs, or detecting and identifying biological and chemical warfare agents. Customers include local, state, federal, and international law enforcement agencies and commercial testing laboratories.

The Food Market. Our services support the food production chain, including incoming inspection, new product development, quality control and assurance, and packaging. Our services also support the food safety market in their work to analyze food for concerns ranging from pathogen contamination and genetic modification to species verification and others.

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The ~~Diagnostics~~Academic and ~~Clinical~~Government Market. ~~Our~~This ~~services~~market ~~support~~consists ~~clinical~~primarily ~~diagnostic~~of ~~customers~~“not-for-profit” organizations and includes academic institutions, large government institutes and privately funded organizations. The academic and government market plays an influential role in ~~pathology~~technology ~~labs~~adoption ~~throughout~~and ~~the~~therapeutic ~~world~~developments for pharmaceutical and molecular diagnostics companies.

~~Agilent~~The ~~CrossLab~~Pharmaceutical ~~Services~~and Biopharmaceutical Market. This market consists of “for-profit” companies which participate across the pharmaceutical value chain in the areas of therapeutic research and ~~Applications~~discovery, preclinical efficacy, pharmacokinetic, safety testing, clinical trials, therapeutic manufacturing, quality assurance and quality control. Within the pharmaceutical market, a sub-segment of customers are focused on small molecule drugs known as new chemical entities and small molecule active pharmaceutical ingredients. Another sub-segment of the market is our biopharmaceutical customers, who are focused on biologic entities or biosimilar drugs for human or animal use. This biopharmaceutical classification also includes customers that manufacture biological components and/or biological active ingredients. Biologic drug components and active ingredients include monoclonal antibodies, antibody-drug conjugates, fusion or recombinant proteins, therapeutic proteins (e.g., cytokines and insulin), peptides, oligonucleotides, cell and gene therapy and vaccines. Additionally, due to the rapid development of novel targeted therapeutic modalities and the need for improved efficacy and patient stratification in the field of oncology, pharmaceutical companies are partnering with diagnostic companies to bring validated tests to the market with their new drugs.

~~Services~~Applied Markets - Products and ~~Support~~Applications

~~We offer a wide range of startup, operational, educational and compliance support services for our measurement and data handling systems.~~ Our ~~support services include maintenance, troubleshooting, repair and training for all of our chemical and bioanalytical instrumentation hardware and software~~ products. ~~With~~fall ~~advances~~into ~~in digital and virtual support technologies, many of those services can be offered remotely. Special service bundles have also been designed to meet~~ the ~~specific~~following ~~application~~main ~~needs~~areas of ~~various~~work: ~~industries.~~gas ~~As customers continue to outsource laboratory operations and consolidate suppliers~~chromatography, ~~our~~mass ~~enterprise services consist of a broad portfolio of integrated laboratory management services including instrument services~~spectrometry, ~~lab supply management~~spectroscopy, ~~asset~~vacuum ~~management,~~technology ~~procurement, informatics~~ and ~~scientific~~remarketed ~~services~~instruments. Advancements in our offering of software and service solutions will help our customers more efficiently operate a digitally connected smart lab that can derive value out of data analytics, artificial intelligence and robotics.

~~Agilent~~Our ~~CrossLab~~key ~~Customers~~products and applications include the following technologies:

WeGas ~~had approximately 50,000 Agilent CrossLab customers in fiscal year 2024. A significant number of our Agilent CrossLab customers are also customers of our life sciences and applied markets business.~~Chromatography

~~The~~Agilent ~~service~~is ~~business~~the isworld's ~~mostly~~leading ~~recurring~~provider inof ~~nature~~gas chromatographs, both laboratory and isportable ~~less~~models. ~~susceptible~~Gas chromatographs are used to ~~market~~separate ~~seasonality~~any gas, liquid or solid that can be vaporized and ~~industry~~then ~~cycles~~detect inthe ~~comparison~~molecules present to ~~our~~determine ~~instrument~~their ~~businesses~~identity and quantity. ~~The~~Agilent ~~vendor~~provides ~~neutral~~custom ~~portion~~or standard analyzers configured for specific chemical analysis applications, such as detailed speciation of ~~the~~a ~~portfolio~~complex ~~allows~~hydrocarbon stream, calculation of gas calorific values in the ~~business~~field, toor ~~perform~~analysis ~~relatively~~of ~~independent~~a ~~from~~new ~~our~~bio-fuel ~~instrument~~formulation. ~~business~~We also offer related software, accessories and consumables products for these and other similar instruments.

~~Agilent~~Gas ~~CrossLab~~Chromatography ~~Sales,~~Mass ~~Marketing and Support~~Spectrometry

WeA ~~deploy~~mass aspectrometer ~~multi-channel~~identifies ~~approach,~~and ~~marketing~~quantifies ~~services~~compounds tobased ~~our~~on ~~customers~~their ~~through~~molecular ~~direct~~mass ~~sales,~~and ~~electronic~~characteristic ~~commerce,~~patterns ~~resellers,~~of ~~manufacturers'~~fragment ~~representatives~~ion ~~and~~masses ~~distributors~~that result when a molecule is broken apart. WeA ~~primarily~~mass ~~use~~spectrometer ~~direct~~is ~~sales~~an toimportant ~~market~~tool ~~our~~in ~~solutions~~analyzing toa ~~our~~broad spectrum of analytes, from small molecules, such as pesticides, to large ~~accounts.~~molecules, ~~Sales~~such ~~agents~~as ~~supplement~~intact ~~direct~~proteins ~~sales~~and byother ~~providing~~biological ~~broader~~entities. ~~geographic~~Gas ~~coverage~~chromatography is commonly used to separate compounds and ~~coverage~~introduce ofthem ~~smaller~~to ~~accounts~~the mass spectrometer system. Our ~~active~~gas ~~reseller~~chromatography ~~program~~mass ~~augments~~spectrometry ~~our~~portfolio ~~ability~~includes toinstruments ~~provide~~built ~~more~~around ~~complete~~three ~~solutions~~main toanalyzer ~~our~~types ~~customers.~~- ~~Some~~single ofquadrupole, ~~our~~triple ~~service~~quadrupole, ~~contract~~and ~~sales~~quadrupole ~~are~~time-of-flight. ~~processed~~We bysignificantly expanded our ~~digital~~mass ~~commerce~~spectrometry ~~infrastructure.~~portfolio ~~All~~in ~~channels~~recent ~~are~~years ~~supported~~with bya ~~technical~~focus ~~product~~on ~~and~~improving ~~application~~performance, ~~specialists~~sensitivity, toprecision, ~~meet~~robustness, ~~our~~ease ~~customers'~~of ~~specific~~use ~~requirements~~and onboard intelligence.

We deliver our support services to customers in a variety of ways, including on-site assistance with repair or exchange of returned products, as well as a growing number of remote service delivery options. In addition to the traditional telephone support and on-site service, our teams remotely engage customers through various digital tools and omni-channel platforms. We also offer special industry-focused service bundles that are designed to meet the specific needs of pharmaceutical and biopharmaceutical, advanced materials, environmental and hydrocarbon processing customers to keep instruments fully operational and compliant with the respective industry requirements. Our products typically come with standard warranties, and extended warranties are available for additional cost.Spectroscopy

~~Agilent~~Spectroscopy ~~CrossLab~~is ~~Manufacturing~~a technique for analyzing the individual chemical components of substances based on the absorption or emission of electromagnetic radiation of specific wavelengths of light. Our spectroscopy instruments include atomic absorption spectrometers, microwave plasma-atomic emission spectrometers, inductively coupled plasma optical emission spectrometry, inductively coupled plasma mass spectrometry, fluorescence spectrophotometers, ultraviolet-visible spectrophotometers, fourier transform infrared spectrometers, near-infrared spectrometers, raman spectrometers and sample automation products. We also offer related software, accessories and consumables products for these and other similar instruments.

Our direct service delivery organization is regionally based and operating in 28 countries.

Agilent CrossLab Competition

Our principal competitors in the services arena include many of our competitors from the instrument business such as: Danaher Corporation, PerkinElmer Inc., Shimadzu Corporation, Thermo Fisher Scientific Inc. and Waters Corporation, as well as numerous niche service providers. We compete on the basis of reliability, support quality, applications expertise, global channel coverage and price.

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Vacuum Technology

Remarketed Instruments

We refurbish and resell certified pre-owned instruments to value-oriented customers who would like Agilent quality and performance at a budget conscious price.

Applied Markets - Customers

We had approximately 17,200 customers for our Applied Markets segment in fiscal year 2025. A significant number of our Applied Markets customers are also customers of our Agilent CrossLab segment.

Applied Markets - Sales, Marketing and Support

We deploy a multi-channel approach, marketing products to our customers through direct sales, electronic commerce, resellers, manufacturers' representatives and distributors. We primarily use direct sales to market our solutions to our pharmaceutical, biopharmaceutical, life science research and applied market accounts. Sales agents supplement direct sales by providing broader geographic coverage and coverage of smaller accounts. Our active reseller program augments our ability to provide more complete solutions to our customers. We sell our consumables products through distributors, electronic commerce and direct sales.

Our products typically come with standard warranties, and extended warranties are available for additional cost.

Applied Markets - Manufacturing

Our manufacturing supports our diverse product range and customer-centric focus. We assemble highly configurable products to individual customer orders and make standard products to stock. We employ advanced manufacturing techniques and supply chain management systems to reduce costs and manufacturing cycle times. Our manufacturing process then converts these designs into standard as well as custom products for shipment to customers. We selectively use third parties to provide some supply chain processes for manufacturing, warehousing and logistics. Inside the U.S., we have a manufacturing facility in Delaware. Outside of the U.S., we have manufacturing facilities in Australia, China, Italy, Malaysia, and Singapore.

Applied Markets - Competition

The markets for analytical instruments in which we compete are characterized by evolving industry standards and intense competition. Our principal competitors in the applied markets arena include: Danaher Corporation, PerkinElmer Inc., Shimadzu Corporation, Thermo Fisher Scientific Inc. and Waters Corporation. We compete on the basis of product performance, reliability, support quality, applications expertise, global channel coverage and price.

Global Infrastructure Organization

We provide support to our ~~businesses~~business segments through our global infrastructure organization. This support includes services in the areas of finance, tax, treasury, legal, real estate, insurance services, workplace services, human resources, information technology services, quality and regulatory services, corporate development and other corporate infrastructure expenses. Generally, these organizations are managed from Santa Clara, California, with operations and services provided worldwide. As of October 31, ~~2024~~2025, our global infrastructure organization employed approximately 1,900 people worldwide.

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Agilent Order Fulfillment Organizations

Our order fulfillment and supply chain organization (“"OFS”") focuses on order fulfillment and supply chain operations in our businesses. OFS provides resources for manufacturing, engineering, logistics, and strategic sourcing to our respective businesses. In general, OFS employees are dedicated to specific businesses and the associated costs are directly allocated to those businesses.

The following discussions of Research and Development, Backlog, Intellectual Property, Materials, Environmental, Regulatory Affairs and Human Capital Management include information common to each of our ~~businesses~~business segments.

Research and Development

We anticipate that we will continue to have significant research and development expenditures in order to maintain our competitive position with a continuing flow of innovative, high-quality products and services. Our research and development efforts focus on potential new products and product improvements covering a wide variety of technologies, none of which is individually significant to our operations. Our research seeks to improve on various technical competencies in software, systems and solutions. In each of these research fields, we conduct research that is focused on specific product development for release in the short-term as well as other research that is intended to be the foundation for future products over a longer time-horizon. Most of our product development research is designed to improve products already in production, focus on major new product releases, and develop new product segments for the future. We remain committed to invest significantly in research and development and have focused our development efforts on key strategic opportunities to align our business with available markets and position ourselves to capture market share.

Backlog

We believe that backlog is not a meaningful indicator of future business prospects for our business segments since a significant portion of our revenue for a given quarter is derived from the current quarter's orders. Therefore, we believe that backlog information is not material to an understanding of our business.

Intellectual Property

We generate patent and other intellectual property rights covering significant inventions and other innovations in order to create a competitive advantage. While we believe that our licenses, patents and other intellectual property rights have value, in general no single license, patent or other intellectual property right is in itself material. In addition, our intellectual property rights may be challenged, invalidated or circumvented or may otherwise not provide significant competitive advantage.

Materials

Our ~~life~~Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets, ~~diagnostics~~Agilent ~~and~~CrossLab ~~genomics~~ and ~~Agilent~~Applied ~~CrossLab~~Markets ~~businesses~~segments all purchase materials from thousands of suppliers on a global basis. Some of the parts that require custom design work are not readily available from alternate suppliers due to their unique design or the length of time necessary for design work. Our long-term relationships with suppliers allow us to proactively manage technology road maps and product discontinuance plans and monitor their financial health. To address any potential disruption in our supply chain, we use a number of techniques, including qualifying multiple sources of supply and redesign of products for alternative components. In addition, while we generally attempt to keep our inventory at minimal levels, we do purchase incremental inventory as circumstances warrant to protect the supply chain.

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Environmental

Our research and development, manufacturing and distribution operations involve the use of hazardous substances and are regulated under international, federal, state and local laws governing health and safety and the environment. We apply strict standards for protection of the environment and occupational health and safety to sites inside and outside the U.S., even if not subject to regulation imposed by foreign governments. We believe that our properties and operations at our facilities comply in all material respects with applicable environmental laws and occupational health and safety laws. We are also regulated under a number of international, federal, state, and local laws regarding recycling, product packaging and product content requirements. We believe we are substantially in compliance with such environmental, product content/disposal and recycling laws. We also maintain a comprehensive Environmental Site Liability insurance policy which may cover certain clean-up costs or legal claims related to environmental contamination. This policy covers specified active, inactive and divested locations.

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Climate change may impact our business by increasing operating costs due to impairments of our facilities and distribution systems, disruptions to our manufacturing processes and additional regulatory requirements. Although we address these potential risks in our business continuity planning, such events could make it difficult for us to deliver products and services to our customers and cause us to incur substantial expense.

In addition to monitoring and managing compliance with environmental regulations, we strive to advance our sustainability practices. In 2021, we announced our goal to achieve net-zero greenhouse gas emissions by 2050. In 2023, we announced near and long term greenhouse gas emission reduction targets ~~which were validated by the Science Based Targets initiative ("SBTi")~~. ~~We also aim to provide transparency on our approach to sustainability management through our annual ESG report.~~

Regulatory Affairs

A number of our products and services are subject to regulation by the ~~FDA~~U.S. Food and Drug Administration, the U.S. Department of Health and Human Services, the Centers for Medicare and Medicaid Services and certain similar foreign regulatory agencies. These regulations govern a wide variety of product and service related activities, from quality management, design and development to manufacturing, labeling, promotion, sales and distribution. If we fail to comply with ~~FDA~~the U.S. Food and Drug Administration regulations and other applicable regulatory requirements or are perceived to potentially have failed to comply, we may face, among other things, warning letters; adverse publicity; investigations or notices of non-compliance, fines, injunctions, and civil or criminal penalties; import or export restrictions; partial suspensions or total shutdown of production facilities or the imposition of operating restrictions; suspension or revocation of our license to operate; increased difficulty in obtaining required ~~FDA~~U.S. Food and Drug Administration clearances or approvals or foreign equivalents; seizures or recalls of our products or those of our customers; or the inability to sell our products. In ~~Europe~~May 2022, the European Union ~~has~~began ~~started~~enforcing ~~to enforce new requirements, known as~~ the EU In Vitro Diagnostic Regulation ~~(“EU IVDR”)~~, which imposes stricter requirements for the marketing and sale of in vitro diagnostics in the European Union. These regulations are more stringent in a variety of areas, including clinical evidence requirements, quality management systems and post-market surveillance activities. ~~The EU IVDR requirements became effective starting in May 2022.~~

We are subject to laws and regulations governing government contracts, and failure to address these laws and regulations or comply with government contracts could harm our business by leading to a reduction in revenue associated with these customers. We have agreements relating to the sale of our products to government entities and, as a result, we are subject to various statutes and regulations that apply to companies doing business with the government. We are also subject to investigation for compliance with the regulations governing government contracts. A failure to comply with these regulations could result in suspension of these contracts, criminal, civil and administrative penalties or debarment.

We are also subject to various significant international, federal, state and local regulations in the areas of health and safety, packaging, product content, employment, labor and immigration, import/export controls, trade restrictions and anti-competition. In addition, geopolitical instability and evolving trade regulations, including tariffs, sanctions, and export controls, may restrict our ability to ship products globally or source critical components. These developments can increase costs, disrupt supply chains, and require operational adjustments. A failure to comply with these regulations could result in penalties, loss of export privileges, and reputational harm. Violations of these laws and regulations could result in fines and penalties, criminal sanctions, restrictions on our business conduct and on our ability to offer our products in one or more countries, and could also materially affect our brand, our ability to attract and retain employees, our international operations, our business and our operating results.

In addition, as a global organization, we are subject to data privacy and security laws, regulations, and customer-imposed controls in numerous jurisdictions as a result of having access to and processing confidential, personal, sensitive and/or patient health data in the course of our business. Global privacy laws, including the EU's General Data Protection Regulation ("GDPR”), Brazil’s Lei Geral de Protecao de Dados, China's Personal Information Protection Law and Data Security Law, and the California Consumer Privacy Act, apply to our activities involving the processing of personal data, both in relation to our product and service offerings and the management of our workforce. The global proliferation of privacy laws, with governmental authorities around the world passing or considering passing legislative and regulatory proposals concerning privacy and data protection, continues to result in new requirements regarding the handling of personal data, with many such laws imposing significant penalties for non-compliance (including possible fines of up to four percent of total company revenue under the GDPR). Each of these privacy, security and data protection laws and regulations could impose significant limitations and increase our cost of providing our products and services where we process end user personal data and could harm our results of operations and expose us to significant fines, penalties and other damages.

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privacy and data protection, continues to result in new requirements regarding the handling of personal data, with many such laws imposing significant penalties for non-compliance (including possible fines of up to four percent of total company revenue under the GDPR). Each of these privacy, security and data protection laws and regulations could impose significant limitations and increase our cost of providing our products and services where we process end user personal data and could harm our results of operations and expose us to significant fines, penalties and other damages.

While we believe we are in compliance in all material respects with such laws and regulations, any noncompliance could result in substantial fines or otherwise restrict our ability to operate and thereby have an adverse effect on our financial condition. To date, none has had a material impact on our operations.

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Human Capital Management

As of October 31, ~~2024~~2025, we employed approximately 1718,~~900~~100 persons, of whom approximately 7,~~000~~100 were based in the Americas, 4,400 in Europe and 6,~~500~~600 in Asia Pacific. We also leverage temporary workers to provide flexibility for our business and manufacturing needs.

Mission. Our instruments, software, services, solutions and people provide trusted answers to customers’ most challenging questions. Whether we are working with our customers to keep food supplies safe, improve the quality of air, water and soil, or fight cancer with more precise diagnoses and targeted treatments, our employees share a passion and commitment to advancing the quality of life. We believe that our future success largely depends upon our continued ability to attract and retain highly skilled employees in order to fulfill that commitment.

Engagement. We engage with our employees through consultation, surveys, ad-hoc feedback and reviews. Our executive officers hold all-managers meetings on a quarterly basis to provide business updates and answer questions. We conduct ~~an annual~~ leadership ~~survey~~surveys that ~~allows~~allow employees to provide feedback on leadership effectiveness, culture and job satisfaction. We have an open-door policy where employees are encouraged and empowered to bring issues to management’s attention. Employees have regular performance reviews with immediate supervisors. Employee sessions are held regularly to share business and market updates and answer employee questions.

~~Diversity~~People and ~~Inclusion~~Culture. As a global company, much of our success is rooted in ~~the diversity of~~ our ~~teams and our~~ commitment to ~~inclusion.~~a Wework ~~value~~culture ~~diversity~~that atvalues ~~all~~broad ~~levels~~perspectives, ~~and~~respect ~~continue~~for toothers, ~~focus on extending our diversity~~ and ~~inclusion~~strong ~~initiatives~~engagement across ~~our entire workforce, from providing managers transparency of their workforce pay equity to working with managers to develop strategies for building diverse teams to promoting~~ the ~~advancement of leaders from different backgrounds~~company. Agilent is ~~committed to creating a diverse work environment and is~~ proud to be an equal opportunity employer. We believe in ana ~~inclusive~~ workforce, where employees ~~from~~with adifferent ~~number~~perspectives ~~of cultures~~ and ~~countries~~backgrounds are engaged and encouraged to leverage their collective talents. As of October 31, 2024, approximately 38 percent of our full-time employees were female. Approximately 50 percent of our board is comprised of directors representing underrepresented groups as of the date of this report. We have launched a number of company-wide initiatives including employee-network groups aimed at promoting engagement of traditionally historically underrepresented groups of employees.

Retention. We provide our employees with competitive salaries and bonuses, opportunities for equity ownership, development programs that enable continued learning and growth and a robust employment package that promotes well-being across all aspects of their lives, including health care, retirement planning and paid time off. Our benefits are offered to eligible employees and comply with local legal requirements. We have a number of programs and policies designed to help employees in our ~~diverse~~ workforce manage their work and personal lives while meeting company objectives for business success, including flexible work arrangements, health and welfare benefits, employee and family assistance plans and parental leave.

Development. As part of our promotion and retention efforts, we also invest in ongoing leadership development for current and rising managers. Training at Agilent takes several forms: face-to-face classroom experiences, on-the-job learning, virtual classroom events and self-paced e-learning. We are committed to providing an environment in which employees can expand their knowledge, develop new skills, and contribute their best work. Our culture of continuous development instills in our employees the behaviors that bring our values to life every day. We encourage our people to stay up-to-date on current research and technology while enhancing their current skills and growing new skills to meet future needs; we also put special emphasis on training managers at all levels to effectively communicate, role model and reinforce our values and culture.

Health and Safety. The health and safety of our employees is a top priority for us. Our environmental, health and safety ~~("EHS")~~ management system provides a framework for assessing and managing risks relating to health and safety. We ensure managers and employees receive periodic workplace safety training and provide wellness programs that contribute to the productivity, health, and well-being of employees. In addition, our crisis management program includes a global tool that enables us to reach, locate and support employees in travel or in crisis areas. We regularly evaluate and review with senior management the performance of our programs and processes.

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enables us to reach, locate and support employees in travel or in crisis areas. We regularly evaluate and review with senior management the performance of our programs and processes.

Community. Each year our employees throughout the world devote thousands of volunteer hours to community service activities. Our employees may take up to six days of paid time off each year for volunteer activities with charities and organizations. We also support a giving program, which provides employees the opportunity to support a broad range of eligible non-profit organizations in their communities in the areas of health and human services, arts and culture, education and literacy, environment and conservation, and family and civic betterment.

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Information about our Executive Officers

The names of our current executive officers and their ages, titles and biographies appear below:

~~Henrik~~Bret ~~Ancher-Jensen~~DiMarco, 5957, has served as our Senior Vice President, Agilent and ~~President,~~Chief ~~Order~~Legal ~~Fulfillment~~Officer and ~~Supply~~Secretary ~~chain~~ since ~~September~~July ~~2013~~2024. ~~From~~Prior ~~September 2012~~ to ~~September~~joining ~~2013~~Agilent, ~~Mr.~~he ~~Ancher-Jensen~~ served as ~~our~~the ~~Vice~~Chief ~~President~~Legal Officer at Pendo.io Incorporated, ~~Global~~a ~~Product~~privately ~~Supply~~held company, ~~Diagnostics~~from ~~and~~September ~~Genomics~~2022 ~~Group~~to June 2024. From ~~September~~June ~~2010~~2006 to ~~September~~July ~~2012~~2022, he ~~served~~held asseveral ~~Corporate~~positions ~~Vice~~at ~~President~~Coherent, ~~Global~~Inc., ~~Operations~~including ofExecutive ~~Dako~~Vice ~~A/S~~President, aGeneral ~~Danish~~Counsel, ~~diagnostics~~Chief ~~company,~~Legal Officer and Corporate Secretary until its acquisition by II-VI Incorporated after which he served as ~~Dako’s~~a ~~Vice~~Special Advisor to the President until September 2022. Since September 2004, ~~Supply~~Mr. ~~Chain~~DiMarco ~~and~~has ~~Chief~~been ~~Information~~an ~~Officer~~Adjunct ~~from~~Associate ~~2006~~Professor toof ~~September~~Law ~~2010~~at the University of California College of the Law, San Francisco. ~~Prior~~ toFrom ~~joining~~October ~~Dako~~2023 to present, heMr. ~~spent~~DiMarco ~~more~~has ~~than~~been 15the ~~years~~Chair inof ~~senior~~the ~~management~~Nasdaq ~~roles~~Exchange Nominating Committee and ~~management~~a ~~consulting~~member ~~with~~of ~~Chr~~the Nasdaq Exchange Review Council. ~~Hansen,~~Mr. ~~Deloitte~~DiMarco ~~Consulting~~was previously a member and ~~NVE~~associate at Wilson Sonsini Goodrich & Rosati, P.C., a multinational law firm.

~~Bret~~Adam ~~DiMarco~~S. Elinoff, 5648, has served as our Senior Vice President, Agilent and Chief ~~Legal~~Financial Officer ~~and Secretary~~ since ~~July~~November ~~2024~~2025. Prior to joining Agilent, he served as ~~the~~Vice ~~Chief~~President, ~~Legal~~Investor ~~Officer~~Relations atand ~~Pendo~~Treasurer of Amgen Inc.io ~~Incorporated~~("Amgen"), a ~~privately~~global ~~held~~biotechnology company, from ~~September~~July ~~2022~~2025 to ~~June~~October ~~2024~~2025. ~~From~~Mr. ~~June~~Elinoff ~~2006~~joined toAmgen ~~July~~in ~~2022,~~2006 heand has held ~~several~~a ~~positions~~series atof ~~Coherent~~finance, ~~Inc.~~strategy, ~~including Executive Vice President, General Counsel, Chief Legal Officer~~ and ~~Corporate~~transformation ~~Secretary~~roles ~~until~~of ~~its~~increasing ~~acquisition~~responsibility. byFrom ~~II-VI~~2023 ~~Incorporated~~to ~~after~~July ~~which~~2025, heMr. Elinoff served as aVice ~~Special Advisor to the~~ President, ~~until~~Finance ~~September~~and ~~2022~~Treasurer. ~~Since~~From ~~September~~2020 ~~2004~~to 2023, ~~Mr.~~he ~~DiMarco~~served ~~has~~as ~~been~~Regional anChief ~~Adjunct~~Financial ~~Associate~~Officer ~~Professor~~for ofEurope, ~~Law~~Middle atEast, ~~the~~Africa, ~~University~~Latin ~~of California College of the Law~~America, ~~San~~and ~~Francisco~~Canada. From ~~October~~2017 ~~2023~~ to ~~present~~2020, ~~Mr.~~he ~~DiMarco~~served ~~has~~as ~~been~~Executive ~~the~~Director ~~Chair of the Nasdaq Exchange Nominating Committee~~ and aHead ~~member~~ of ~~the~~Corporate ~~Nasdaq~~Financial ~~Exchange~~Planning ~~Review Council. Mr. DiMarco was previously a member~~ and ~~associate at Wilson Sonsini Goodrich & Rosati, P~~Analysis.~~C., a multinational law firm.~~

Rodney Gonsalves, 5960, has served as our Vice President, Corporate Controllership and Chief Accounting Officer since May 2015 and served as our interim Chief Financial Officer from July 2025 to November 2025. From September 2009 to May 2015, Mr. Gonsalves served as Vice President and operational CFO for various business groups within the company~~, most recently for the Life Sciences and Applied Markets Group~~. Prior to that, Mr. Gonsalves served in various capacities for Agilent, including as vice president of Investor Relations, controller, corporate governance and customer financing in Agilent’s Global Infrastructure Organization, and controller for the Photonics Systems Business Unit. Before joining Agilent, Mr. Gonsalves held a variety of positions in finance with Hewlett-Packard Company.

~~Jonah~~Meghan ~~Kirkwood~~Henson, 4456, has served as our Senior Vice President, Agilent and Chief ~~Commercial~~Human Resources Officer since March 2025. Prior to joining Agilent, ~~Commercial~~she ~~Organization~~served ~~since~~as ~~November~~the ~~2024~~Chief People Officer of Aetna Inc., ~~From~~a ~~June~~health insurance company, from August 2023 to October 2024. She also served as Chief Human Resources Officer at Avantor, MrInc., ~~Kirkwood~~a ~~led~~biotechnology, ~~Agilent's~~chemicals, ~~Global~~and ~~Sales~~pharmaceutical ~~organization~~company, ~~for~~from ~~Laboratory~~December ~~Solution~~2020 ~~Sales~~to asAugust ~~well~~2023, asat ~~the~~XPO, ~~Greater~~Inc., ~~China~~a ~~Sales~~transportation ~~organization.~~company, ~~Mr.~~from ~~Kirkwood~~June ~~led~~2016 ~~our~~to ~~Commercial~~September ~~Marketing~~2020, and ~~Operations~~at ~~teams~~Chubb Limited, an insurance company, from ~~November~~January ~~2021~~2013 to ~~May~~April ~~2023~~2016. ~~Prior~~From November 2004 to ~~that~~January 2013, heMs. Henson held various senior human resources positions inat ~~Agilent.~~PepsiCo, MrInc., ~~Kirkwood~~a ~~first~~food ~~joined~~and ~~Agilent~~beverage incompany, ~~2010~~including ~~after~~Chief ~~Agilent~~Human ~~acquired~~Resources ~~Varian~~Officer for Global Functions.

~~Simon~~Jonah ~~May~~Kirkwood, 5345, has served as our Senior Vice President, Agilent and ~~President,~~Chief ~~Diagnostics~~Commercial ~~and~~Officer, ~~Genomics~~Commercial ~~Group~~Organization since ~~May~~November 2024. ~~Prior~~From toJune ~~joining~~2023 ~~Agilent, he served as Executive Vice President and President of the Life Science Group at Bio-Rad Laboratories (“Bio-Rad”) from January 2022~~ to ~~May~~October 2024~~. During his 10-year tenure at Bio-Rad~~, Mr. ~~May~~Kirkwood ~~held~~led ~~various~~Agilent's ~~leadership~~Global ~~roles~~Sales ~~including~~organization ~~that~~for ofLaboratory ~~Senior~~Solution ~~Vice~~Sales ~~President,~~as ~~General~~well ~~Manager~~as of the ~~Digital~~Greater ~~Biology~~China ~~Group~~Sales ~~from~~organization. ~~January~~Mr. ~~2020~~Kirkwood toled ~~December~~our ~~2021~~Commercial Marketing and asOperations ~~Senior~~teams ~~Vice~~from ~~President~~November of2021 ~~Global~~to ~~Commercial~~May ~~Operations~~2023. ~~from~~Prior ~~October 2015~~ to ~~January~~that, ~~2020.~~he ~~Before~~held ~~joining~~various ~~Bio-Rad~~positions in ~~2014,~~Agilent. Mr. ~~May~~Kirkwood ~~held~~first ~~positions~~joined atAgilent ~~Thermo~~in ~~Fisher~~2010 ~~Scientific~~with ~~for~~its 10acquisition ~~years~~of Varian.

~~Padraig~~Simon ~~McDonnell~~May, 5354, has served as our Senior Vice President, Agilent and ~~Chief~~President, ~~Executive~~Life ~~Officer~~Sciences and Diagnostics Markets Group since May 2024. ~~From~~ ~~February~~Prior ~~2024~~ to ~~May~~joining ~~2024~~Agilent, he served as ~~Senior~~Executive Vice President, ~~Chief Operating Officer~~ and ~~CEO-elect.~~President Mrof ~~McDonnell~~the ~~served~~Life asScience ~~Chief~~Group ~~Commercial~~at ~~Officer~~Bio-Rad ~~and~~Laboratories ~~President,~~("Bio-Rad") ~~Agilent CrossLab Group~~ from ~~November~~January ~~2021~~2022 to ~~February~~May 2024. ~~From~~During ~~May~~his ~~2020~~10-year totenure ~~November~~at ~~2021~~Bio-Rad, ~~he served as Senior Vice President, Agilent and President, Agilent CrossLab Group~~Mr. ~~From~~May ~~November~~held ~~2016~~various toleadership ~~April~~roles ~~2020,~~including hethat ~~served~~of asSenior ~~our~~ Vice President, ~~and~~ General Manager of the ~~Chemistries~~Digital ~~and~~Biology ~~Supplies~~Group ~~Division.~~from ~~Prior~~January 2020 to ~~that,~~December he2021 ~~served~~and as ~~our~~Senior Vice President ~~and~~of ~~General~~Global ~~Manager~~Commercial ofOperations ~~EMEAI~~from ~~Laboratory~~October ~~Solutions~~2015 ~~Sales.~~to MrJanuary 2020. ~~McDonnell~~Before ~~has~~joining ~~previously~~Bio-Rad ~~held~~in a2014, ~~variety~~Mr. ofMay held positions ~~with~~at ~~Agilent~~Thermo ~~and~~Fisher ~~Hewlett-Packard~~Scientific ~~Company~~for 10 years.

16Padraig McDonnell, 54, has served as our President and Chief Executive Officer since May 2024. From February 2024 to May 2024, he served as Senior Vice President, Chief Operating Officer and CEO-elect. Mr McDonnell served as Chief Commercial Officer and President, Agilent CrossLab Group from November 2021 to February 2024. From May 2020 to November 2021, he served as Senior Vice President, Agilent and President, Agilent CrossLab Group. From November 2016 to April 2020, he served as our Vice President and General Manager of the Chemistries and Supplies Division. Prior to that, he served as our Vice President and General Manager of EMEAI Laboratory Solutions Sales. Mr. McDonnell has previously held a variety of positions with Agilent and Hewlett-Packard Company.

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~~Robert~~Angelica WA. ~~McMahon~~Reimann, 5655, has served as our Senior Vice President, Agilent ~~since~~and ~~August~~President, ~~2018~~Agilent ~~and~~CrossLab asGroup ~~our~~since ~~Chief~~February ~~Financial~~2024. From ~~Officer~~August ~~since~~2021 ~~September~~to ~~2018.~~February He2024, ~~previously~~she served as ~~the~~Vice ~~Chief~~President ~~Financial~~and ~~Officer~~General Manager of ~~Hologic,~~Agilent ~~Inc.,~~CrossLab aServices ~~medical~~Division. ~~technology~~Ms. ~~company~~Riemann ~~from~~served ~~May~~as ~~2014~~Vice toPresident ~~August~~and ~~2018. Prior~~General toManager ~~Hologic,~~of ~~Mr.~~the ~~McMahon~~Chemistries ~~spent~~and 20Supplies ~~years~~Division ~~with~~from ~~Johnson~~May &2020 ~~Johnson~~to ~~most~~August ~~recently~~2021. asFrom ~~Worldwide~~March ~~Vice~~2019 ~~President~~to ofMay ~~Finance~~2020, ~~and~~she ~~Business~~was ~~Development~~Vice ~~for~~President ~~Ortho~~and ~~Clinical~~General ~~Diagnostics~~Manager ~~a division~~ of ~~Johnson~~the &Chemistries ~~Johnson's~~Division. ~~Medical~~Prior ~~Device~~to ~~and~~March ~~Diagnostics~~2019, ~~Group.~~she ~~Since~~held ~~July~~leadership ~~2023,~~roles ~~Mr.~~in ~~McMahon~~the ~~has~~Chemistries ~~served~~Division, asMass aSpectrometry ~~member~~Division ofand the ~~Board~~Americas ofField ~~Directors~~Organization ofsales ~~Orasure Technologies, Inc~~organization.

~~Angelica~~Mike ~~A. Reimann~~Zhang, 5450, has served as our Senior Vice President, Agilent and President, ~~Agilent~~Applied ~~CrossLab~~Markets Group since ~~February~~November 2024. From August ~~2021~~ to ~~February~~November 2024, ~~she~~he served as Vice President and General Manager of ~~Agilent~~the ~~CrossLab~~Gas ~~Services~~Phase Division. Mswithin the former Life Sciences and Applied Markets Group. ~~Riemann~~Prior ~~served~~to asthat, Mr. Zhang was Vice President and General Manager offor the ~~Chemistries~~Gas ~~and~~Phase ~~Supplies~~Separations Division from ~~May~~January 2020 to August ~~2021~~2024. ~~From~~He ~~March~~previously ~~2019~~held tovarious ~~May~~leadership ~~2020,~~roles ~~she~~in ~~was~~manufacturing ~~Vice~~over ~~president~~the ~~and~~span ~~General~~of ~~Manager~~his of22 ~~the~~years ~~Chemistries~~at ~~Division~~Agilent. ~~Prior~~He towas a manufacturing engineer at Agilent’s Shanghai site from March 2002 to December 2019,. ~~she~~He also held various leadership roles in ~~the~~Agilent’s ~~Chemistries~~Order ~~Division,~~Fulfillment ~~Mass~~and ~~Spectrometry~~Supply ~~Division~~Chain organization and ~~the~~was ~~Americas~~named ~~Field~~global ~~Organization~~manufacturing ~~sales~~manager ~~organization~~for gas chromatography operations and general manager of Agilent’s Shanghai site in April 2016.

Mike Zhang, 49, has served as our Senior Vice President, Agilent and President, Applied Markets Group since November 2024. From August to November 2024, he served as Vice President and General Manager of the Gas Phase Division within the former Life Sciences and Applied Markets Group. Prior to that, Mr. Zhang was Vice President and General Manager for the Gas Phase Separations Division from January 2020 to August 2024. He previously held various leadership roles in manufacturing over the span of his 22 years at Agilent. He was a manufacturing engineer at Agilent’s Shanghai site from March 2002 to December 2019. He also held various leadership roles in Agilent’s Order Fulfillment and Supply Chain organization and was named global manufacturing manager for GC operations and general manager of Agilent’s Shanghai site in April 2016.

Investor Information

We are subject to the informational requirements of the Securities Exchange Act of 1934 ~~(“Exchange Act”)~~. Therefore, we file periodic reports, proxy statements and other information with the Securities and Exchange Commission ~~(“SEC”)~~. The ~~SEC~~Securities and Exchange Commission maintains an Internet site (https://www.sec.gov) that contains reports, proxy and information statements and other information regarding issuers that file electronically.

Our financial and other information can be accessed at our Investor Relations website. The address is www.investor.agilent.com. We make available, free of charge on our website, electronic copies of our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after filing such material electronically or otherwise furnishing it to the ~~SEC~~Securities and Exchange Commission.

Our Amended and Restated Bylaws, Corporate Governance Standards, the charters of our Audit and Finance Committee, our Compensation Committee, our Executive Committee and our Nominating/Corporate Governance Committee, as well as our Standards of Business Conduct (including code of ethics provisions that apply to our principal executive officer, principal financial officer, principal accounting officer and senior financial officers) are available on our website at www.investor.agilent.com under “Governance”.”

Item 1A. Risk Factors

Business and Strategic Risks

General economic conditions may adversely affect our operating results and financial condition.

Our business is sensitive to negative changes in general economic conditions, both inside and outside the United States. Slower global economic growth, increasing interest rates, inflationary pressures, instability and uncertainty in the markets in which we operate may adversely impact our business resulting in:

•reduced demand and longer sales cycle for our products, delays in the shipment of orders, or increases in order cancellations;

•increased risk of excess and obsolete inventories;

•increased price pressure for our products and services; and

•greater risk of impairment to the value, and a detriment to the liquidity, of our investment portfolio.

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Our operating results and financial condition could be harmed if the markets into which we sell our products decline or do not grow as anticipated.

Visibility into our markets is limited. Our quarterly sales and operating results are highly dependent on the volume and timing of orders received during the fiscal quarter, which are difficult to forecast and may be cancelled by our customers. In addition, our revenue and earnings forecasts for future fiscal quarters are often based on the expected seasonality of our markets. However, the markets we serve do not always experience the seasonality that we expect as customer spending policies and budget allocations, particularly for capital items, may change. Any decline in our customers' markets or in general economic conditions has in the past and may in the future result in a reduction in demand for our products and services. Also, if our customers' markets decline, we may not be able to collect on outstanding amounts due to us. Such declines could harm our consolidated financial position, results of operations, cash flows and stock price, and could limit our profitability. Also, in such an environment, pricing pressures could intensify. Since a significant portion of our operating expenses is relatively fixed in nature due to sales, research and development and manufacturing costs, if we were unable to respond quickly enough, these pricing pressures could further reduce our operating margins.

Economic, political, foreign currency and other risks associated with international sales and operations could adversely affect our results of operations.

Because we sell our products worldwide, our business is subject to risks associated with doing business internationally. We anticipate that revenue from international operations will continue to represent a majority of our total revenue. International revenue and costs are subject to the risk that fluctuations in foreign currency exchange rates could adversely affect our financial results when translated into U.S. dollars for financial reporting purposes. The overall effect of changes in foreign currency exchange rates had no impact on revenue growth for the year ended October 31, 2025 when compared to the same period last year. Typically, when movements in foreign currency exchange rates have a negative impact on revenue, they will also have a positive impact on our profitability by reducing our costs and expenses, or vice versa. In addition, many of our employees, contract manufacturers, suppliers, job functions, outsourcing activities and manufacturing facilities are located outside the United States. Accordingly, our results of operations and financial condition could be negatively affected by a variety of factors, including:

•interruption to transportation flows for delivery of parts and other inputs to us and our products to our customers;

•ongoing instability or changes in a specific country's or region's political, economic or other conditions, including inflation, recession, interest rate fluctuations and actual or anticipated military or political conflicts, including uncertainties and instability in economic and market conditions caused by pandemics like COVID-19, conflicts in Ukraine/Russia and the Middle East, and political and trade uncertainties in the greater China region;

•changes in diplomatic and trade relationships, as well as changes to tariffs, trade protection measures, import or export licensing requirements, new or different customs duties, trade embargoes and sanctions and other trade barriers;

•tariffs imposed by the United States on goods from other countries and tariffs imposed by other countries on U.S. goods, including tariffs and trade policies by the U.S. government on various imports from China and by the Chinese government on certain U.S. goods;

•negative consequences from changes in or differing interpretations of laws and regulations, including those related to tax and import/export;

•difficulty in staffing and managing widespread operations;

•differing labor regulations; and

•differing protection of intellectual property.

We sell many of our products internationally. Furthermore, we source many components and materials for our products from and have manufacturing operations in several countries. Future tariffs and tariffs already implemented could have a negative impact on our business, results of operations and financial condition. It may be time-consuming and expensive for us to alter our business operations in order to adapt to any such change. Further, additional tariffs, the scope and duration of which, if implemented, remain uncertain, and the potential commencement and escalation of a trade war and retaliatory measures could have a material adverse effect on our business, results of operations and financial condition.

Most of our accounting and tax processes including general accounting, cost accounting, accounts payable, accounts receivable and tax functions are centralized at locations in India and Malaysia. If economic, political, health or other conditions change in those countries, it may adversely affect operations, including impairing our ability to pay our suppliers and collect

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our receivables. Our results of operations, as well as our liquidity, may be adversely affected and possible delays may occur in reporting financial results.

In addition, a significant amount of certain types of expenses, such as payroll, utilities, tax, and marketing expenses, are paid in local currencies. Our hedging programs reduce, but do not always entirely eliminate the impact of currency exchange rate movements within any given twelve-month period. Therefore fluctuations in exchange rates, including those caused by currency controls, could impact our business, operating results and financial condition by resulting in lower revenue or increased expenses. For expenses beyond any twelve-month period, our hedging strategy does not mitigate our exposure. In addition, our currency hedging programs involve third-party financial institutions as counterparties. The weakening or failure of financial institution counterparties may adversely affect our hedging programs and our financial condition through, among other things, a reduction in available counterparties, increasingly unfavorable terms, and the failure of the counterparties to perform under hedging contracts.

If we do not introduce successful new products and services in a timely manner to address increased competition through frequent new product and service introductions, rapid technological changes and changing industry standards, our products and services may become obsolete, and our operating results may suffer.

We generally sell our products in industries that are characterized by increased competition through frequent new product and service introductions, rapid technological changes and changing industry standards. Without the timely introduction of new products, services and enhancements, our products and services may become technologically obsolete over time, in which case our revenue and operating results could suffer. The success of our new products and services will depend on several factors, including our ability to:

•properly identify customer needs and predict future needs;

•innovate and develop new technologies, services and applications;

•appropriately allocate our research and development spending to products and services with higher growth prospects;

•successfully commercialize new technologies in a timely manner;

•manufacture and deliver new products in sufficient volumes and on time;

•differentiate our offerings from our competitors' offerings;

•price our products competitively;

•anticipate our competitors' development of new products, services or technological innovations; and

•control product quality in our manufacturing process.

In addition, if we fail to accurately predict future customer needs and preferences or fail to produce viable technologies, we may invest in research and development of products and services that do not lead to significant revenue, which would adversely affect our profitability. Even if we successfully innovate and develop new and enhanced products and services, we may incur substantial costs in doing so, and our operating results may suffer. In addition, promising new products may fail to reach the market or realize only limited commercial success because of real or perceived concerns of our customers. Furthermore, as we collaborate with pharmaceutical customers to develop drugs such as companion diagnostics assays or provide drug components like active pharmaceutical ingredients, we face risks that those drug programs may be cancelled upon clinical trial failures.

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Economic, political, foreign currency and other risks associated with international sales and operations could adversely affect our results of operations.

Because we sell our products worldwide, our business is subject to risks associated with doing business internationally. We anticipate that revenue from international operations will continue to represent a majority of our total revenue. International revenue and costs are subject to the risk that fluctuations in foreign currency exchange rates could adversely affect our financial results when translated into U.S. dollars for financial reporting purposes. Overall, foreign currency movements for the year ended October 31, 2024, had no overall impact on revenue growth when compared to the same period last year. Typically, when movements in foreign currency exchange rates have a negative impact on revenue, they will also have a positive impact by reducing our costs and expenses. In addition, many of our employees, contract manufacturers, suppliers, job functions, outsourcing activities and manufacturing facilities are located outside the United States. Accordingly, our future results could be harmed by a variety of factors, including:

•interruption to transportation flows for delivery of parts to us and finished goods to our customers;

•ongoing instability or changes in a specific country's or region's political, economic or other conditions, including inflation, recession, interest rate fluctuations and actual or anticipated military or political conflicts, including uncertainties and instability in economic and market conditions caused by pandemics like COVID-19, the current conflicts in Ukraine/Russia and the Middle East, and political and trade uncertainties in the greater China region;

•changes in diplomatic and trade relationships, as well as new tariffs, trade protection measures, import or export licensing requirements, new or different customs duties, trade embargoes and sanctions and other trade barriers;

•tariffs imposed by the U.S. on goods from other countries and tariffs imposed by other countries on U.S. goods, including the tariffs enacted by the U.S. government on various imports from China and by the Chinese government on certain U.S. goods;

•negative consequences from changes in or differing interpretations of laws and regulations, including those related to tax and import/export;

•difficulty in staffing and managing widespread operations;

•differing labor regulations;

•differing protection of intellectual property;

•unexpected changes in regulatory requirements;

•geopolitical uncertainty or turmoil, terrorism and war; and

•impact of public health crises, including pandemics and epidemics, such as COVID-19, on the global economy.

We sell our products into many countries and we also source many components and materials for our products from and manufacture our products in various countries. Future tariffs and tariffs already implemented could have negative impact on our business, results of operations and financial condition. It may be time-consuming and expensive for us to alter our business operations in order to adapt to any such change. Further, additional tariffs, the scope and duration of which, if implemented, remains uncertain, which have been proposed or threatened and the potential escalation of a trade war and retaliatory measures could have a material adverse effect on our business, results of operations and financial condition.

Most of our accounting and tax processes including general accounting, cost accounting, accounts payable, accounts receivable and tax functions are centralized at locations in India and Malaysia. If economical, political, health or other conditions change in those countries, it may adversely affect operations, including impairing our ability to pay our suppliers and collect our receivables. Our results of operations, as well as our liquidity, may be adversely affected and possible delays may occur in reporting financial results.

In addition, a significant amount of certain types of expenses, such as payroll, utilities, tax, and marketing expenses, are paid in local currencies. Our hedging programs reduce, but do not always entirely eliminate, within any given twelve-month period, the impact of currency exchange rate movements, and therefore fluctuations in exchange rates, including those caused by currency controls, could impact our business, operating results and financial condition by resulting in lower revenue or increased expenses. For expenses beyond that twelve-month period, our hedging strategy does not mitigate our exposure. In addition, our currency hedging programs involve third-party financial institutions as counterparties. The weakening or failure of financial institution counterparties may adversely affect our hedging programs and our financial condition through, among other things, a reduction in available counterparties, increasingly unfavorable terms, and the failure of the counterparties to perform under hedging contracts.

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Demand for some of our products and services depends on the capital spending policies of our customers, research and development budgets and on government funding policies.

Our customers include pharmaceutical companies, laboratories, universities, healthcare providers, government agencies and public and private research institutions. Many factors, including public policy spending priorities, available resources, mergers and consolidations, institutional and governmental budgetary policies and spending priorities, and product and economic cycles, have a significant effect on the capital spending policies of these entities. Fluctuations in the research and development budgets at these organizations could have a significant effect on the demand for our products and services. Research and development budgets fluctuate due to changes in available resources, consolidation, spending priorities, general economic conditions, medical reimbursement policies and institutional and governmental budgetary policies. The timing and amount of revenue from customers that rely on government or research funding may vary significantly due to factors that can be difficult to forecast, including changes in spending authorizations and budgetary priorities for our products and services. If demand for our products and services is adversely affected, our revenue and operating results would suffer.

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Recent and dynamic government rule making and policy changes could increase our costs, affect our markets and customers and impact our results of operations.

The rapid increase in new government regulations, including tariffs and proposed tariffs in the geographies and markets in which we operate, could result in significant costs and require modifications in the way we and our customers conduct business. As we and our customers respond to newly enacted rules and legislation, effects on purchasing behavior and global trade relationships could affect our revenue. Increases in our costs and expenses related to our compliance or mitigation activities and those of our customers and suppliers could have a negative effect on our operating margin. If we are unable to respond to changing regulations in a timely and effective manner, our results of operations could be adversely affected.

In addition, geopolitical instability and evolving trade regulations, including tariffs, sanctions, and export controls, may restrict our ability to ship products globally or source critical components. These developments can increase costs, disrupt supply chains, and require operational adjustments. Failure to comply with these regulations could result in penalties, loss of export privileges, and reputational harm.

Currently, United States federal agencies are operating under a continuing resolution that is set to expire on January 30, 2026. Without appropriation of additional funding to federal agencies, our business operations related to our product sales to customers receiving funding from the U.S. federal government could be impacted. Inadequate funding for government agencies, including from government shut downs, or other disruptions to these agencies’ operations, such as actions to greatly reduce the size of the federal workforce, could hinder their ability to hire and retain key leadership and other personnel, prevent new products and services from being developed or commercialized in a timely manner, or otherwise prevent those agencies from performing normal business functions on which the operation of the businesses of certain of our customers and our business may rely, which could negatively impact our business.

Failure to adjust our purchases due to changing market conditions or failure to accurately estimate our customers' demand could adversely affect our income.

Our income could be harmed if we are unable to adjust our purchases to reflect market fluctuations, including those caused by the seasonal nature of the markets in which we operate. The sales of our products and services are dependent, to a large degree, on customers whose industries are subject to seasonal trends in the demand for their products. During a market upturn, we may not be able to purchase sufficient supplies or components to meet increasing product demand, which could materially affect our results. In the past, we have experienced a shortage of parts for some of our products. In addition, some of the parts that require custom design are not readily available from alternate suppliers due to their unique design or the length of time necessary for design work. Should a supplier cease manufacturing such a component, we would be forced to reengineer our product. In addition to discontinuing parts, suppliers may also extend lead times, limit supplies or increase prices due to capacity constraints or other factors. In order to secure components for the production of products, we may enter into non-cancelable purchase commitments with vendors, or at times make advance payments to suppliers, which could impact our ability to adjust our inventory to declining market demands. If demand for our products is less than we expect, we may experience ~~additional~~ excess and obsolete inventories and be forced to incur additional expenses, which could adversely affect our income.

Our business will suffer if we are not able to retain and hire key personnel.

Our future success depends partly on the continued service of our key research, engineering, sales, marketing, manufacturing, executive and administrative personnel. If we fail to retain and hire a sufficient number of these personnel, we will not be able to maintain or expand our business. We believe our pay levels are ~~very~~ competitive within the regions that we operate. However, there is intense competition for certain highly technical specialties in geographic areas where we continue to recruit, and it may become more difficult to hire and retain our key employees.

Our strategic initiatives to adjust our cost structure could have long-term adverse effects on our business, and we may not realize the operational or financial benefits from such actions.

We have implemented multiple strategic initiatives across our businesses to adjust our cost structure, and we may engage in similar activities in the future. These strategic initiatives and our regular ongoing cost reduction activities may distract management, could slow improvements in our products and services and limit our ability to increase production quickly if demand for our products increases. In addition, delays in implementing our strategic initiatives, unexpected costs or failure to meet targeted improvements may diminish the operational and financial benefits we realize from such actions. Any of the above circumstances could have an adverse effect on our business and operating results and financial condition.

~~Our acquisitions, strategic investments and alliances, joint ventures, exiting of businesses and divestitures may result in financial results that are different than expected.~~21

In the normal course of business, we frequently engage in discussions with third parties relating to possible acquisitions, strategic investments and alliances, joint ventures and divestitures, and generally expect to complete several transactions per year. In addition, we may decide to exit a particular business within our product portfolio. As a result of such transactions, our financial results may differ from our own or the investment community's expectations in a given fiscal quarter or over the long term. We may have difficulty developing, manufacturing and marketing the products of a newly acquired company in a way that enhances the performance of our combined businesses or product lines. Acquired businesses may also expose us to new risks and new markets, and we may have difficulty addressing these risks in a cost effective and timely manner. Transactions such as acquisitions have resulted, and may in the future result in, unexpected significant costs and expenses. In the future, we

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~~may~~Our ~~be required to record charges to earnings during the period if we determine there is an impairment of goodwill or intangible assets~~acquisitions, ~~up to the full amount of the value of the assets, or, in the case of~~ strategic investments and alliances, ~~consolidate~~joint ~~results~~ventures, ~~including~~exiting ~~losses,~~ of ~~third~~businesses ~~parties~~and ordivestitures ~~write~~may ~~down~~result ~~investment~~in ~~values~~financial orresults ~~loans~~that ~~and~~are ~~convertible~~different ~~notes~~than ~~related to the strategic investment~~expected.

In the normal course of business, we frequently engage in discussions with third parties relating to possible acquisitions, strategic investments and alliances, joint ventures and divestitures, and generally expect to complete several transactions per year. In addition, we may decide to exit a particular business within our product portfolio. As a result of such transactions, our financial results may differ from our own or the investment community's expectations in a given fiscal quarter, fiscal year, or over the long term. We may have difficulty developing, manufacturing and marketing the products of a newly acquired company in a way that enhances the performance of our combined businesses or product lines. Acquired businesses may also expose us to new risks and new markets, and we may have difficulty addressing these risks in a cost effective and timely manner. Transactions such as acquisitions have resulted, and may in the future result, in unexpected significant costs and expenses. In the future, we may be required to record charges to earnings during the period if we determine there is an impairment of goodwill or intangible assets, up to the full amount of the value of the assets, or, in the case of strategic investments and alliances, consolidate results, including losses, of third parties or write down investment values or loans and convertible notes related to the strategic investment.

Integrating the operations of acquired businesses within Agilent could be a difficult, costly and time-consuming process that involves a number of risks. Acquisitions and strategic investments and alliances may require us to integrate and collaborate with a different company culture, management team, business model, business infrastructure and sales and distribution methodology and assimilate and retain geographically dispersed, decentralized operations and personnel. Depending on the size and complexity of an acquisition, our successful integration of the entity depends on a variety of factors, including introducing new products and meeting revenue targets as expected, the retention of key employees and key customers, increased exposure to certain governmental regulations and compliance requirements and increased costs and use of resources. Further, the integration of acquired businesses is likely to result in our systems and internal controls becoming increasingly complex and more difficult to manage. Any difficulties in the assimilation of acquired businesses into our control system could harm our operating results or cause us to fail to meet our financial reporting obligations.

Even if we are able to successfully integrate acquired businesses within Agilent, we may not be able to realize the revenue and other synergies and growth that we anticipated from the acquisition in the time frame that we expected, and the costs of achieving these benefits may be higher than what we expected. As a result, the acquisition and integration of acquired businesses may not contribute to our earnings as expected, we may not achieve our operating margin targets when expected, or at all, and we may not achieve the other anticipated strategic and financial benefits of such transactions.

A successful divestiture depends on various factors, including our ability to effectively transfer liabilities, contracts, facilities and employees to the purchaser, identify and separate the intellectual property to be divested from the intellectual property that we wish to keep and reduce fixed costs previously associated with the divested assets or business. In addition, if customers of the divested business do not receive the same level of service from the new owners, this may adversely affect our other businesses to the extent that these customers also purchase other Agilent products. In exiting a business, we may still retain liabilities associated with the support and ~~warranty~~warranties for products of those businesses and other indemnification obligations. All of these efforts require varying levels of management resources, which may divert our attention from other business operations. If we do not realize the expected benefits or synergies of such transactions, our consolidated financial position, results of operations, cash flows and stock price could be negatively impacted.

The impact of consolidation and acquisitions of competitors is difficult to predict and may harm our business.

The life sciences industry is intensely competitive and has been subject to increasing consolidation. Consolidation in our industries could result in existing competitors increasing their market share through business combinations and result in stronger competitors, which could adversely affect our business, financial condition and results of operations. We may not be able to compete successfully in increasingly consolidated industries and cannot predict with certainty how industry consolidation will affect our competitors or us.

Public health crises ~~such as the COVID-19 pandemic~~ may adversely impact, and pose risks to, certain elements of our business, results of operations and financial condition, the nature and extent of which are highly uncertain and unpredictable.

Our global operations expose us to risks associated with public health crises, including epidemics and pandemics ~~such as COVID-19~~. Public health crises, and any related remediation measures such as quarantine, curfew and other travel and activity restrictions, may impact our operations and sales and delivery of products and services. Our supply chain has in the past and may in the future be impacted, and we could experience disruptions or delays in shipments of certain materials or components of our products. We may be unable to accurately predict the full extent and duration of the impact of a public health crisis on our business and operations due to numerous uncertainties, including the duration and severity of the crisis, the efficacy and distribution of vaccines, containment measures and additional waves of infection.

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may be unable to accurately predict the full extent and duration of the impact of a public health crisis on our business and operations due to numerous uncertainties, including the duration and severity of the crisis, the efficacy and distribution of vaccines, containment measures and additional waves of infection.

Regulatory, Legal and Compliance Risks

If we fail to maintain an effective system of internal controls, we may not be able to accurately report our financial results, which could lead to a loss of investor confidence in our financial statements and have an adverse effect on our stock price.

Effective internal controls are necessary for us to provide reliable and accurate financial statements and to effectively prevent fraud. We devote significant resources and time to comply with the internal control over financial reporting requirements of the Sarbanes Oxley Act of 2002 and continue to enhance our controls. However, we cannot be certain that we will be able to prevent future significant deficiencies or material weaknesses. Inadequate internal controls could cause investors to lose confidence in our reported financial information, which could have a negative effect on investor confidence in our financial statements, the trading price of our stock and our access to capital.

Our customers and we are subject to various governmental regulations. Compliance with or changes in such regulations may cause us to incur significant expenses, and if we fail to maintain satisfactory compliance with certain regulations, we may be forced to recall products and cease their manufacture and distribution, and we could be subject to civil or criminal penalties.

Our customers and we are subject to various significant international, federal, state and local regulations, including but not limited to regulations in the areas of health and safety, packaging, product content, employment, labor and immigration, import/export controls, trade restrictions and anti-competition. In addition, as a global organization, we are subject to data privacy and security laws, regulations, and customer-imposed controls in numerous jurisdictions as a result of having access to and processing confidential, personal, sensitive and/or patient health data in the course of our business. Global privacy laws, including the EU's General Data Protection Regulation ~~("GDPR”)~~, ~~Brazil~~China’s ~~Lei~~Personal ~~Geral~~Information deProtection ~~Protecao~~Law deand ~~Dados~~Data Security Law, the California Consumer Privacy Act and ~~China~~Brazil’s ~~Personal~~Lei ~~Information~~Geral ~~Protection~~de ~~Law~~Protecao ~~and~~de ~~Data Security Law~~Dados, apply to our activities involving the processing of personal data, both in relation to our product and service offerings and the management of our workforce. The global proliferation of privacy laws, with governmental authorities around the world passing or considering passing legislative and regulatory proposals concerning privacy and data protection, continues to result in new requirements regarding the handling of personal data and when personal data may be transferred outside the country where it was collected. Many such laws impose significant penalties for non-compliance (including possible fines of up to four percent of total company revenue under the ~~GDPR~~General Data Protection Regulation or orders to stop processing personal data in a particular jurisdiction). Each of these privacy, security and data protection laws and regulations could impose significant limitations and increase our cost of providing our products and services where we process personal data and could harm our results of operations and expose us to significant fines, penalties and other damages.

We must also comply with complex foreign and U.S. laws and regulations, such as the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act, and other local laws prohibiting corrupt payments to governmental officials, anti-competition regulations and sanctions imposed by the U.S. Office of Foreign Assets Control and other similar laws and regulations. Such laws demand that we implement, test, and monitor an effective compliance program in order to detect and prevent instances of non-compliance. Violations of these laws and regulations could result in fines and penalties, criminal sanctions, suspension of government contracts or debarment, restrictions on our business conduct and on our ability to offer our products in one or more countries, and could also materially affect our brand, our ability to attract and retain employees, our international operations, our business and our operating results. Although we have implemented policies and procedures designed to ensure compliance with these laws and regulations, there can be no assurance that our employees, contractors, or agents will not violate our policies.

These regulations are complex, change frequently and have tended to become more stringent over time. We may be required to incur significant expenses to comply with these regulations or to remedy any violations of these regulations. Any failure by us to comply with applicable government regulations could also result in the cessation of our operations or portions of our operations, product recalls or impositions of fines, suspension of government contracts or debarment, and restrictions on our ability to carry on or expand our operations. In addition, because many of our products are regulated or sold into regulated industries, we must comply with additional regulations in marketing our products. We develop, configure and market our products toin ~~meet~~conformance ~~customer~~with ~~needs~~these ~~created~~regulations byto ~~these~~meet ~~regulations~~customer needs. Any significant change in these regulations could reduce demand for our products, force us to modify our products to comply with new regulations or increase our costs of producing these products. If demand for our products is adversely affected or our costs increase, our operating results and ~~business would suffer.~~

Our products and operations are also often subject to the rules of industrial standards bodies, like the International Standards Organization, as well as regulation by other agencies such as the FDA. We also must comply with work safety rules. If we fail to adequately address any of these regulations, our businesses could be harmed.23

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~~We are subject to extensive regulation by the FDA and certain similar foreign regulatory agencies, and failure to comply with such regulations could harm our reputation,~~ business, ~~financial~~would ~~condition and results of operations~~suffer.

AOur ~~number of our~~ products and ~~services~~operations are also often subject to ~~regulation by~~ the ~~FDA,~~rules ~~the U.S. Department~~ of ~~Health~~industrial ~~and~~standards ~~Human Services~~bodies, like the ~~Centers~~International ~~for~~Standards ~~Medicare & Medicaid Services and certain similar foreign regulatory agencies. In addition~~Organization, aas ~~number~~well ofas ~~our products and services may in the future be subject to~~ regulation by ~~the~~other ~~FDA and certain similar foreign regulatory~~ agencies~~. These~~ ~~regulations~~such ~~govern~~as athe ~~wide~~Food ~~variety of product~~ and ~~service-related~~Drug ~~activities,~~Administration. ~~from~~We ~~quality~~also ~~management,~~must ~~design~~comply ~~and~~with ~~development~~work tosafety ~~manufacturing, labeling, promotion, sales and distribution~~rules. InIf ~~addition,~~ we ~~are~~fail ~~subject~~ to ~~inspections~~adequately byaddress ~~these and other regulatory authorities. If we or~~ any of ~~our~~these ~~suppliers, distributors or customers fail to comply with FDA~~ regulations ~~and other applicable regulatory requirements or are perceived to potentially have failed to comply~~, ~~we may face, among other things, warning letters; adverse publicity affecting both us and~~ our ~~customers;~~businesses investigations or notices of non-compliance, fines, injunctions, and civil or criminal penalties; import or export restrictions; partial suspensions or total shutdown of production facilities or the imposition of operating restrictions; suspension or revocation of our license to operate, increased difficulty in obtaining required FDA clearances or approvals or foreign equivalents; seizures or recalls of our products or those of our customers; or the inability to sell our products. Any such FDA or other regulatory agency actions could ~~disrupt~~be ~~our business and operations, lead to significant remedial costs and have a material adverse impact on our financial position and results of operations~~harmed. In addition, the global regulatory environment has become increasingly stringent for our products and services. For example, the EU has started to enforce new requirements, known as the EU In Vitro Diagnostic Regulation (the “EU IVDR”), which imposes stricter requirements for the marketing and sale of in vitro diagnostics in the European Union. These new regulations are more stringent in a variety of areas, including clinical evidence requirements, quality management systems and post-market surveillance activities. The new EU IVDR requirements became effective starting in May 2022. Failure to meet these requirements could adversely impact our business in the EU and other regions that tie their product registrations to the EU requirements.

We are subject to extensive regulation by the Food and Drug Administration and certain similar foreign regulatory agencies, and failure to comply with such regulations could harm our reputation, business, financial condition and results of operations.

A number of our products and services are subject to regulation by the Food and Drug Administration, the U.S. Department of Health and Human Services, the Centers for Medicare & Medicaid Services and certain similar foreign regulatory agencies. In addition, a number of our products and services may in the future be subject to regulation by the Food and Drug Administration and certain similar foreign regulatory agencies. These regulations govern a wide variety of product and service-related activities, from quality management, design and development to manufacturing, labeling, promotion, sales, distribution and post-market surveillance. In addition, we are subject to inspections by these and other regulatory authorities. If we or any of our suppliers, distributors or customers fail to comply with Food and Drug Administration regulations and other applicable regulatory requirements or are perceived to potentially have failed to comply, we may face, among other things, warning letters; adverse publicity affecting both us and our customers; investigations or notices of non-compliance, fines, injunctions, and civil or criminal penalties; import or export restrictions; partial suspensions or total shutdown of production facilities or the imposition of operating restrictions; suspension or revocation of our license to operate, increased difficulty in obtaining required Food and Drug Administration clearances or approvals or foreign equivalents; seizures or recalls of our products or those of our customers; corresponding customer and third party claims; or the inability to sell our products. Any such Food and Drug Administration or other regulatory agency actions could disrupt our business and operations, lead to significant remedial costs and have a material adverse impact on our financial position and results of operations. In addition, the global regulatory environment has become increasingly stringent for our products and services. For example, in May 2022, the EU began enforcing the EU In Vitro Diagnostic Regulation, which imposes stricter requirements for the marketing and sale of in vitro diagnostics in the EU. These new regulations are more stringent in a variety of areas, including clinical evidence requirements, quality management systems and post-market surveillance activities. Failure to meet these requirements could adversely impact our business in the EU and other regions that tie their product registrations to the EU requirements.

Some of our products are subject to particularly complex regulations such as regulations of toxic substances, and failure to comply with such regulations could harm our business.

Some of our products and related consumables are used in conjunction with chemicals whose manufacture, processing, distribution and notification requirements are regulated by the U.S. Environmental Protection Agency ~~(“EPA”)~~ under the Toxic Substances Control Act ~~("TSCA")~~ and by regulatory bodies in other countries under similar laws, to prevent unreasonable risks to human health or the environment. Under the ~~TSCA~~Toxic Substances Control Act, the ~~EPA~~Environmental Protection Agency has authority to require reporting, record-keeping and testing, and to implement restrictions relating to chemical substances and/or mixtures. The ~~TSCA~~Toxic Substances Control Act prohibits persons from manufacturing (domestic production or importation of) any chemical in the United States that has not been reviewed by the ~~EPA~~Environmental Protection Agency for its effect on health and safety or which is not listed on the ~~EPA~~Environmental ~~TSCA~~Protection Agency Toxic Substances Control Act chemical substance inventory. We must ensure conformance of the manufacturing, storing, processing, distribution of and notification about these chemicals to these laws and adapt to regulatory requirements in all applicable countries as these requirements change. If we fail to comply with the notification, record-keeping and other requirements in the manufacture or distribution of our products, then we could be subject to civil penalties, criminal prosecution and, in some cases, prohibition from distributing or marketing our products until the products or component substances are brought into compliance.

Our business may suffer if we fail to comply with government contracting laws and regulations.

We derive a portion of our revenue from direct and indirect sales to U.S. federal, state, local, and foreign governments and their respective agencies. Such contracts are subject to various procurement laws and regulations and contract provisions relating to their formation, administration and performance. Failure to comply with these laws, regulations or provisions in our government contracts could result in the imposition of various civil and criminal penalties, suspension of government contracts or debarment, termination of contracts, forfeiture of profits, suspension of payments, increased pricing pressure or suspension from future government contracting. If our government contracts are terminated, if we are suspended from government work, or if our ability to compete for new contracts is adversely affected, our business could suffer.

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Our reputation, ability to do business and financial statements may be harmed by improper conduct by any of our employees, agents or business partners.

Our internal controls and compliance systems may not always protect us from acts committed by employees, agents or business partners of ours (or of businesses we acquire or partner with) that would violate U.S. and/or non-U.S. laws, including the laws governing payments to government officials, bribery, fraud, kickbacks and false claims, pricing, sales and marketing practices, conflicts of interest, competition, employment practices and workplace behavior, export and import compliance, money laundering and data privacy. In particular, the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act and similar anti-bribery laws in other jurisdictions generally prohibit companies and their intermediaries from making improper payments to government officials for the purpose of obtaining or retaining business, and we operate in many parts of the world that have experienced governmental corruption to some degree. Any such improper actions or allegations of such acts could damage our reputation and subject us to civil or criminal investigations in the United States and in other jurisdictions, and related shareholder lawsuits could lead to substantial civil and criminal, monetary and non-monetary penalties and could cause us to incur significant legal and investigatory fees. In addition, the government may seek to hold us liable as a successor for violations committed by companies in which we invest or that we acquire. We also rely on our suppliers to adhere to our supplier standards of conduct, and material violations of such standards of conduct could occur that could have a material effect on our business, reputation and financial statements.

WeThe ~~are~~expectations ~~subject~~and torequirements ~~evolving~~of regulators and other key stakeholders, including on corporate governance and ~~public~~sustainability-related ~~disclosure~~matters, continue to evolve and diverge, and our ability to meet these expectations and ~~regulations~~requirements ~~that~~could impact ~~compliance~~our ~~costs~~risk exposure and ~~risks~~financial ~~of noncompliance~~conditions.

We are subject to rapidly changing ~~rules~~and varied expectations and ~~regulations~~requirements, ~~promulgated~~including byon corporate governance and sustainability issues, from a ~~number~~wide range of stakeholders, such as governmental and self-regulatory organizations, including the ~~SEC~~Securities and ~~NYSE~~Exchange Commission, asU.S. ~~well~~federal asand ~~evolving~~state ~~investor~~governments, ~~expectations~~New ~~around~~York ~~corporate~~Stock ~~governance~~Exchange, and ~~environmental~~the ~~and~~European ~~social~~Union, ~~practices~~as well as our investors, customers and ~~disclosures~~suppliers. ~~These~~In ~~rules~~addition, ~~and~~many ~~regulations~~of ~~continue~~our tostakeholders ~~evolve~~have indiverging ~~scope~~demands, perspectives and ~~complexity~~preferences, ~~and~~including ~~many~~on ~~new~~topics ~~requirements~~such ~~have~~as ~~been~~climate ~~created~~change inand ~~response~~diversity. toWe ~~laws~~may ~~enacted~~not bybe able to meet the ~~U.S.,~~diverse ~~local~~expectations and ~~foreign~~demands ~~governments,~~of ~~making~~all ~~compliance~~of ~~more~~our ~~difficult~~stakeholders, ~~and~~which ~~uncertain.~~could ~~The~~result ~~increase~~ in ~~costs~~an toadverse ~~comply~~impact ~~with~~on ~~such~~our ~~evolving expectations~~business, ~~rules~~financial ~~and regulations~~results, asstock ~~well~~price asor ~~any~~reputation, ~~risk~~and ofsubject ~~noncompliance~~us to legal, ~~could~~reputational ~~adversely~~and ~~impact~~operational usrisks.

InFor ~~addition~~example, weU.S. ~~face~~federal, ~~increasing~~state ~~scrutiny~~and ~~from~~local ~~stakeholders~~governmental ~~with respect to environmental~~authorities, ~~social~~as ~~and~~well ~~governance~~as ~~(“ESG”)~~governmental ~~practices~~authorities ~~and~~in ~~disclosures.~~various ~~Also~~jurisdictions, ~~various~~have ~~legal~~proposed ~~and~~or ~~regulatory~~implemented ~~requirements~~and ~~specific~~are likely to ~~ESG~~continue ~~matters~~to inpropose ~~the~~or ~~U.S.~~implement, ~~EU,~~legislative ~~local~~and orregulatory ~~other~~initiatives ~~jurisdictions~~around incorporate ~~which~~governance weand ~~operate~~environmental ~~are~~and ~~complex,~~social ~~change~~practices ~~frequently~~ and ~~have~~disclosures. ~~tended~~Compliance towith ~~become~~such ~~more~~evolving ~~stringent. For instance~~expectations, werules ~~are~~and ~~subject~~regulations, toincluding ~~various~~any ~~laws~~that ~~against~~may ~~forced~~emerge ~~labor~~in ~~which~~the ~~have~~future ~~been~~as ~~promulgated~~well byas ~~many~~those ~~regulatory~~incorporated ~~authorities~~ in ~~the~~our ~~jurisdictions~~contractual ~~where~~obligations wefrom ~~operate.~~our ~~Any~~customers, ~~failure~~could toincrease ~~adequately~~the ~~address~~cost ~~stakeholder~~and ~~expectations~~complexity ~~with~~of ~~respect~~operating toour ~~ESG~~business, ~~matters~~and ~~may~~could ~~result~~adversely ~~in an adverse~~ impact onus. ~~our~~In ~~business~~addition, ~~financial~~various ~~results,~~jurisdictions ~~stock~~have ~~price~~adopted or ~~reputation.~~proposed ~~Our~~laws, ~~ability~~regulations toand ~~achieve~~policies ~~our~~that ~~current~~diverge ~~and~~from, ~~future~~or ~~ESG~~potentially ~~goals~~conflict iswith, ~~uncertain~~those ~~and~~adopted ~~remains~~or ~~subject~~proposed toin ~~numerous~~other ~~risks~~jurisdictions, ~~including~~making ~~evolving~~compliance ~~regulatory~~more ~~requirements~~difficult and ~~stakeholder~~uncertain. ~~expectations,~~Failure ~~our ability~~ to ~~recruit~~comply ~~and~~with ~~retain~~any ~~a diverse workforce~~law, ~~the~~regulation ~~availability~~or ofpolicy, ~~suppliers~~including ~~and~~as ~~other~~a ~~business~~result ~~partners~~of ~~that~~making ~~can~~good ~~meet~~faith ~~our~~interpretations ~~ESG~~that ~~expectations~~may ~~and~~differ ~~standards,~~from ~~cost~~those ~~considerations~~taken ~~and~~by ~~the~~authorities ~~development~~in ~~and~~relevant ~~availability~~jurisdictions, ofcould ~~cost-effective~~potentially ~~technologies~~result orin ~~resources~~legal, ~~that~~reputational ~~support~~and ~~our~~operational ~~ESG goals~~risks.

Furthermore, any actual or perceived failure to achieve our current and future sustainability goals, including those which result from contractual obligations from our customers, or to act responsibly with respect to such matters or to effectively respond to new or additional sustainability-related legal or regulatory requirements, could result in adverse publicity and adversely affect our business and reputation. There is no assurance that we will be able to successfully achieve any sustainability-related goal or execute on any sustainability-related strategy, or adequately meet stakeholder expectations with respect to such matters. Our ability to deliver on any sustainability-related goal or strategy is subject to numerous risks, many of which are outside of our control. These factors include rapidly shifting regulatory requirements and stakeholder expectations, our ability to recruit and retain a robust workforce, the activities and availability of suppliers and other business partners, cost considerations and the development and availability of cost-effective technologies or resources.

Environmental contamination from past and ongoing operations could subject us to substantial liabilities.

Certain properties we have previously owned or leased are undergoing remediation for subsurface contamination. Although we are indemnified for liability relating to the required remediation at some of those properties, we may be subject to liability if these indemnification obligations are not fulfilled. In other cases, we have agreed to indemnify the current owners of certain properties for liabilities related to contamination, including companies with which we have previously been affiliated such as HP, Inc., Hewlett-Packard Enterprise (formerly Hewlett-Packard Company) and Siemens Healthineers (formerly Varian Medical Systems, Inc.). Further, other properties we have previously owned or leased at which we have operated in the past, or for which we have otherwise contractually assumed or provided indemnities, certain actual or contingent environmental liabilities, may or do require remediation. While we are not aware of any material liabilities associated with any potential environmental contamination at any of those properties or facilities, we may be exposed to material liability if environmental contamination at material levels is found to exist. In addition, in connection with the acquisition of certain companies, we have assumed other costs and potential or contingent liabilities for environmental matters. Any significant costs or liabilities could have an adverse effect on results of operations.

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for which we have otherwise contractually assumed or provided indemnities, certain actual or contingent environmental liabilities, may or do require remediation. While we are not aware of any material liabilities associated with any potential environmental contamination at any of those properties or facilities, we may be exposed to material liability if environmental contamination at material levels is found to exist. In addition, in connection with the acquisition of certain companies, we have assumed other costs and potential or contingent liabilities for environmental matters. Any significant costs or liabilities could have an adverse effect on results of operations.

We are subject to environmental laws and regulations that expose us to a number of risks and could result in significant liabilities and costs.

Our current and historical manufacturing and research and development processes and facilities are subject to various foreign, federal, state and local environment protection and health and safety laws and regulations. As a result, we may become subject to liabilities for environmental contamination, and these liabilities may be substantial. Although our policy is to apply strict standards for environmental protection and health and safety at our sites inside and outside the United States, we may not be aware of all conditions that could subject us to liability. Further, in the event that any future climate change legislation would require that stricter standards be imposed by domestic or international environmental regulatory authorities, we may be required to make certain changes and adaptations to our manufacturing processes and facilities. We cannot predict how changes will affect our business operations or the cost of compliance to us, our customers or our suppliers. Failure to comply with these environmental protection and health and safety laws and regulations could result in civil, criminal, regulatory, administrative or contractual ~~sanction~~sanctions, including fines, penalties or suspensions, restrictions on our operations and reputational damage. If we have any violations of, or incur liabilities pursuant to these laws or regulations, our financial condition and operating results could be adversely affected.

Issues in the development, deployment, and use of artificial intelligence technologies in our business operations, services and products may result in reputational harm, regulatory action, or legal liability, and any failure to adapt to such technological developments or industry trends could adversely affect the competitiveness of our business.

We are integrating artificial intelligence and machine learning technologies (“"AI”") into our business operations, products and services, while continuing to explore the opportunities that AI could bring to the company. The use of AI, particularly generative AI, presents opportunities as well as risks that could negatively impact the business. The development, deployment, and use of AI, including within the life sciences industry, is still in its early stages, where the use of insufficiently developed AI technologies and premature deployment practices could result in unintended outcomes that harm the business. AI technologies may be developed using inaccurate, incomplete, flawed or biased algorithms, training methodologies or data, which could result in competitive harm, regulatory penalties, legal liability, or brand or reputational harm. Further, a failure to timely and effectively use or deploy AI and integrate it into new product offerings and services could negatively impact our competitiveness, particularly ahead of evolving industry trends and evolving consumer demands. We may be unable to devote adequate financial resources to develop or acquire new AI technologies and systems in the future.

Use of AI to improve internal business operations, or in the development or provision of products or services, poses risks and challenges. AI can pose risks from an intellectual property, confidential data leakage, data protection, and privacy perspective, as well as raise ethical concerns, compliance issues, and security risks. The input of confidential information or trade secrets into AI systems may result in the loss of intellectual property, proprietary rights, or attorney-client privilege in such information or trade secrets. The use of AI technologies for developing products or services may adversely affect or preclude the company’s intellectual property rights in such products or services, or may expose the company to liability related to the infringement, misappropriation or other violation of third-party intellectual property. The use of AI technologies with personally identifiable information may also result in legal liability. Further, particularly given the nascent stage of the technology, the use of AI can lead to unintended consequences, including the generation of outputs that appear correct but are factually inaccurate, misleading, or that result in unintended biases and discriminatory outcomes, or are otherwise flawed, which could harm our reputation and business and expose us to risks related to such inaccuracies or errors in these outputs.

Moreover, AI is subject to a dynamic and rapidly evolving legal and regulatory environment, which, without appropriate review, governance and risk management, could expose the company to unforeseen legal or regulatory scrutiny and liabilities. As such, it remains uncertain how AI laws and regulations will impact our business or the associated cost or risks related to compliance therewith or with respect to embedding compliance mechanisms appropriately and effectively into our operations. The use of AI may be subject to new legal or regulatory requirements, the impact of which may be prohibitive or pose further risks from a legal or regulatory action perspective.

~~Third parties may claim that we are infringing their intellectual property, and we could suffer significant litigation or licensing expenses or be prevented from selling products or services.~~26

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~~consuming,~~Third ~~and/or~~parties ~~could subject us to significant damages or to an injunction against the development and sale of certain of our products or services. Our intellectual property portfolio~~ may ~~not be useful in asserting a counterclaim, or negotiating a license, in response to a~~ claim ofthat ~~intellectual property infringement. In certain of our businesses,~~ we ~~rely~~are oninfringing ~~third-party~~their intellectual property ~~licenses~~, and we ~~cannot~~could ~~ensure~~suffer ~~that~~significant ~~these~~litigation ~~licenses~~or ~~will~~licensing ~~continue~~expenses ~~to be available to us in the future~~ or ~~can~~ be ~~expanded~~prevented tofrom ~~cover~~selling ~~new~~ products ~~on favorable terms~~ or ~~at all~~services.

From time to time, third parties may claim that one or more of our products or services infringe their intellectual property rights. We analyze and take action in response to such claims on a case by case basis. Any dispute or litigation regarding patents or other intellectual property could be costly and time-consuming due to the complexity of our technology and the uncertainty of intellectual property litigation and could divert our management and key personnel from our business operations. A claim of intellectual property infringement could force us to enter into a costly or restrictive license agreement, which could not be available under acceptable terms or at all, could require us to redesign our products, which would be costly and time-consuming, and/or could subject us to significant damages or to an injunction against the development and sale of certain of our products or services. Our intellectual property portfolio may not be useful in asserting a counterclaim, or negotiating a license, in response to a claim of intellectual property infringement. In certain of our businesses, we rely on third-party intellectual property licenses, and we cannot ensure that these licenses will continue to be available to us in the future or can be expanded to cover new products on favorable terms or at all.

Third parties may infringe our intellectual property, and we may suffer competitive injury or expend significant resources enforcing our rights.

Our success depends in large part on our proprietary technology, including technology we obtained through acquisitions. We rely on various intellectual property rights, including patents, copyrights, trademarks and trade secrets, as well as confidentiality provisions and licensing arrangements, to establish, maintain and enforce our proprietary rights. If we do not enforce our intellectual property rights successfully, our competitive position may suffer, which could harm our operating results.

Our pending patent, copyright and trademark registration applications may not be allowed, or competitors may challenge the validity or scope of our patents, copyrights or trademarks. In addition, our patents, copyrights, trademarks and other intellectual property rights may not provide us with a significant competitive advantage.

We may need to spend significant resources monitoring and enforcing our intellectual property rights, and we may not be aware of or able to detect or prove infringement by third parties. Our competitive position may be harmed if we cannot detect infringement and enforce our intellectual property rights quickly or at all. In some circumstances, we may choose to not pursue enforcement because an infringer has a dominant intellectual property position or for other business reasons. In addition, competitors ~~might~~could avoid infringement by designing around our intellectual property rights or by developing non-infringing competing technologies. Intellectual property rights and our ability to enforce them may be unavailable or limited in some countries, which could make it easier for competitors to capture market share and could result in lost ~~revenues~~revenue. Furthermore, some of our intellectual property is licensed to others which may allow them to compete with us using that intellectual property.

Operational Risks

Our operating results may suffer if our manufacturing capacity does not match the demand for our products.

Because we cannot immediately adapt our production capacity and related cost structures to rapidly changing market conditions, when demand does not meet our expectations, our manufacturing capacity may exceed our production requirements. If during ana ~~economic~~market downturn we had excess manufacturing capacity ~~which could occur due to our plans to expand certain manufacturing capacities~~, then our fixed costs associated with excess manufacturing capacity would adversely affect our gross margins and operating results. If, during a general market upturn or an upturn in one of our segments, we cannot increase our manufacturing capacity to meet product demand, we may not be able to fulfill orders in a timely manner which could lead to order cancellations, contract breaches or indemnification obligations. This inability could materially and adversely limit our ability to improve our gross margins and operating results.

If we are unable to successfully manage the consolidation and streamlining of our manufacturing operations, we may not achieve desired efficiencies, and our ability to deliver products to our customers could be disrupted.

Although we utilize manufacturing facilities throughout the world, we have consolidated, and may further consolidate, our manufacturing operations to certain of our facilities to achieve efficiencies and gross margin improvements. Additionally, we typically consolidate the production of products from our acquisitions into our supply chain and manufacturing processes, which are technically complex and require expertise to operate. If we are unable to establish processes to efficiently and effectively produce high quality products in the consolidated locations, we may not achieve the anticipated synergies and production may be disrupted, which could adversely affect our business and operating results.

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Dependence on contract manufacturing and outsourcing other portions of our supply chain, including logistics and third-party package delivery services, may adversely affect our ability to bring products to market and damage our reputation. Dependence on outsourced information technology and other administrative functions may impair our ability to operate effectively.

As part of our efforts to streamline operations and to manage costs, we outsource aspects of our manufacturing processes and other functions and continue to evaluate additional outsourcing. If our contract manufacturers or other outsourcers fail to perform their obligations in a timely manner or at satisfactory quality levels, our ability to bring products to market and our reputation could suffer. For example, during a market upturn, our contract manufacturers may be unable to meet our demand requirements, which may preclude us from fulfilling our customers' orders on a timely basis. The ability of these manufacturers to perform is largely outside of our control. If one or more of the third-party package delivery or other logistics providers we use experiences a significant disruption in services or institutes a significant price increase, we may have to seek alternative providers, which could result in increased costs, and/or delay the delivery of our products. Additionally, changing or replacing our contract manufacturers, logistics providers or other outsourcers could cause disruptions or delays. In addition, we outsource significant portions of our information technology ~~("IT")~~ and other administrative functions. Since ITinformation technology is critical to our operations, any failure to perform on the part of our ITinformation technology providers could impair our ability to operate effectively. In addition to the risks outlined above, problems with manufacturing or ITinformation technology outsourcing could result in lower revenue and unexecuted efficiencies and impact our results of operations and our stock price.

If we suffer a loss to our factories, facilities or distribution system due to catastrophe, our operations could be seriously harmed.

Our factories, facilities and distribution system are subject to the risk of catastrophic loss due to fire, flood, terrorism, public health crises, increasing severity or frequency of extreme weather events, or other climate-change related risks, including resource scarcity, rationing or unexpected costs from increases in fuel and raw material prices that may be caused by extreme weather conditions. In addition, several of our facilities could be subject to a catastrophic loss caused by earthquake due to their locations. Our production facilities, headquarters and laboratories in California, and our production facilities in Japan, are all located in areas with above-average seismic activity. In addition, our facilities in California are susceptible to extreme weather conditions such as drought, flooding and wildfires. If any of our facilities were to experience a catastrophic loss, it could disrupt our operations, delay production, shipments and revenue and result in large expenses to repair or replace the facility. If such a disruption were to occur, we could breach agreements, our reputation could be harmed, and our business and operating results could be adversely affected. In addition, because we have consolidated our manufacturing facilities and we may not have redundant manufacturing capability readily available, we are more likely to experience an interruption to our operations in the event of a catastrophe in any one location. Although we carry insurance for property damage and business interruption, these coverages are subject to deductibles as well as caps and may not be sufficient to cover the entirety of potential losses in certain catastrophic events. We do not carry insurance or financial reserves for interruptions or potential losses arising from earthquakes or terrorism. Also, our third-party insurance coverage will vary from time to time in both type and amount depending on availability, cost and our decisions with respect to risk retention. Economic conditions and uncertainties in global markets may adversely affect the cost and other terms upon which we are able to obtain third-party insurance. If our third-party insurance coverage is adversely affected or to the extent we have elected to self-insure, we ~~may~~would be at a greater risk that our financial condition will be harmed by a catastrophic loss.

If we experience a significant disruption in, or breach in security of, our information technology systems, or if we fail to implement new systems and software successfully, our business could be adversely affected.

We rely on several centralized information technology systems throughout our company to provide products and services, keep financial records, process orders, manage inventory, process shipments to customers and operate other critical functions. Our information technology systems may be susceptible to damage, disruptions or shutdowns due to power outages, hardware failures, computer viruses, attacks by computer hackers, telecommunication failures, user errors, catastrophes or other unforeseen events. For example, in December 2020, it was widely reported that SolarWinds, an information technology company, was the subject of a cyberattack that created security vulnerabilities for thousands of its clients. We identified an impacted SolarWinds server and promptly took steps to contain and remediate the incidents. While we believe that there were no disruptions to our operations as a result of this attack, other similar attacks could have a significant negative impact on our systems and operations. Our information technology systems also may experience interruptions, delays or cessations of service or produce errors in connection with system integration, software upgrades or system migration work that takes place from time to time. If we were to experience a prolonged system disruption in the information technology systems that involve our interactions with customers or suppliers, it could result in the loss of sales and customers and significant incremental costs, which could adversely affect our business. In addition, security breaches of our information technology systems or products could result in the misappropriation or unauthorized disclosure of confidential information belonging to us or to our employees,

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partners, customers or suppliers, which could result in our suffering significant financial or reputational damage. Concern over increasingly prevalent cyberattacks or other forms of security breaches of information technology systems can result in additional legal and regulatory requirements in the markets we operate our business and may lead to increased compliance burdens and costs to meet the regulatory obligations. For example, as a U.S. publicly traded company, we are subject to the U.S. Securities and Exchange Commission Final Rule on Cybersecurity Risk Management, Strategy, Governance and Incident Disclosure which requires enhanced disclosure requirements for cybersecurity, with similar applicable requirements under the EU’s NIS2 Directive and China’s Data Security Law.

Financial and Tax Risks

Our retirement and post retirement pension plans are subject to financial market risks that could adversely affect our future results of operations and cash flows.

We have significant retirement and post retirement pension plan assets and obligations. The performance of the financial markets and interest rates impact our plan expenses and funding obligations. Significant decreases in market interest rates, decreases in the fair value of plan assets and investment losses on plan assets will increase our funding obligations and adversely impact our results of operations and cash flows.

Changes in tax laws, unfavorable resolution of tax examinations, or exposure to additional tax liabilities could have a material adverse effect on our results of operations, financial condition and liquidity.

We are subject to taxes in the U.S., Singapore and various foreign jurisdictions. Governments in the jurisdictions in which we operate implement changes to tax laws and regulations periodically. Any implementation of tax laws that fundamentally change the taxation of corporations in the U.S. or Singapore could materially impact our effective tax rate and could have a significant adverse impact on our financial results.

The Organization for Economic Co-operation and Development ("OECD") has introduced rules to establish a global minimum tax rate of 15 percent, commonly referred to as the Pillar Two rules. Many countries have enacted legislation to implement the Pillar Two rules. We are currently evaluating the potential impacts that Pillar Two may have on future periods and will continue to monitor the implementation of the Pillar Two rules in the jurisdictions in which we operate.

We are also subject to examinations of our tax returns by tax authorities in various jurisdictions around the world. We regularly assess the likelihood of adverse outcomes resulting from ongoing tax examinations to determine the adequacy of our provision for taxes. These assessments can require a high degree of judgment and estimation. Intercompany transactions associated with the sale of inventory, services, intellectual property and cost share arrangements are complex and affect our tax liabilities. The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax laws and regulations in multiple jurisdictions. There can be no assurance that the outcomes from ongoing tax examinations will not have an adverse effect on our operating results and financial condition. A difference in the ultimate resolution of tax uncertainties from what is currently estimated could have an adverse effect on our financial results and condition.

If tax incentives change or cease to be in effect, our income taxes could increase significantly.

We benefit from tax incentives extended to our foreign subsidiaries to encourage investment or employment. Singapore has granted us tax incentives which require renewal at various times in the future. The incentives are conditioned on achieving various thresholds of investments and employment or specific types of income. Our taxes could increase if the incentives are not renewed upon expiration. If we cannot or do not wish to satisfy all or parts of the tax incentive conditions, we may lose the related tax incentive and could be required to refund tax incentives previously realized. As a result, our effective tax rate could be higher than it would have been had we maintained the benefits of the tax incentives.

We have outstanding debt and may incur other debt in the future, which could adversely affect our financial condition, liquidity and results of operations.

We are party to a $1.5 billion five-year unsecured credit facility that will expire on June 7, 2028~~. Furthermore~~, ~~we are permitted~~ pursuant to ~~the~~which ~~credit~~we ~~agreement~~are permitted to establish an incremental revolving credit facility of up to $750 million. We also entered into an Uncommitted Money Market Line Credit agreement which provides for an aggregate borrowing capacity of $300 million. Under our U.S. commercial paper program, the company may issue and sell unsecured, short-term promissory notes in the aggregate principal amount not to exceed $1.5 billion with up to 397-day maturities. As of October 31, ~~2024~~2025, we had approximately $3.4 billion in outstanding indebtedness which included an aggregate outstanding principal amount of $3.3 billion in unsecured senior notes. We may borrow additional amounts in the future and use the proceeds from any future borrowing for general corporate purposes, future acquisitions, expansion of our business or repurchases of our outstanding shares of common stock.

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borrowing for general corporate purposes, future acquisitions, expansion of our business or repurchases of our outstanding shares of common stock.

Our incurrence of this debt, and increases in our aggregate levels of debt, may adversely affect our operating results and financial condition by, among other things:

•increasing our vulnerability to downturns in our business, to competitive pressures and to adverse economic and industry conditions;

•requiring the dedication of an increased portion of our expected cash flows from operations to service our indebtedness, thereby reducing the amount of expected cash flows available for other purposes, including capital expenditures, acquisitions, stock repurchases and dividends; and

•limiting our flexibility in planning for or reacting to changes in our business and our industry.

Our credit facility imposes restrictions on us, including restrictions on our ability to create liens on our assets and engage in certain types of sale and leaseback transactions and the ability of our subsidiaries to incur indebtedness, and requires us to maintain compliance with specified financial ratios. Our ability to comply with these ratios may be affected by events beyond our control. In addition, the indentures governing our senior notes contain covenants that may adversely affect our ability to incur certain liens or engage in certain types of sale and leaseback transactions. If we breach any of the covenants and do not obtain a waiver from the lenders or noteholders, then, subject to applicable cure periods, our outstanding indebtedness could be declared immediately due and payable.

We cannot assure that we will continue to pay dividends on our common stock.

Since the first quarter of fiscal year 2012, we have paid a quarterly dividend on our common stock. The timing, declaration, amount and payment of any future dividends fall within the discretion of our Board of Directors and will depend on many factors, including our available cash, estimated cash needs, earnings, financial condition, operating results, capital requirements, as well as limitations in our contractual agreements, applicable law, regulatory constraints, industry practice and other business considerations that our Board of Directors considers relevant. A change in our dividend program could have an adverse effect on the market price of our common stock.

Adverse conditions in the global banking industry and credit markets may adversely impact the value of our cash investments or impair our liquidity.

As of October 31, ~~2024~~2025, we had cash and cash equivalents of approximately $1,~~329~~789 million invested or held in a mix of money market funds, time deposit accounts and bank demand deposit accounts. Disruptions and volatility in the financial markets may, in some cases, result in an inability to access assets such as money market funds that traditionally have been viewed as highly liquid or hinder our ability to borrow money in the amounts, at interest rates or upon the more favorable terms and conditions that ~~might~~could be available under different economic circumstances. Any failure of our counterparty financial institutions or funds in which we have invested may adversely impact our cash and cash equivalent positions and, in turn, our operating results and financial condition.

Item 1B. Unresolved Staff Comments

None.

Item 1C. Cybersecurity

Agilent is committed to maintaining a secure environment for our data, complying with applicable legal requirements, and effectively supporting our business objectives and customer needs. Our cybersecurity strategy emphasizes the cultivation of a security-minded culture through education and training, and a programmatic and layered approach to prevention, detection of, and response to cybersecurity threats.

Key Elements of Our Cybersecurity Program. We maintain cybersecurity policies that articulate Agilent's expectations and requirements regarding technology use, data privacy, risk management, and incident management. Regular exercises and assessments against recognized cybersecurity frameworks are conducted to improve the effectiveness of our processes. These are conducted by third party organizations in addition to internal audit teams. Cybersecurity is considered the responsibility of every Agilent employee, with regular education and best practice sharing to raise awareness of threats. Layered controls are implemented to prevent and detect cybersecurity threats, with policies and processes designed to provide timely notifications and compliance with legal requirements. These include controls to assess third party suppliers and their services.

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~~implemented~~Governance ~~to prevent~~ and ~~detect~~Oversight. Our cybersecurity ~~threats~~program under the Chief Information Officer ("CIO") is led by our Chief Information Security Officer ("CISO"), ~~with~~both ~~policies~~of whom have over 20 years of experience managing and ~~processes~~securing ~~designed~~global enterprises. The Board of Directors delegates oversight of cybersecurity risks to ~~provide~~the ~~timely~~Audit ~~notifications~~Committee, which receives updates from the CISO and ~~compliance~~CIO ~~with~~at ~~legal~~least ~~requirements~~annually. ~~These~~ ~~include~~Cybersecurity ~~controls~~is tointegrated ~~assess~~into ~~third~~the ~~party~~risk ~~suppliers~~management process for the company through various mechanisms, including quarterly business reviews, annual budget planning, and ~~their~~linkage ~~services.~~to the Enterprise Risk Management ("ERM") process.

Governance and Oversight. Our cybersecurity program under the Chief Information Officer ("CIO") is led by our Chief Information Security Officer ("CISO"). The Board of Directors delegates oversight of cybersecurity risks to the Audit Committee, which receives updates from the CISO and CIO at least annually. Cybersecurity is integrated into the risk management process for the company through various mechanisms, including quarterly business reviews, annual budget planning, and linkage to the Enterprise Risk Management ("ERM") process.

As of the date of this report, we do not believe any risks from cybersecurity threats have materially affected Agilent, including our business strategy, results of operations, or financial condition. However, we can provide no assurance that there will not be any incidents in the future or that they will not materially affect us as outlined in Item 1A. Risk Factors.

Item 2. Properties

As of October 31, ~~2024~~2025, we owned or leased a total of approximately 6.8 million square feet of space worldwide. Of that, we owned approximately 5.3 million square feet and leased the remaining 1.5 million square feet. Our sales and support facilities occupied a total of approximately 0.5 million square feet. Our manufacturing plants, ~~R&D~~research and development facilities and warehouse and administrative facilities occupied approximately 6.3 million square feet. All of our ~~businesses~~business segments share sales offices throughout the world.

Information about each of our businesses appears below:

Life Sciences &and ~~Applied~~Diagnostics Markets ~~Business~~Segment. Our ~~life~~Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets ~~business~~segment has manufacturing and ~~R&D~~research and development facilities in ~~Australia~~Belgium, ~~China~~Canada, ~~Germany~~China, ~~Italy~~Denmark, ~~Japan~~Germany, Malaysia, ~~Netherlands,~~ Singapore, United Kingdom and the United States.

~~Diagnostics~~Agilent ~~and~~CrossLab ~~Genomics Business~~Segment. Our ~~diagnostics~~Agilent ~~and~~CrossLab ~~genomics~~segment ~~business~~ has manufacturing and ~~R&D~~research and development facilities in ~~Belgium~~Australia, ~~Canada~~Germany, ~~China~~Netherlands, ~~Denmark~~Singapore, ~~Germany,~~United ~~Malaysia~~Kingdom and the United States, and our direct service delivery organization is regionally based and operating in 28 countries.

~~Agilent~~Applied ~~CrossLab~~Markets ~~Business~~Segment. Our ~~direct~~Applied ~~service~~Markets ~~delivery~~segment ~~organization~~has ismanufacturing ~~regionally~~and ~~based~~research and ~~operating~~development facilities in 28Australia, ~~countries~~China, Germany, Italy, Japan, Malaysia, Singapore, United Kingdom and the United States.

Item 3. Legal Proceedings

We are involved in lawsuits, claims, investigations and proceedings, including, but not limited to, intellectual property, commercial, real estate, environmental and employment matters, which arise in the ordinary course of business. There are no matters pending that we currently believe are probable and reasonably possible of having a material impact to our business, consolidated financial condition, results of operations or cash flows.

Item 4. Mine Safety Disclosures

Not applicable.

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PART II

Item 5. Market for the Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Market Information. Our common stock is listed on the New York Stock Exchange with the ticker symbol “"A”." ~~As of December 2, 2024, there were 16,806 common stockholders of record.~~

Holders. ~~The~~As ~~information required by this item with respect to equity compensation plans is included under the caption "Equity Compensation Plans" in our Proxy Statement for the Annual Meeting~~ of ~~Stockholders to be held~~December ~~March 13~~10, 2025, tothere bewere ~~filed with the Securities and Exchange Commission pursuant to Regulation 14A~~15,935 ~~and~~common isstockholders ~~incorporated~~of ~~herein by reference~~record.

Dividends. We currently intend to continue paying quarterly cash dividends. The timing, declaration, amount and payment of any future dividends fall within the discretion of our Board of Directors and will depend on many factors, including our available cash, estimated cash needs, earnings, financial condition, operating results, capital requirements, as well as limitations in our contractual agreements, applicable law, regulatory constraints, industry practice and other business considerations that our Board of Directors considers relevant.

Equity Compensation Plan Information. The information required by this item with respect to equity compensation plans is included under the caption "Equity Compensation Plan Information" in Item 12 of this Annual Report on Form 10-K.

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STOCK PRICE PERFORMANCE GRAPH

The graph below shows the cumulative total stockholder return on our common stock with the cumulative total return of the S&P 500 Index and our peer group, consisting of all companies in the Health Care and Materials Indexes of the S&P 500, assuming an initial investment of $100 on October 31, ~~2019~~2020 and the reinvestment of all dividends.

Agilent’s stock price performance shown in the following graph is not indicative of future stock price performance. The data for this performance graph was compiled for us by Standard and Poor’s.

INDEXED RETURNS

Base

Years Ending

Period

Company Name / Index

10/31/~~2019~~2020

10/31/~~2020~~2021

10/31/~~2021~~2022

10/31/~~2022~~2023

10/31/~~2023~~2024

10/31/~~2024~~2025

Agilent Technologies

100

~~135~~155.9315

~~210~~137.9017

~~186~~103.4521

~~140~~130.2999

~~178~~148.0632

S&P 500

100

~~109~~142.7191

~~156~~122.7903

~~133~~134.8841

~~147~~185.4651

~~203~~225.5231

Peer Group

100

~~112~~137.0423

~~153~~137.6026

~~153~~134.0630

~~149~~162.4580

~~181~~161.1882

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ISSUER PURCHASES OF EQUITY SECURITIES

The table below summarizes information about the company’s purchases, based on trade date, of its equity securities registered pursuant to Section 12 of the Exchange Act during the quarterly period ended October 31, ~~2024~~2025. The total number of shares of common stock purchased by the company during the fiscal year ended October 31, ~~2024~~2025 was 83,~~402~~397,~~882~~220 shares.

Period	Total Number ofShares of CommonStock Purchased(1)(2)	Weighted AveragePrice Paid per Share ofCommon Stock(23)		TotalNumber ofShares of CommonStock Purchased asPart of PubliclyAnnounced Plans orPrograms(1)(2)	MaximumApproximate DollarValue of Shares ofCommon Stock thatMay Yet BePurchased Under thePlans or Programs(in millions)(1)(2)
August 1, 2024 throughAugust 31, 2024	804,464	$	140.19	804,464	$	596
2023 Repurchase Program
September 1, 2024 throughSeptember 30, 2024	1,240,953	$	137.98	1,240,953	$	425
August 1, 2025 through August 31, 2025	228,858	$	117.73	228,858	$	7
October 1, 2024 throughOctober 31, 2024	366,113	$	139.28	366,113	$	374
September 1, 2025 through September 8, 2025	52,423	$	126.48	52,423	$	—
Total	2,411,530	$	138.91	2,411,530
2024 Repurchase Program
September 9, 2025 through September 30, 2025	171,591	$	125.55	171,591	1,979
October 1, 2025 through October 31, 2025	210,079	$	142.19	210,079	$	1,949
Total	662,951	$	128.19	662,951

(1)On January 9, 2023, we announced that our board of directors had approved a share repurchase program (the "2023 repurchase program") designed, among other things, to reduce or eliminate dilution resulting from issuance of stock under the company's employee equity incentive programs. The 2023 repurchase program ~~authorizes~~authorized the purchase of up to $2.0 billion, excluding excise taxes, of our common stock at the company's discretion and has no fixed termination date. The 2023 repurchase program ~~does~~did not require the company to acquire a specific number of shares and may be suspended, amended or discontinued at any time. The 2023 repurchase program commenced on March 1, 2023, and ~~also~~was ~~terminated~~completed ~~and~~in ~~replaced~~September ~~the 2021 repurchase program~~2025. As of October 31, ~~2024~~2025, all repurchased shares to date have been retired.

(2)~~The~~On ~~weighted~~May ~~average~~29, ~~price~~2024, ~~paid~~we ~~per~~announced that our board of directors had approved a new share repurchase program (the "2024 repurchase program") designed, among other things, to reduce or eliminate dilution resulting from issuance of stock under the company's employee equity incentive programs. The 2024 repurchase program authorizes the purchase of up to $2.0 billion, excluding excise taxes, of our common stock at the company's discretion and has no fixed termination date. The 2024 repurchase program does not ~~include~~require the ~~cost~~company to acquire a specific number of ~~commissions~~shares and may be suspended, amended or ~~excise~~discontinued ~~taxes~~at any time. The 2024 repurchase program became effective on August 1, 2024 and commenced upon completion of our 2023 repurchase program in September 2025. As of October 31, 2025, all repurchased shares to date have been retired.

(3)The weighted average price paid per share of common stock does not include the cost of commissions or excise taxes.

Item 6. [Reserved]

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with the consolidated financial statements and notes thereto included elsewhere in this Annual Report on Form 10-K. This report contains forward-looking statements including, without limitation, statements regarding growth opportunities, including for and in our end markets, new product and service introductions, the position and strength of our businesses, products and services, market demand for and adoption of our products and solutions, the ability of our products and solutions to address customer needs and meet industry requirements, our focus on enhancing our customers' experience, delivering differentiated product solutions and driving productivity improvements, leveraging our product platforms to maximize growth, our investments, including in manufacturing infrastructure, research and development and expanding and improving our applications and solutions portfolios, expanding our position in developing countries and emerging markets, our contributions to our defined benefit plans, our hedging programs and other actions to offset the effects of foreign currency and interest rate movements, our future effective tax rate, unrecognized tax benefits, reimbursement incentives, our ability to satisfy our liquidity requirements, including through cash generated from operations, the potential impact of adopting new accounting pronouncements, indemnification obligations, our sales, our purchase commitments, our capital expenditures, the integration, effects and timing of our acquisitions and other transactions, expense reduction and other results from our restructuring programs and other cost saving initiatives, our stock repurchase program and dividends, macroeconomic and market conditions, the recovery and health of our end markets, seasonality, mix, future financial results, our operating margin, our geographical diversification, interest rates, inflationary pressures and local regulations and restrictions, that involve risks and uncertainties. Our actual results could differ materially from the results contemplated by these forward-looking statements due to various factors, including those discussed in Part I Item 1A and elsewhere in this Form 10-K.

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position in developing countries and emerging markets, our contributions to our defined benefit plans, our hedging programs and other actions to offset the effects of foreign currency and interest rate movements, our future effective tax rate, unrecognized tax benefits, reimbursement incentives, our ability to satisfy our liquidity requirements, including through cash generated from operations, the potential impact of adopting new accounting pronouncements, indemnification obligations, our sales, our purchase commitments, our capital expenditures, the integration, effects and timing of our acquisitions and other transactions, expense reduction and other results from our restructuring programs and other cost saving initiatives, our stock repurchase program and dividends, macroeconomic and market conditions, including relating to or arising from changes to tariffs, import/export or trade policies, the recovery and health of our end markets, seasonality, mix, future financial results, our operating margin, our geographical diversification, interest rates, inflationary pressures and local regulations and restrictions, that involve risks and uncertainties. Our actual results could differ materially from the results contemplated by these forward-looking statements due to various factors, including those discussed in Part I Item 1A and elsewhere in this Annual Report on Form 10-K.

Overview and Executive Summary

Agilent Technologies, Inc. ("we"," "Agilent" or the "company"), incorporated in Delaware in May 1999, is a global leader in life sciences, diagnostics and applied ~~chemical~~ markets, providing application focused solutions that include instruments, software, services and consumables for the entire laboratory workflow.

New Segment Structure

In ~~the~~November ~~first quarter of fiscal year~~ 2024, we announced a change in our ~~operating~~organizational ~~segments~~structure to ~~move~~support our ~~cell~~market-focused, ~~analysis~~customer-centric ~~business~~strategy. ~~from~~Our ~~our~~former ~~life~~Diagnostics ~~sciences~~ and ~~applied~~Genomics ~~markets~~ segment tocombined with our ~~diagnostics~~liquid chromatography and ~~genomics~~liquid ~~operating~~chromatography ~~segment~~mass inspectrometry ~~order~~instrument platforms to ~~further~~form ~~strengthen~~our ~~growth~~new ~~opportunities~~Life ~~for~~Sciences ~~both~~and ~~organizations.~~Diagnostics ~~Following~~Markets ~~this~~segment. ~~reorganization,~~Our wechemistries ~~continue~~and tosupplies, ~~have~~laboratory ~~three~~automation, ~~business~~and ~~segments~~software ~~comprised~~and ofinformatics ~~life~~divisions ~~sciences~~moved ~~and~~from ~~applied~~our ~~markets,~~former ~~diagnostics~~Life ~~and~~Sciences ~~genomics~~ and ~~Agilent~~Applied ~~CrossLab,~~Markets ~~each~~segment ~~of which continues~~ to ~~comprise~~our aAgilent ~~reportable~~CrossLab segment. WeThe ~~began~~remaining ~~reporting~~divisions ~~under~~in ~~this~~our ~~new~~former ~~structure~~Life ~~with~~Sciences ~~the~~and ~~Quarterly~~Applied ~~Report~~Markets onsegment ~~Form~~which ~~10-Q~~includes ~~for~~our ~~the~~gas ~~period ended January 31~~chromatography, ~~2024.~~gas ~~All~~chromatography ~~historical~~mass ~~financial~~spectrometry, ~~segment~~remarketed ~~information~~instruments, ~~has~~spectroscopy ~~been recast to conform to this new presentation in our consolidated financial statements~~ and ~~accompanying~~vacuum ~~notes.~~divisions ~~There~~formed ~~was no change to~~ our ~~Agilent~~new ~~CrossLab~~Applied ~~business~~Markets segment.

~~Acquisition~~ Following this re-organization, we have three business segments - Life Sciences and Diagnostics Markets, Agilent CrossLab and Applied Markets, each of which comprises a reportable segment. All historical financial segment information has been recast to conform to this new presentation.

OnGlobal September 20, 2024, we acquired 100 percent of the stock of BIOVECTRA for total consideration of $915 million in cash. The acquisition expands our contract development and manufacturing organization. As a result of the acquisition, BIOVECTRA became a wholly-owned subsidiary of Agilent. The acquisition has been accounted for in accordance with the authoritative accounting guidance, and the results of BIOVECTRA are included in Agilent's consolidated financial statements from the date of acquisition. Tariffs

~~Senior~~ ~~Notes~~Recent changes to tariffs and trade policies by the U.S. and other countries have increased risk and uncertainty surrounding our future results of operations. In the first half of fiscal year 2025, changes to tariffs and trade policies did not have a material impact on our results of operations. In the second half of fiscal year 2025, the U.S. government introduced additional measures related to tariffs, including certain increases, exemptions and pauses, and other countries have responded with preliminary agreements and retaliatory actions. The ultimate impact of changes to tariffs and trade policies will depend on various factors, including the timing, amount, scope, and nature of any tariffs or trade policies implemented and our ability to respond to mitigate the impact of such tariffs and trade policies. While the recent tariff changes adversely impacted our costs of revenue beginning in the second half of fiscal year 2025, we expect to substantially mitigate the impact during our fiscal year 2026. With inflationary and tariff-related pressures remaining fluid, we are actively pursuing mitigation strategies through supply chain optimization, targeted pricing actions, and other cost-efficiency initiatives to protect margins and sustain long-term growth. We continue to monitor these evolving trade dynamics closely, as they may influence future revenue and operational efficiency.

2027 Senior Notes. On September 9, 2024, we issued an aggregate principal amount of $600 million in senior notes ("2027 senior notes"). The 2027 senior notes were issued at 99.866% of their principal amount. The notes will mature on September 9, 2027, and bear interest at a fixed rate of 4.20% per annum. The interest is payable semi-annually on March 9th and September 9th of each year and payments will commence on March 9, 2025.

2034 Senior Notes. On September 9, 2024, we issued an aggregate principal amount of $600 million in senior notes ("2034 senior notes"). The 2034 senior notes were issued at 99.638% of their principal amount. The 2034 senior notes will mature on September 9, 2034, and bear interest at a fixed rate of 4.75% per annum. The interest is payable semi-annually on March 9th and September 9th of each year and payments will commence on March 9, 2025.

Actual Results

Agilent's net revenue of $6,~~510~~948 million in ~~2024~~2025 ~~decreased~~increased 57 percent when compared to ~~2023~~2024. ~~Foreign~~The ~~currency~~overall ~~movements~~effect ~~for~~of ~~2024~~foreign currency movements had no ~~overall~~ impact on revenue growth in the year ended October 31, 2025 when compared to ~~2023~~2024. For ~~Net~~the ~~revenue~~year ~~declined~~ended inOctober 31, ~~our~~2025, ~~life~~net ~~sciences~~revenue ~~and~~growth ~~applied~~came ~~markets~~from ~~and~~all ~~diagnostics~~of ~~and~~our ~~genomics~~ segments, ~~mostly~~all ingeographic ~~the~~regions ~~pharmaceutical~~we ~~market,~~serve ~~due~~and ~~primarily~~most toof ~~the~~our ~~overall~~key ~~pressures~~end onmarkets ~~our~~when ~~customers'~~compared ~~capital~~to ~~expenditure~~the ~~spending~~same ~~which~~period ~~continued~~last ~~in 2024~~year. Revenue ~~declines~~from ~~were~~our ~~partially~~BIOVECTRA ~~offset~~acquisition bycontributed ~~revenue~~approximately ~~growth~~2 inpercentage ~~our~~points ~~Agilent~~in ~~CrossLab segment~~2025. Revenue in the ~~life~~Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets ~~business~~segment ~~decreased~~increased 811 percent in ~~2024~~2025 when compared to ~~2023~~2024. ~~Foreign~~ ~~currency~~The ~~movements had no~~ overall ~~impact~~effect onof ~~revenue~~foreign ~~growth~~currency inmovements ~~2024~~had ~~when~~a ~~compared~~1 topercentage ~~2023.~~point ~~Revenue~~favorable inimpact ~~the~~on ~~diagnostics~~revenue ~~and~~growth ~~genomics business decreased 6 percent~~ in ~~2024~~2025 when compared to ~~2023~~2024. ~~Foreign~~Revenue ~~currency~~from ~~movements~~our ~~had~~BIOVECTRA noacquisition ~~overall~~contributed ~~impact~~approximately on5 ~~revenue~~percentage ~~growth~~points in ~~2024 when compared to 2023~~2025. Revenue in the Agilent CrossLab business increased 56 percent in ~~2024~~2025 ~~when compared to 2023. Foreign currency movements had no overall impact on revenue growth in 2024 when compared to 2023.~~

Agilent's net revenue of $6,833 million was slightly down in 2023 when compared to 2022. Foreign currency movements for 2023 had an overall unfavorable impact on revenue growth of 2 percentage points when compared to 2022. Net revenue declined in our life sciences and applied markets segment, in the pharmaceutical market and in the Asia Pacific region primarily related to weaker demand in China and an overall pressure on our customers' capital expenditures compared to 2022. The net revenue decline was partially offset by revenue growth from our other segments primarily in Agilent CrossLab. Revenue in the life sciences and applied markets business decreased 3 percent in 2023 when compared to 2022. Foreign currency movements had an overall unfavorable impact on revenue growth of 2 percentage points in 2023 when compared to 2022. Revenue in the diagnostics and genomics business decreased 1 percent in 2023 when compared to 2022. Foreign currency movements had an 35

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~~overall~~when ~~unfavorable~~compared ~~impact~~to on2024. ~~revenue~~The ~~growth~~overall effect of 2foreign ~~percentage~~currency ~~points~~movements had no impact on revenue growth in ~~2023~~2025 when compared to ~~2022~~2024. Revenue in the ~~Agilent~~Applied ~~CrossLab~~Markets ~~business~~segment increased 81 percent in ~~2023~~2025 when compared to ~~2022~~2024. The ~~Foreign~~overall effect of foreign currency movements had ana ~~overall~~1 percentage point unfavorable impact on revenue growth ~~of 2 percentage points~~ in ~~2023~~2025 when compared to ~~2022~~2024.

~~Net~~Agilent's ~~income~~net ~~was~~revenue of $16,~~289~~510 million decreased 5 percent in 2024 when compared to ~~net~~2023. ~~income~~The overall effect of ~~$1,240~~foreign ~~million~~currency ~~and~~movements ~~$1,254~~had ~~million~~no impact on revenue growth in 2024 when compared to 2023. Net revenue declined in our Life Sciences and ~~2022~~Diagnostics Markets and Applied Markets segments, ~~respectively.~~mostly ~~Net~~in ~~income~~the pharmaceutical market, due primarily to the overall pressures on our customers' capital expenditure spending which continued in 2024. ~~was~~Revenue ~~impacted~~declines were partially offset by ~~cost-saving~~revenue ~~initiatives~~growth ~~and~~in ~~higher~~our ~~interest~~Agilent ~~income~~CrossLab segment. ~~Net~~Revenue ~~income~~in the Life Sciences and Diagnostics Markets segment decreased 11 percent in 2024 when compared to 2023. ~~was~~The ~~impacted~~overall byeffect ~~the~~of ~~asset~~foreign ~~impairment~~currency ~~charges~~movements ~~primarily~~had ~~related~~no impact on revenue growth in 2024 when compared to 2023. Revenue in the ~~exit~~Agilent ofCrossLab ~~our~~segment ~~Resolution~~increased ~~Bioscience~~3 ~~business~~percent ~~and~~in ~~lower~~2024 ~~tax~~when ~~expense~~compared to 2023. ~~Net~~The ~~income~~overall ineffect ~~2022~~of ~~was~~foreign ~~impacted~~currency bymovements ~~higher~~had ~~sales~~a ~~volume~~1 ~~partially~~percentage ~~offset~~point byunfavorable ~~supply~~impact ~~chain,~~on ~~logistics~~revenue ~~and~~growth ~~inflationary~~in ~~pressures~~2024 ~~increasing~~when ~~our~~compared ~~costs~~to 2023. As ofRevenue ~~October 31,~~in the Applied Markets segment decreased 7 percent in 2024 ~~and~~when compared to 2023,.The weoverall ~~had~~effect ~~cash~~of ~~and~~foreign ~~cash~~currency ~~equivalents~~movements ~~balances~~had ofno ~~$1,329~~impact ~~million~~on ~~and~~revenue ~~$1,590~~growth ~~million,~~in ~~respectively.~~2024 when compared to 2023.

~~2021~~Net ~~Repurchase~~income ~~Program. During~~was ~~the~~$1,303 ~~year~~million ~~ended~~in ~~October 31,~~2025 ~~2022,~~compared weto ~~repurchased~~net ~~and~~income ~~retired~~of ~~8.4~~$1,289 million ~~shares~~and ~~for~~ $1,~~139~~240 million ~~under~~in ~~this~~2024 ~~authorization~~and 2023, respectively. ~~During~~Net ~~the~~income ~~year~~in ~~ended~~2025 ~~October 31,~~was ~~2023,~~favorably weimpacted ~~repurchased~~by ~~and~~several ~~retired~~tax ~~661,739~~benefits ~~shares~~that ~~for~~reduced ~~$99~~our ~~million,~~overall ~~excluding~~tax ~~excise~~provision. ~~taxes,~~Net ~~under~~income ~~this~~in ~~authorization~~2024 was impacted by cost-saving initiatives and higher interest income. OnNet ~~March~~income 1,in 2023, was impacted by the ~~2021~~asset ~~repurchase~~impairment ~~program~~charges ~~was~~primarily ~~terminated~~related ~~and~~to the ~~remaining~~exit ~~authorization~~of our Resolution Bioscience business and lower tax expense. As of ~~$339~~October 31, 2025 and 2024, we had cash and cash equivalents balances of $1,789 million ~~expired~~and $1,329 million, respectively.

~~2023~~2021 Repurchase Program. On January 9, 2023, we announced that our board of directors had approved a share repurchase program (the "2023 repurchase program") designed, among other things, to reduce or eliminate dilution resulting from issuance of stock under the company's employee equity incentive programs. The 2023 repurchase program authorizes the purchase of up to $2.0 billion, excluding excise taxes, of our common stock at the company's discretion and has no fixed termination date. The 2023 repurchase program does not require the company to acquire a specific number of shares and may be suspended, amended or discontinued at any time. The 2023 repurchase program commenced on March 1, 2023, and also terminated and replaced the 2021 repurchase program. During the year ended October 31, 2023, we repurchased and retired ~~3.9 million~~661,739 shares for $~~476~~ 99 million, excluding excise taxes, under this authorization. ~~During~~ ~~the~~On ~~year~~March ~~ended October 31, 2024, we repurchased and retired 8.4 million shares for $~~1,~~150 million,~~ ~~excluding excise taxes~~2023, ~~under~~the ~~this~~2021 ~~authorization.~~repurchase Asprogram ofwas ~~October 31,~~terminated ~~2024,~~and wethe ~~had~~ remaining authorization toof ~~repurchase up to approximately~~ $~~374~~ 339 million ~~of our common stock under the 2023 repurchase program~~expired.

On2023 ~~May~~Repurchase ~~29,~~Program. ~~2024,~~The we2023 ~~announced~~repurchase ~~that~~program ~~our~~commenced ~~board~~on ofMarch ~~directors~~1, ~~had~~2023, ~~approved~~and awas ~~new~~completed ~~share~~in ~~repurchase~~September ~~program~~2025. (During the ~~"2024~~year ~~repurchase~~ended ~~program")~~October 31, ~~designed~~2023, ~~among~~we ~~other~~repurchased ~~things,~~and toretired ~~reduce~~3.9 ormillion ~~eliminate~~shares ~~dilution~~for ~~resulting~~$476 ~~from~~million, ~~issuance~~excluding ofexcise ~~stock~~taxes, under ~~the~~this ~~company's~~authorization. ~~employee~~During ~~equity~~the ~~incentive~~year ~~programs.~~ended ~~The~~October 31, 2024, ~~repurchase~~we ~~program~~repurchased ~~authorizes~~and ~~the~~retired ~~purchase~~8.4 million ofshares upfor to $~~2.0~~1,150 ~~billion~~million, excluding excise taxes, ofunder ~~our~~this ~~common~~authorization. ~~stock~~During at the ~~company's~~year ~~discretion~~ended ~~and~~October 31, ~~has~~2025 nowe ~~fixed~~repurchased ~~termination~~and ~~date~~retired 3.0 ~~The~~million ~~2024~~shares ~~repurchase~~for ~~program~~$374 ~~does~~million, ~~not~~excluding ~~require~~excise ~~the~~taxes, ~~company~~under tothis ~~acquire~~authorization. aAs ~~specific number~~ of ~~shares~~October 31, ~~and may be suspended~~2025, ~~amended~~we orhad ~~discontinued~~no atremaining ~~any~~authorization ~~time.~~to ~~The 2024~~ repurchase ~~program~~our ~~became~~common ~~effective~~stock onunder ~~August 1, 2024 and will commence upon~~ the ~~termination of our~~ 2023 repurchase program.

~~The~~2024 ~~Inflation~~Repurchase ~~Reduction~~Program. ~~Act~~On ofMay ~~2022~~29, ~~which~~2024, ~~was~~we ~~enacted~~announced ~~into~~that ~~law~~our onboard ~~August~~of ~~16,~~directors ~~2022,~~had ~~imposed~~approved a ~~nondeductible~~new 1%share ~~excise~~repurchase ~~tax~~program on (the ~~net~~"2024 ~~value~~repurchase ofprogram") ~~certain~~designed, among other things, to reduce or eliminate dilution resulting from issuance of stock ~~repurchases~~under ~~made~~the ~~after~~company's ~~December~~employee ~~31,~~equity ~~2022~~incentive programs. ~~During~~The 2024 repurchase program authorizes the ~~year~~purchase ~~ended~~of ~~October~~up to $2.0 31billion, ~~2024~~excluding excise taxes, weof ~~recorded~~our common stock at the ~~applicable~~company's ~~excise~~discretion ~~taxes~~and ~~payable~~has ofno ~~approximately~~fixed ~~$10~~termination ~~million~~date. asThe an2024 ~~incremental~~repurchase ~~cost~~program ofdoes not require the ~~shares~~company ~~repurchased~~to ~~and~~acquire a ~~corresponding~~specific ~~liability~~number ~~for~~of ~~the~~shares ~~excise~~and ~~tax~~may ~~payable~~be insuspended, ~~other~~amended ~~accrued~~or ~~liabilities~~discontinued at any time. The 2024 repurchase program became effective on August 1, 2024 and commenced upon completion of our ~~consolidated~~2023 ~~balance~~repurchase ~~sheet~~program in September 2025. InDuring ~~fiscal~~the year ~~2023~~ended October 31, 2025 we ~~recorded~~repurchased and retired 381,670 shares for $51 million excluding excise taxes, ~~payable~~under this authorization. As of ~~approximately~~October 31, $32025, ~~million~~we ~~related~~had remaining authorization to ~~shares~~repurchase ~~repurchased~~up into ~~2023~~approximately ~~and~~$1.9 ~~paid~~billion ~~the~~of ~~tax~~our incommon stock under the 2024 repurchase program.

Excise ~~Dividends~~Taxes. ~~During~~The ~~the~~Inflation ~~year~~Reduction ~~ended~~Act ~~October 31,~~of ~~2024~~2022, ~~cash~~which ~~dividends~~was ofenacted ~~$0.944~~into ~~per~~law ~~share~~on August 16, or2022, ~~$274~~imposed ~~million~~a ~~were~~nondeductible ~~declared~~1% ~~and~~excise ~~paid~~tax on the ~~company's~~net ~~outstanding~~value ~~common~~of certain stock. ~~During~~repurchases ~~the~~made ~~year~~after ~~ended~~December ~~October~~ 31, ~~2023,~~2022. ~~cash~~We ~~dividends~~record the applicable excise taxes payable related to repurchases of ~~$0.900~~our ~~per~~common ~~share,~~stock oras ~~$265~~an ~~million~~incremental ~~were~~cost ~~declared~~of the shares repurchased and ~~paid~~a oncorresponding liability for the ~~company's~~excise ~~outstanding~~tax ~~common~~payable ~~stock~~in other accrued liabilities on our consolidated balance sheet. ~~During~~For share repurchases made during the year ended October 31, ~~2022~~2025, ~~cash~~we ~~dividends~~recorded the applicable excise taxes payable of approximately $03 million.~~840~~ ~~per~~During ~~share~~fiscal year 2024 and 2023, orwe recorded the applicable excise taxes payable of approximately $~~250~~10 million ~~were~~and ~~declared~~$3 ~~and~~million, respectively, which were paid onin the ~~company's~~fiscal ~~outstanding~~year ~~common~~following ~~stock.~~the repurchases.

On ~~November 20,~~Dividends. ~~2024,~~During wethe ~~declared~~year aended ~~quarterly~~October 31, ~~dividend~~2025, cash dividends of $0.~~248~~992 per share ~~of common stock~~, or ~~approximately~~ $71282 million ~~which~~were ~~will~~declared beand paid on ~~January~~the company's outstanding common stock. During the year ended October 2231, ~~2025~~2024, tocash ~~shareholders~~dividends of ~~record~~$0.944 asper ofshare, ~~the~~or ~~close~~$274 ofmillion ~~business~~were declared and paid on ~~December 31,~~the ~~2024~~company's outstanding common stock. ~~The~~During ~~timing~~the ~~and~~year ~~amounts~~ended ofOctober 31, ~~any~~2023, ~~future~~cash dividends ~~are~~of ~~subject~~$0.900 toper ~~determination~~share, or $265 million were declared and ~~approval~~paid byon ~~our~~the ~~board~~company's ofoutstanding ~~directors~~common stock.

Looking forward, our primary focus remains on enhancing our customers’ experience, delivering differentiated product solutions and driving productivity improvements. While customer capital budgets continue to be constrained, we anticipate a gradual and steady recovery in the short-term. We also remain optimistic about the long-term health of our key end markets. Although inflationary pressures are uncertain, we will continue to mitigate their impact through targeted pricing strategies and various other cost-saving initiatives.36

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On November 19, 2025, we declared a quarterly dividend of $0.255 per share of common stock, or approximately $72 million which will be paid on January 28, 2026, to shareholders of record as of the close of business on January 6, 2026. The timing and amounts of any future dividends are subject to determination and approval by our board of directors.

Looking Forward. Our primary focus remains on enhancing our customers’ experience, delivering differentiated product solutions and driving productivity improvements. After an extended period of constrained capital spending, many customers' ability to spend capital budgets has begun to normalize, with the exception of customers receiving funding from the U.S. federal government. We remain optimistic about the long-term health of our key end markets. While the recent tariff changes adversely impacted our costs of revenue beginning in the second half of fiscal year 2025, we expect to substantially mitigate the impact during our fiscal year 2026. With inflationary and tariff-related pressures remaining fluid, we are actively pursuing mitigation strategies through supply chain optimization, targeted pricing actions, and other cost-efficiency initiatives to protect margins and sustain long-term growth.

Critical Accounting Policies and Estimates

The preparation of financial statements in accordance with accounting principles generally accepted in the U.S. requires management to make estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and various other assumptions believed to be reasonable. Although these estimates are based on management's best knowledge of current events and actions that may impact the company in the future, actual results may be different from the estimates. An accounting policy is deemed to be critical if it requires an accounting estimate to be made based on assumptions about matters that are highly uncertain at the time the estimate is made and if different estimates that reasonably could have been used or changes in the accounting estimate that are reasonably likely to occur could materially change the financial statements. Our critical accounting policies are those that affect our financial statements materially and involve difficult, subjective or complex judgments by management. Those policies are revenue recognition, inventory valuation, retirement and post-retirement plan assumptions, valuation of goodwill and purchased intangible assets, restructuring and accounting for income taxes.

Revenue Recognition. We enter into contracts to sell products, services or combinations of products and services. Products may include hardware or software and services may include one-time service events or services performed over time.

We derive revenue primarily from the sale of analytical and diagnostics products and services. A performance obligation is a promise in a contract to transfer a distinct product or service to a customer and is the unit of account under Accounting Standard Codification Topic 606, Revenue from Contracts with Customers, (“ASC 606’’). Revenue is recognized when control of the promised products or services is transferred to our customers and the performance obligation is fulfilled in an amount that reflects the consideration that we expect to be entitled in exchange for those products or services, the transaction price. For equipment, consumables, and most software licenses, control transfers to the customer at a point in time. We use present right to payment, legal title, physical possession of the asset, and risks and rewards of ownership as indicators to determine the transfer of control to the customer. For products that transfer control over time, revenue is recognized as the performance obligation is satisfied. Product over time revenue is assessed against the following criteria: the performance creates an asset that the customer controls as the asset is created; the asset has no alternative use; and we have an enforceable right to payment. Where acceptance is not a formality, the customer must have documented their acceptance of the product or service. For products that include installation, if the installation meets the criteria to be considered a separate performance obligation, product revenue is recognized when control has passed to the customer, and recognition of installation revenue occurs once completed. Product revenue, including sales to resellers and distributors is reduced for provisions for warranties, returns, and other adjustments in the period the related sales are recorded.

Service revenue includes extended warranty, customer and software support including: Software as a Service, post contract support, consulting including companion diagnostics, and training and education. Instrument service contracts and software maintenance contracts are typically annual contracts, which are billed at the beginning of the contract or maintenance period. Revenue for these contracts is recognized on a straight-line basis to revenue over the service period, as a time-based measure of progress best reflects our performance in satisfying this obligation. There are no deferred costs associated with the service contract, as the cost of the service is recorded when the service is performed. Service calls not included in a support contract are recognized to revenue at the time a service is performed.

We have sales from standalone software. These arrangements typically include software licenses and maintenance contracts, both of which we have determined are distinct performance obligations. We determine the amount of the transaction price to allocate to the license and maintenance contract based on the relative standalone selling price of each performance obligation. Software license revenue is recognized at the point in time when control has been transferred to the customer. The revenue allocated to the software maintenance contract is recognized on a straight-line basis over the maintenance period, which is the contractual term of the contract, as a time-based measure of progress best reflects our performance in satisfying this obligation. Unspecified rights to software upgrades are typically sold as part of the maintenance contract on a when-and-if-available basis.

Our multiple-element arrangements are generally comprised of a combination of instruments, installation or other start-up services, and/or software, and/or support or services. Hardware and software elements are typically delivered at the same time and revenue is recognized when control passes to the customer. Service revenue is deferred and recognized over the contractual period or as services are rendered and accepted by the customer. Our arrangements generally do not include any provisions for cancellation, termination, or refunds that would significantly impact recognized revenue.37

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~~average~~which ~~historical~~is ~~selling~~the ~~price~~contractual term of ~~our~~the ~~products~~contract, ~~and~~as ~~services~~a ~~per~~time-based ~~geographic~~measure ~~region~~of ~~for~~progress ~~each~~best ~~performance~~reflects ~~obligation.~~our ~~Stand-alone~~performance ~~selling~~in ~~prices~~satisfying ~~are~~this ~~determined~~obligation. ~~for~~Unspecified ~~each~~rights ~~distinct~~to ~~good~~software orupgrades ~~service~~are intypically ~~the~~sold ~~contract,~~as ~~and~~part ~~then~~of ~~we allocate~~ the ~~transaction~~maintenance ~~price~~contract inon ~~proportion~~a towhen-and-if-available ~~those standalone selling prices by performance obligations~~basis.

For contracts with multiple performance obligations, we allocate the consideration to which we expect to be entitled to each performance obligation based on relative standalone selling prices and recognize the related revenue when or as control of each individual performance obligation is transferred to customers. We estimate the standalone selling price by calculating the average historical selling price of our products and services per geographic region for each performance obligation. Stand-alone selling prices are determined for each distinct good or service in the contract, and then we allocate the transaction price in proportion to those standalone selling prices by performance obligations.

A portion of our revenue relates to lease arrangements. Standalone lease arrangements are outside the scope of ASC 606 and are therefore accounted for in accordance with ASC 842, Leases ("ASC 842"). Each of these contracts is evaluated as a lease arrangement, either as an operating lease or a sales-type finance lease using the current lease classification guidance. In a lease arrangement that is a multiple-element arrangement, the revenue associated with the lease component is treated under the lease accounting standard ASC 842, whereas the revenue associated with the non-lease component is recognized in accordance with the ASC 606 revenue standard.

Inventory Valuation. Inventory is valued at standard cost, which approximates actual cost computed on a first-in, first-out basis, not in excess of market value. We assess the valuation of our inventory on a periodic basis and make adjustments to the value for estimated excess and obsolete inventory based upon estimates and assumptions about future demand, economic conditions and actual usage, which require management judgment. Such estimates are difficult to make under most economic conditions. The excess balance determined by this analysis becomes the basis for our excess inventory charge. Our excess inventory review process includes analysis of inventory levels, sales trends and forecasts, managing product rollovers and working with manufacturing to maximize recovery of excess inventory and to estimate and record reserves for excess, slow-moving and obsolete inventory. If actual market conditions are less favorable than those projected by management, additional write-downs may be required. If actual market conditions are more favorable than anticipated, inventory previously written down may be sold to customers, resulting in lower cost of sales and higher income from operations than expected in that period.

Retirement and Post-Retirement Benefit Plan Assumptions. Retirement and post-retirement benefit plan costs are a significant cost of doing business. They represent obligations that will ultimately be settled sometime in the future and therefore are subject to estimation. Pension accounting is intended to reflect the recognition of future benefit costs over the employees' average expected future service to Agilent based on the terms of the plans and investment and funding decisions. To estimate the impact of these future payments and our decisions concerning funding of these obligations, we are required to make assumptions using actuarial concepts within the framework of accounting principles generally accepted in the U.S. Two critical assumptions are the discount rate and the expected long-term return on plan assets. Other important assumptions include expected future salary increases, expected future increases to benefit payments, expected retirement dates, employee turnover, retiree mortality rates, and portfolio composition. We evaluate these assumptions at least annually.

The discount rate is used to determine the present value of future benefit payments at the measurement date - October 31 for both U.S. and non-U.S. plans. For ~~2024~~2025 and ~~2023~~2024, the U.S. discount rates were based on the results of matching expected plan benefit payments with cash flows from a hypothetically constructed bond portfolio. In ~~2024~~2025, discount rates for the U.S. ~~defined benefit plans and~~ post-retirement benefit plans decreased compared to the previous year due to the decrease in the corporate bond rates. For ~~2024~~2025 and ~~2023~~2024, the discount rates for non-U.S. defined benefit plans were generally based on published rates for high quality corporate bonds and in ~~2024~~2025, mostly ~~decreased~~increased compared to the previous year. If we had changed our discount rate by 1 percent, the impact would have been approximately $1 million on U.S. defined benefit plans and post-retirement benefit plans expense and $1112 million on non-U.S. defined benefit plans expense for the year ended October 31, ~~2024~~2025. Lower discount rates usually increase present values of the pension benefit obligation and subsequent year pension expense; higher discount rates usually decrease present values of the pension benefit obligation and subsequent year pension expense.

The company uses alternate methods of amortization as allowed by the authoritative guidance which amortizes the actuarial gains and losses on a consistent basis for the years presented. For U.S. defined benefit plans, gains and losses are amortized over the average future lifetime of participants using the corridor method. For most non-U.S. defined benefit plans and U.S. post-retirement benefit plans, gains and losses are amortized over the average remaining future service period or remaining lifetime of participants depending upon the plan, using a separate layer for each year's gains and losses.

In the U.S., target asset allocations for our retirement and post-retirement benefit plans were approximately 50 percent to equities and approximately 50 percent to fixed income investments as of October 31, 2024. Our Deferred Profit-Sharing Plan target asset allocation is approximately 60 percent to equities and approximately 40 percent to fixed income investments. Approximately 1 percent of the retirement and post-retirement plans consists of limited partnerships. Outside the U.S., our target asset allocation (excluding annuity contracts in the U.K.) ranges from zero percent to 60 percent to equities, from 38 percent to 100 percent to fixed income investments, and from zero to 25 percent to real estate, depending on the plan. All plans' assets are broadly diversified. Due to fluctuations in equity and bond markets, our actual allocations of plan assets at October 31, 2024, may differ from the target allocation. Our policy is to bring the actual allocation in line with the target allocation.

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~~Equity securities include exchange-traded common stock~~ and ~~preferred stock of companies from broadly diversified industries~~U.S. ~~Fixed income securities include a global portfolio of corporate bonds of companies from diversified industries, government securities, mortgage~~post-~~backed~~retirement ~~securities,~~benefit ~~asset-backed securities~~plans, ~~derivative~~gains ~~instruments~~ and ~~other.~~losses ~~The annuity contracts~~ are ~~insurance~~amortized ~~buy-in~~over ~~contracts issued by a third-party insurance company to cover~~ the ~~benefit~~average ~~obligations~~remaining offuture ~~all~~service ~~participants~~period ~~under~~using ~~the~~a ~~U.K.~~separate ~~defined~~layer ~~benefit~~for ~~plan~~each ~~and~~year's ~~are~~gains funded with existing pension plan assets with no adjustment made to the benefit obligations. Real estate securities include holdings of managed investment funds which invest primarily in the equity instruments of real estate investment trusts and ~~other similar real estate investments~~losses. ~~Other investments include a group trust consisting primarily of private equity partnerships.~~

~~The~~In ~~expected~~the ~~long-term~~U.S., ~~return~~target onasset ~~plan~~allocations ~~assets~~for isour ~~estimated~~retirement ~~using~~and ~~current~~post-retirement ~~and~~benefit ~~expected~~plans ~~asset~~were ~~allocations~~approximately as50 ~~well~~percent asto ~~historical~~equities and ~~expected~~approximately ~~returns.~~50 ~~Plan~~percent ~~assets~~to ~~are~~fixed ~~valued~~income atinvestments ~~fair~~as ~~value.~~of IfOctober 31, we2025. ~~had~~Our ~~changed~~Deferred ~~our~~Profit-Sharing ~~estimated~~Plan ~~return~~target onasset ~~assets~~allocation byis 1approximately 60 percent, ~~the~~to ~~impact~~equities ~~would~~and ~~have~~approximately ~~been~~40 ~~$4 million~~percent onto Ufixed income investments.S. ~~defined~~Approximately ~~benefit~~1 ~~plans~~percent of the retirement and post-retirement ~~benefit~~ plans ~~expense~~consists ~~and~~of $8limited ~~million~~partnerships. onOutside ~~non-~~the U.S., ~~defined~~our ~~benefit~~target ~~plans~~asset ~~expense~~allocation ~~for~~(excluding ~~the~~annuity ~~year~~contracts ~~ended~~in ~~October 31,~~the ~~2024~~U.K.) ~~The~~ranges ~~total~~from ~~net~~zero ~~periodic~~percent ~~pension~~to ~~and~~60 ~~post-retirement~~percent ~~benefit~~to ~~costs~~equities, ~~recorded~~from ~~were~~38 apercent $9to ~~million~~100 ~~benefit~~percent into ~~2024~~fixed income investments, ~~$6 million~~and ~~expense~~from inzero ~~2023~~to ~~and~~25 ~~$2 million~~percent ~~benefit~~to inreal ~~2022.~~estate, ~~These~~depending ~~costs~~on ~~included~~the aplan. ~~loss~~All onplans' ~~settlement~~assets ofare $2broadly ~~million,~~diversified. $4Due ~~million~~to fluctuations in equity and $4bond ~~million~~markets, ~~for~~our ~~the~~actual ~~years~~allocations ~~ended~~of plan assets at October 31, ~~2024~~2025, ~~2023~~may ~~and~~differ ~~2022,~~from ~~respectively~~the target allocation. Our policy is to bring the actual allocation in line with the target allocation.

Equity securities include exchange-traded common stock of companies from broadly diversified industries. Fixed income securities include a global portfolio of corporate bonds of companies from diversified industries, government securities, mortgage-backed securities, asset-backed securities, derivative instruments and other. The annuity contracts are insurance buy-in contracts issued by a third-party insurance company to cover the benefit obligations of all participants under the U.K. defined benefit plan and are funded with existing pension plan assets with no adjustment made to the benefit obligations. Real estate securities include holdings of managed investment funds which invest primarily in the equity instruments of real estate investment trusts and other similar real estate investments. Other investments include a group trust consisting primarily of private equity partnerships.

The expected long-term return on plan assets is estimated using current and expected asset allocations as well as historical and expected returns. Plan assets are valued at fair value. If we had changed our estimated return on assets by 1 percent, the impact would have been $5 million on U.S. defined benefit plans and post-retirement benefit plans expense and $9 million on non-U.S. defined benefit plans expense for the year ended October 31, 2025. The total net periodic pension and post-retirement benefit costs recorded were a $24 million benefit in 2025, $9 million benefit in 2024 and $6 million expense in 2023. These costs included a loss on settlement of $15 million, $2 million and $4 million, for the years ended October 31, 2025, 2024 and 2023, respectively. In 2025, a settlement loss of $14 million was recognized in connection with the buy-out of our Netherlands defined benefit pension plan.

Goodwill and Purchased Intangible Assets. We assess our goodwill and purchased intangible assets for impairment annually or whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Under the authoritative guidance, we have the option to perform a qualitative assessment to determine whether further impairment testing is necessary. The accounting standard gives an entity the option to first assess qualitative factors to determine whether performing the quantitative test is necessary. If an entity believes, as a result of its qualitative assessment, that it is more-likely-than-not (i.e., greater than 50% chance) that the fair value of a reporting unit is less than its carrying amount, the quantitative impairment test will be required. Otherwise, no further testing will be required.

The guidance includes examples of events and circumstances that might indicate that a reporting unit's fair value is less than its carrying amount. These include macro-economic conditions such as deterioration in the entity's operating environment or industry or market considerations; entity-specific events such as increasing costs, declining financial performance, or loss of key personnel; or other events such as an expectation that a reporting unit will be sold or a sustained decrease in the stock price on either an absolute basis or relative to peers.

If it is determined, as a result of the qualitative assessment, that it is more-likely-than-not that the fair value of a reporting unit is less than its carrying amount, then we are required to perform a quantitative impairment test on goodwill to identify and measure the amount of a goodwill impairment loss to be recognized. A goodwill impairment loss, if any, is measured as the amount by which a reporting unit's carrying value, including goodwill, exceeds its fair value, not to exceed the carrying amount of goodwill. As defined in the authoritative guidance, a reporting unit is an operating segment, or one level below an operating segment. We aggregate components of an operating segment that have similar economic characteristics into our reporting units.

At the beginning of fiscal year ~~2024~~2025, in connection with the change in our segment reporting, we assessed goodwill impairment for our three reporting units which consisted of our three segments: ~~life~~Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets, ~~diagnostics~~Agilent ~~and~~CrossLab ~~genomics~~ and ~~Agilent~~Applied ~~CrossLab~~Markets. We performed a quantitative test for goodwill impairment of the three reporting units as of November 1, ~~2023~~2024, due to the change in our segment structure., Asand ofbased ~~November~~on 1,the ~~2023~~results, there was no impairment of goodwill.

In fiscal year ~~2024~~2025, we again assessed goodwill impairment for our three reporting units which consisted of our three operating segments: ~~life~~Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets, ~~diagnostics~~Agilent ~~and~~CrossLab ~~genomics~~ and ~~Agilent~~Applied ~~CrossLab~~Markets. We performed a qualitative test for goodwill impairment of the three reporting units as of September 30, 2024, our annual impairment test date. Based on the results of our qualitative testing, there was no impairment of goodwill as of September 30, 2024. Each quarter we review the events and circumstances to determine if goodwill impairment is indicated. There was no impairment of goodwill during the years ended October 31, 2024, 2023 and 2022.

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~~use~~qualitative oftest ~~significant~~for ~~estimates~~goodwill ~~and~~impairment ~~assumptions~~of ~~related~~the tothree ~~revenue~~reporting ~~growth rates~~units, ~~royalty~~as ~~rates~~of ~~and~~September ~~discount~~30, ~~rates.~~2025, Weour ~~value~~annual ~~backlog~~impairment ~~using~~test ~~the discounted cash flows based on the estimated revenue from pending orders~~date. WeBased ~~value license agreements based~~ on the ~~expected~~results ~~future~~of ~~cash~~our ~~receipts~~qualitative ~~from license agreements~~testing, ~~discounted~~we tobelieve ~~present~~that ~~value~~it ~~over~~is ~~the~~more-likely-than-not ~~term of the agreement. We believe~~ that the fair ~~value~~values ~~assigned~~of tothese ~~the~~reporting ~~assets~~units ~~acquired and liabilities assumed~~ are ~~based~~greater onthan ~~reasonable~~their ~~assumptions~~respective ~~and~~carrying ~~estimates that marketplace participants would use~~values. ~~Actual~~Each ~~results~~quarter ~~could~~we ~~differ~~review ~~materially~~the ~~from~~events ~~these~~and ~~estimates.~~circumstances ~~IPR&D~~to isdetermine ~~initially~~if ~~capitalized~~goodwill ~~at fair value as an intangible asset with an indefinite life and assessed for~~ impairment ~~thereafter. When the IPR&D project~~ is ~~complete, it is reclassified as an amortizable purchased intangible asset and is amortized over its estimated useful life~~indicated. IfThere anwas ~~IPR&D~~no ~~project~~impairment isof ~~abandoned,~~goodwill weduring ~~will record a charge for~~ the ~~value~~years ofended ~~the~~October 31, ~~related~~2025, ~~intangible~~2024 ~~asset~~and ~~to our consolidated statement of operations in the period it is abandoned~~2023.

Purchased intangible assets consist primarily of acquired developed technologies, proprietary know-how, trademarks, and customer relationships and are amortized using the best estimate of the asset's useful life that reflects the pattern in which the economic benefits are consumed or used up or a straight-line method ranging from 2 years to 13 years. Our determination of the fair value of the intangible assets acquired involves the use of significant estimates and assumptions. Specifically, our determination of the fair value of the developed product technology and in-process research and development ("IPR&D") acquired involves significant estimates and assumptions related to revenue growth rates and discount rates. Our determination of the fair value of customer relationships acquired involves significant estimates and assumptions related to revenue growth rates, discount rates, and customer attrition rates. Our determination of the fair value of the trade name acquired involves the use of significant estimates and assumptions related to revenue growth rates, royalty rates and discount rates. We value backlog using the discounted cash flows based on the estimated revenue from pending orders. We value license agreements based on the expected future cash receipts from license agreements, discounted to present value over the term of the agreement. We believe that the fair value assigned to the assets acquired and liabilities assumed are based on reasonable assumptions and estimates that marketplace participants would use. Actual results could differ materially from these estimates. IPR&D is initially capitalized at fair value as an intangible asset with an indefinite life and assessed for impairment thereafter. When the IPR&D project is complete, it is reclassified as an amortizable purchased intangible asset and is amortized over its estimated useful life. If an IPR&D project is abandoned, we will record a charge for the value of the related intangible asset to our consolidated statement of operations in the period it is abandoned.

We continually monitor events and changes in circumstances that could indicate carrying amounts of finite-lived intangible assets may not be recoverable. When such events or changes in circumstances occur, we assess the recoverability of finite-lived intangible assets by determining whether the carrying value of such assets will be recovered through undiscounted expected future cash flows. If the total of the undiscounted future cash flows is less than the carrying amount of those assets, we recognize an impairment loss based on the excess of the carrying amount over the fair value of the assets.

Our indefinite-lived intangible assets are IPR&D intangible assets. The accounting guidance allows a qualitative approach for testing indefinite-lived intangible assets for impairment, similar to the issued impairment testing guidance for goodwill and allows the option to first assess qualitative factors (events and circumstances) that could have affected the significant inputs used in determining the fair value of the indefinite-lived intangible asset to determine whether it is more-likely-than-not (i.e., greater than 50% chance) that the indefinite-lived intangible asset is impaired. An organization may choose to bypass the qualitative assessment for any indefinite-lived intangible asset in any period and proceed directly to calculating its fair value. As of October 31, 2025 and 2024, we do not have any indefinite-lived intangible assets.

During fiscal years 2025 and 2023, there were no impairments of indefinite-lived intangible assets. During fiscal year 2024, we recorded an impairment of in-process research and development of $6 million in research and development in the consolidated statement of operations related to a project in our ~~life~~Applied ~~sciences~~Markets ~~and applied markets~~ segment. ~~There were no impairments of indefinite-lived intangible assets during fiscal years 2023 and 2022.~~

Restructuring. The main components of our restructuring plan are related to workforce reductions, consolidation of excess leased facilities and site closures. Workforce reduction charges are accrued when payment of benefits becomes probable that the employees are entitled to the severance and the amounts can be estimated. Consolidation of facilities costs primarily consists of accelerated depreciation of right-of-use assets classified as held and used. In accordance with the accounting guidance, it was determined that certain assets had been abandoned, and an assessment was made of the remaining useful lives and potential alternative uses. If the amounts and timing of cash flows from restructuring activities are significantly different from what we have estimated, the actual amounts of restructuring and other related charges could be materially different, either higher or lower, than those we have recorded. See Note 16., "Restructuring and Other Related Costs" to the consolidated financial statements for additional information.

Accounting for Income Taxes. We must make certain estimates and judgments in determining income tax expense for financial statement purposes. These estimates and judgments occur in the calculation of tax credits, benefits and deductions, and in the calculation of certain tax assets and liabilities which arise from differences in the timing of recognition of revenue and expense for tax and financial statement purposes, as well as interest and penalties related to uncertain tax positions. Significant changes to these estimates may result in an increase or decrease to our tax provision in a subsequent period. On a quarterly basis, we provide for income taxes based upon an estimated annual effective tax rate. The effective tax rate is highly dependent upon the geographic composition of worldwide earnings, tax regulations governing each region, availability of tax credits and the effectiveness of our tax planning strategies. We monitor the changes in many factors and adjust our effective income tax rate on a timely basis. If actual results differ from these estimates, this could have a material effect on our financial condition and results of operations.

Significant management judgment is also required in determining whether deferred tax assets will be realized in full or in part. When it is more-likely-than-not that all or some portion of deferred tax assets may not be realized, a valuation allowance must be established against such deferred tax assets. We consider all available positive and negative evidence on a jurisdiction-by-jurisdiction basis when assessing whether it is more likely than not that deferred tax assets are recoverable. We consider evidence such as our past operating results, the existence of losses in recent years and our forecast of future taxable income.40

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~~uncertainty~~the ineffectiveness ~~income~~of ~~taxes,~~our ~~for~~tax ~~all~~planning Ustrategies.S. We ~~and~~monitor ~~other~~the ~~tax~~changes ~~jurisdictions,~~in wemany ~~recognize~~factors ~~potential~~and ~~liabilities~~adjust ~~for~~our ~~anticipated~~effective income tax ~~audit~~rate ~~issues based~~ on ~~our~~a ~~estimate~~timely ~~of whether, and the extent to which, additional taxes and interest will be due~~basis. If ~~The~~actual ~~ultimate~~results ~~resolution of tax uncertainties may~~ differ from ~~what~~these ~~is currently estimated~~estimates, ~~which~~this could ~~result~~have in a material ~~impact~~effect on ~~income tax expense. If~~ our ~~estimate~~financial ofcondition ~~income tax liabilities proves to be less than the ultimate assessment, a further charge to expense would be required. If events occur~~ and ~~the~~results ~~payment~~ of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would result in tax benefits being recognized in the period when we determine the liabilities are no longer necessary. We include interest and penalties related to unrecognized tax benefits within the provision for income taxes on the consolidated statements of operations.

The calculation of our tax liabilities involves dealing with uncertainties in the application of complex tax law and regulations in a multitude of jurisdictions. Although the guidance on the accounting for uncertainty in income taxes prescribes the use of a recognition and measurement model, the determination of whether an uncertain tax position has met those thresholds will continue to require significant judgment by management. In accordance with the guidance on the accounting for uncertainty in income taxes, for all U.S. and other tax jurisdictions, we recognize potential liabilities for anticipated tax audit issues based on our estimate of whether, and the extent to which, additional taxes and interest will be due. The ultimate resolution of tax uncertainties may differ from what is currently estimated, which could result in a material impact on income tax expense. If our estimate of income tax liabilities proves to be less than the ultimate assessment, a further charge to expense would be required. If events occur and the payment of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would result in tax benefits being recognized in the period when we determine the liabilities are no longer necessary. We include interest and penalties related to unrecognized tax benefits within the provision for income taxes on the consolidated statements of operations.

Adoption of New Pronouncements

See Note 2, "New Accounting Pronouncements," to the consolidated financial statements for a description of new accounting pronouncements.

Restructuring and Other Related Costs

Summary of Restructuring Plans. In fiscal year 2025, we announced a restructuring plan designed to optimize our management structure to better serve our customers. In fiscal years 2024 and 2023, we announced restructuring plans that were both designed to reduce costs and expenses in response to macroeconomic conditions. These actions impact all three of our ~~business~~operating segments. The costs associated with these restructuring plans were not allocated to our ~~business~~operating segments' results; however, each ~~business~~operating segment will benefit from the future cost savings from these actions. When completed, the restructuring programs are expected to result in the reduction in annual cost of sales and operating expenses over the three ~~business~~operating segments.

~~A summary of our aggregate liability related to both restructuring plans and the total restructuring expense since inception of those plans are shown in the table below:~~41

	Workforce Reduction		Consolidation of Excess Facilities		Total
	(in millions)
Balance at October 31, 2022	$	—	$	—	$	—
Income statement expense	33		13		46
Non-cash settlements	(1)		(8)		(9)
Cash payments	(1)		—		(1)
Balance at October 31, 2023	$	31	$	5	$	36
Income statement expense	75		1		76
Non-cash settlements	(7)		(1)		(8)
Cash payments	(86)		(5)		(91)
Balance at October 31, 2024	$	13	$	—	$	13
Total restructuring expense since inception of all plans					$	122

Non-cash settlements include accelerated share-based compensation expense related to workforce reductions and accelerated depreciation expense of right-of-use and machinery and equipment assets related to the consolidation of excess facilities. The aggregate restructuring liability of $13 million at October 31, 2024, was recorded in other accrued liabilities on the consolidated balance sheet and reflects estimated future cash outlays.

A summary of the charges in the consolidated statement of operations resulting from the restructuring plans are shown below:

	Years Ended
	October 31,
	2024		2023
	(in millions)
Cost of products and services	$	13	$	11
Research and development	21		6
Selling, general and administrative	42		29
Total restructuring costs	$	76	$	46

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A summary of our aggregate liability related to the restructuring plans and the total restructuring expense since inception of those plans are shown in the table below:


	Workforce Reduction		Consolidation of Excess Facilities		Total
	(in millions)
Balance at October 31, 2023	$	31	$	5	$	36
Income statement expense	75		1		76
Non-cash settlements	(7)		(1)		(8)
Cash payments	(86)		(5)		(91)
Balance at October 31, 2024	$	13	$	—	$	13
Income statement expense	82		—		82
Non-cash settlements	(18)		—		(18)
Cash payments	(60)		—		(60)
Currency translation impact	1		—		1
Balance at October 31, 2025	$	18	$	—	$	18

Restructuring expense since inception of all plans:
Fiscal Year 2025 Plan					$	81
Fiscal Year 2024 Plan					$	73
Fiscal Year 2023 Plan					$	50
Total					$	204

Non-cash settlements include accelerated share-based compensation expense related to workforce reductions and accelerated depreciation expense of right-of-use and machinery and equipment assets related to the consolidation of excess facilities. The aggregate restructuring liability of $18 million at October 31, 2025, was recorded in other accrued liabilities on the consolidated balance sheet and reflects estimated future cash outlays.

A summary of the charges in the consolidated statement of operations resulting from the restructuring plans is shown below:


	Years Ended
	October 31,
	2025		2024		2023
	(in millions)
Cost of products and services	$	21	$	13	$	11
Research and development	5		21		6
Selling, general and administrative	56		42		29
Total restructuring costs	$	82	$	76	$	46

Fiscal Year 2025 Plan ("FY25 Plan")

In the second quarter of fiscal year 2025, we announced a restructuring plan designed to optimize our management structure to better serve our customers. The expense associated with this workforce reduction includes severance and other personnel-related costs. We expect to substantially complete these restructuring activities by the second quarter of fiscal year 2026. In connection with the FY25 Plan, we recorded restructuring expenses of $81 million in fiscal year 2025. When completed, the restructuring program is estimated to result in the reduction of approximately $75 million to $80 million in annual cost of sales and operating expenses over our three business segments.

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A summary of the FY25 Plan activity is shown in the table below:


	Workforce Reduction
	(in millions)





Balance at October 31, 2024	$	—
Income statement expense	81
Non-cash settlements	(18)
Cash payments	(46)
Currency translation impact	1
Balance at October 31, 2025	$	18

Total restructuring expense since inception of FY25 Plan	$	81

Non-cash settlements include accelerated share-based compensation expense related to workforce reductions.

Fiscal Year 2024 Plan ("FY24 Plan")

In the third quarter of fiscal year 2024, we initiated a new restructuring plan designed to further reduce costs and expenses in response to current macroeconomic conditions. The plan includes a reduction of our total headcount by approximately 500 regular employees, representing approximately 3 percent of our global workforce.

In connection with the FY24 Plan, we ~~have~~ recorded restructuring expenses of $1 million and $72 million in fiscal ~~year~~years 2025 and 2024, respectively. The costs associated with this workforce reduction ~~include~~included severance, accelerated share-based compensation expense and other personnel-related costs. ~~The~~We ~~timing~~have ~~and~~completed ~~scope~~all ~~of the~~ workforce ~~reductions~~management ~~will~~actions ~~vary~~and ~~based~~payments ~~on local legal requirements. While the majority of the workforce reduction was completed~~ in ~~fiscal~~connection ~~year~~with ~~2024, we expect to substantially complete~~ the ~~remaining~~FY24 ~~restructuring activities by the end of the second quarter of fiscal year 2025~~Plan. ~~When completed, the restructuring program is expected to result in the reduction of approximately $100 million in annual cost of sales and operating expenses over our three business segments.~~

A summary of the FY24 Plan activity is shown in the table below:

	Workforce Reduction
	(in millions)
Balance at October 31, 2023	$	—
Income statement expense	72$	72
Non-cash settlements	~~(7)~~$	(7)
Cash payments	~~(54)~~$	(54)
Balance at October 31, 2024	$	11
Total restructuring expense since inception of FY24 Plan	$	72
Income statement expense	$	1
Cash payments	$	(12)
Balance at October 31, 2025	$	—
Total restructuring expense since inception of FY24 Plan	$	73

Non-cash settlements include accelerated share-based compensation expense related to workforce reductions.

Fiscal Year 2023 Plan ("FY23 Plan")

In the fourth quarter of fiscal year 2023, we initiated ~~the~~a restructuring plan designed to reduce costs and expenses in response to the macroeconomic conditions. The plan included a reduction of our total headcount by approximately 400 regular employees, representing approximately 2 percent of our global workforce, and the consolidation of our excess facilities, including some site closures.

In connection with the FY23 Plan, we recorded restructuring expenses of $4 million ~~in 2024~~ and $46 million, in 2024 and 2023, respectively. The restructuring plan expenses ~~include~~included severance, accelerated share-based compensation expense and other personnel costs associated with the workforce reduction. The consolidation of excess facilities ~~includes~~included accelerated depreciation expenses of right-of-use and machinery and equipment assets, and other facilities-related costs. ~~The~~We ~~timing~~have ~~and~~completed ~~scope~~all ~~of the~~ workforce ~~reductions~~management ~~will~~actions ~~vary~~and ~~based~~payments ~~on local legal requirements. While the majority of the workforce reduction was completed~~ in ~~2024,~~connection wewith ~~expect to substantially complete~~ the ~~remaining~~FY23 ~~restructuring activities by the end of the first quarter of fiscal year 2025~~Plan. ~~When completed, the restructuring program is expected to result in the reduction of approximately $80 million in annual cost of sales and operating expenses over our three business segments.~~

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A summary of the FY23 Plan activity is shown in the table below:

	Workforce Reduction		Consolidation of Excess Facilities		Total		~~Total~~
	(in millions)
Balance at October 31, 2022	$	—	$	—			$	—
Balance at October 31, 2023	$	31	$	5	$	36
Income statement expense	333		131		4		46
Non-cash settlements	~~(1)~~—		(81)		(1)		~~(9)~~
Cash payments	(132)		—(5)		(37)		~~(1)~~
Balance at October 31, 2023	$	31	$	5			$	36
Balance at October 31, 2024	$	2	$	—	$	2
Income statement expense	3		1				4
Cash payments	(2)		—		(2)
Non-cash settlements	—		(1)				(1)
Balance at October 31, 2025	$	—	$	—	$	—
Cash payments	(32)		(5)				(37)
Total restructuring expense since inception of the FY23 Plan					$	50
Balance at October 31, 2024	$	2	$	—			$	2
Total restructuring expense since inception of the FY23 Plan							$	50

Non-cash settlements include accelerated ~~share-based compensation expense related to workforce reductions and accelerated~~ depreciation expense of right-of-use and machinery and equipment assets related to the consolidation of excess facilities.

Foreign Currency

Our revenues, costs and expenses, and monetary assets and liabilities and equity are exposed to changes in foreign currency exchange rates as a result of our global operating and financing activities. ~~Foreign~~The overall effect of changes in foreign currency ~~movements~~exchange rates had no ~~overall~~ impact on revenue growth in the year ended October 31, ~~2024~~2025 when compared to the same period ~~last~~in ~~year~~2024. ~~Foreign~~The ~~currency~~overall ~~movements~~effect ~~for~~of ~~the~~changes ~~year~~in ~~ended~~foreign ~~October 31,~~currency ~~2023,~~exchange rates had anno ~~overall unfavorable~~ impact on revenue ofgrowth 2in ~~percentage~~the ~~points~~year ended October 31, 2024 when compared to ~~2022~~the same period in 2023. When movements in foreign currency exchange rates have a negative impact on revenue, they will also have a positive impact by reducing our costs and expenses. We calculate the impact of movements in foreign currency exchange rates by applying the actual foreign currency exchange rates in effect during the last month of each quarter of the current year to both the applicable current and prior year periods. We hedge revenues, expenses and balance sheet exposures that are not denominated in the functional currencies of our subsidiaries on a short term and anticipated basis. We do experience some fluctuations within individual lines of the consolidated statement of operations and balance sheet because our hedging program is not designed to offset the currency movements in each category of revenues, expenses, monetary assets and liabilities. Our hedging program is designed to hedge currency movements on a relatively short-term basis (up to a rolling twelve-month period). We may also hedge equity balances denominated in foreign currency on a long-term basis. To the extent that we are required to pay for all, or portions, of an acquisition price in foreign currencies, we may enter into foreign exchange contracts to reduce the risk that currency movements will impact the U.S. dollar cost of the transaction.

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Results from Operations

Net Revenue

	Years Ended October 31,						~~2024~~2025 over ~~2023~~2024 Change	~~2023~~2024 over ~~2022~~2023 Change
	2024		2023		2022
	2025		2024		2023
	(in millions)
Net revenue:
Products	$	4,~~672~~944	$	54,~~051~~672	$	5,~~187~~051	~~(7)~~6%	(37)%
Services and other	$	12,~~838~~004	$	1,~~782~~838	$	1,~~661~~782	39%	73%
Total net revenue	$	6,~~510~~948	$	6,~~833~~510	$	6,~~848~~833	~~(5)~~7%	—(5)%

	Years Ended October 31,						~~2024~~2025 over ~~2023~~2024 Change	~~2023~~2024 over ~~2022~~2023 Change
	2024		2023		2022
	2025		2024		2023
% of total net revenue:
Products	7271	%	7472	%	7674	%	(21) ~~ppts~~ppt.	(2) ppts.
Services and other	2829	%	2628	%	2426	%	21 ~~ppts~~ppt.	2 ppts.
Total	100	%	100	%	100	%

Agilent's net revenue of $6,~~510~~948 million for the year ended October 31, ~~2024~~2025, ~~decreased~~increased 57 percent when compared to ~~2023~~2024. ~~Foreign~~The overall effect of foreign currency movements had no ~~overall~~ impact on revenue growth in ~~2024~~the year ended October 31, 2025 when compared to ~~2023~~2024. For the year ended October 31, ~~2024~~2025, net revenue ~~declined~~growth incame ~~our~~from ~~life~~all ~~sciences~~of ~~and~~our ~~applied markets and diagnostics and genomics~~ segments, ~~mostly~~all ingeographic ~~the~~regions ~~pharmaceutical~~we ~~market,~~serve ~~due~~and ~~primarily~~most toof ~~the~~our ~~overall~~key ~~pressures~~end onmarkets ~~our~~when ~~customers'~~compared ~~capital~~to ~~expenditure~~the ~~spending~~same ~~which~~period ~~continued~~last ~~in 2024~~year. Revenue ~~declines~~from ~~were~~our ~~partially~~BIOVECTRA ~~offset~~acquisition bycontributed ~~revenue~~approximately ~~growth~~2 inpercentage ~~our~~points ~~Agilent~~in ~~CrossLab segment~~2025. Agilent's net revenue of $6,~~833~~510 million ~~was~~decreased ~~slightly~~5 ~~down~~percent in ~~2023~~2024 when compared to ~~2022~~2023. ~~Foreign~~The overall effect of foreign currency movements had anno ~~overall unfavorable~~ impact on revenue growth ~~of 2 percentage points~~ in ~~2023~~2024 when compared to ~~2022~~2023. For the year ended October 31, ~~2023~~2024, net revenue declined in our ~~life~~Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets ~~segment~~and inApplied ~~the~~Markets ~~pharmaceutical~~segments, ~~market~~mostly ~~and~~ in the ~~Asia~~pharmaceutical ~~Pacific~~and ~~region~~chemical ~~primarily~~and ~~related~~applied tomaterials ~~weaker~~markets, ~~demand~~due inprimarily ~~China~~to ~~and~~the an overall ~~pressure~~pressures on our customers' capital ~~expenditures~~expenditure ~~compared~~spending towhich ~~the~~continued ~~same~~in ~~period last year~~2024. ~~The~~Revenue ~~net~~declines ~~revenue~~were ~~decline was~~ partially offset by revenue growth ~~from~~in our ~~other segments primarily in~~ Agilent CrossLab segment.

Product revenue includes revenue generated from the sales of our analytical instrumentation, software and consumables. Revenue from products increased 6 percent for the year ended October 31, 2025, when compared to 2024. Product revenue was primarily driven by increases in our contract development and manufacturing organization, liquid chromatography, liquid chromatography mass spectrometry, and consumables businesses partially offset by decreases in our cell analysis and vacuum businesses when compared to 2024. Revenue from products decreased 7 percent for the year ended October 31, 2024, when compared to 2023. The product revenue decline was primarily driven by decreases in our liquid chromatography, mass spectrometry, cell analysis and nucleic acid solutions businesses partially offset by increases in our consumables and pathology businesses when compared to 2023. Overall, product revenue declined due to our customers' continued capital expenditure pressures and mostly impacted the pharmaceutical market within our ~~life~~Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets and ~~diagnostics~~our ~~and~~Applied ~~genomics~~Markets segments.

~~Revenue~~Services ~~from~~and ~~products~~other ~~decreased~~revenue 3consist ~~percent~~of ~~for~~contract ~~the~~repair, ~~year~~preventative ~~ended~~maintenance, ~~October 31~~compliance services, ~~2023~~relocation services, ~~when~~installation ~~compared~~services, toand ~~2022.~~consulting ~~The~~services ~~decrease~~related into ~~product~~the ~~revenue~~companion indiagnostics ~~the~~and ~~year~~nucleic ~~ended~~acid ~~October 31,~~solutions ~~2023,~~businesses. ~~was~~Services ~~primarily~~and ~~due~~other torevenue ~~significant~~increased ~~declines~~9 percent in ~~our~~2025 ~~mass~~as ~~spectrometry,~~compared ~~genomics,~~to ~~gas~~2024. ~~chromatography~~Services and ~~cell~~other ~~analysis~~revenue ~~businesses~~increases ~~partially~~reflected ~~offset by~~ strong growth infrom ~~our~~contract ~~nucleic~~repair ~~acid solutions~~ and ~~pathology~~preventative ~~businesses,~~maintenance services and modest revenue growth in ~~our~~per ~~spectroscopy~~incident ~~business~~services including relocation and education and compliance services. ~~Overall,~~Services ~~product~~and other revenue ~~declined~~increased ~~due~~3 percent in 2024 as compared to ~~our~~2023. ~~customers'~~Services ~~capital~~and ~~expenditure~~other ~~pressures~~revenue reflected strong growth from contract repair and ~~mostly~~preventative ~~impacted~~maintenance ~~the~~services ~~pharmaceutical~~partly ~~market~~offset ~~within~~by ~~our~~declines ~~life~~in ~~sciences~~installation ~~and~~services ~~applied~~related ~~markets~~to ~~segment~~the decline of the product revenues.

Services and other revenue consist of contract repair, preventative maintenance, compliance services, relocation services, installation services, and consulting services related to the companion diagnostics and nucleic acid solutions businesses. Services and other revenue increased 3 percent in 2024 as compared to 2023. Services and other revenue reflected strong growth from contract repair and preventative maintenance services partly offset by declines in installation services related to the decline of the product revenues. 45

Services and other revenue increased 7 percent in 2023 as compared to 2022. Service revenue increases reflected strong growth from contract repair services, consultative services, per incident repair and maintenance services, and relocation services in all key end markets.

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Net Revenue By Segment

	Years Ended October 31,						~~2024~~2025 over ~~2023~~2024 Change	~~2023~~2024 over ~~2022~~2023 Change
	2024		2023		2022
	2025		2024		2023
	(in millions)
Net revenue by segment:
Life sciences and applied markets	$	3,215	$	3,510	$	3,630	(8)%	(3)%
Life Sciences and Diagnostics Markets	$	2,726	$	2,466	$	2,780	11%	(11)%
Diagnostics and genomics	$	1,651	$	1,755	$	1,766	(6)%	(1)%
Agilent CrossLab	$	2,908	$	2,747	$	2,656	6%	3%
Agilent CrossLab	$	1,644	$	1,568	$	1,452	5%	8%
Applied Markets	$	1,314	$	1,297	$	1,397	1%	(7)%
Total net revenue	$	6,~~510~~948	$	6,~~833~~510	$	6,~~848~~833	~~(5)~~7%	—(5)%

Revenue in the ~~life~~Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets ~~business~~segment ~~decreased~~increased 811 percent in ~~2024~~2025 when compared to ~~2023~~2024. ~~Foreign~~The overall effect of foreign currency movements had noa ~~overall~~1 percentage point favorable impact on revenue growth in ~~2024~~2025 when compared to ~~2023~~2024. ~~For~~In ~~the~~2025, ~~year~~we ~~ended~~saw ~~October 31,~~strong ~~2024,~~ revenue ~~declined~~growth in ~~all~~the ofpharmaceutical market led by revenue from our ~~end~~contract ~~markets~~development and manufacturing organization, liquid chromatography and liquid chromatography mass spectrometry businesses. We also saw astrong ~~significant~~revenue ~~decline~~growth in the diagnostics and clinical market led by revenue infrom ~~the~~our ~~pharmaceutical,~~companion ~~chemical~~diagnostics and ~~advanced~~pathology ~~materials,~~businesses ~~food~~partially ~~and~~offset ~~academia~~by a decline in revenue in the academic and government markets when compared to ~~2023~~2024. Revenue in the ~~life~~Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets ~~business~~segment decreased 311 percent in ~~2023~~2024 when compared to ~~2022~~2023. ~~Foreign~~The overall effect of foreign currency movements had anno ~~overall unfavorable~~ impact on revenue growth ~~of 2 percentage points~~ in ~~2023~~2024 when compared to ~~2022~~2023. ~~For~~In ~~the year ended October 31~~2024, ~~2023,~~ we saw arevenue ~~significant~~ decline in ~~revenue~~all inour ~~the~~end ~~pharmaceutical~~markets, ~~and~~most significantly in the ~~diagnostics~~pharmaceutical ~~and~~market, ~~clinical~~due ~~markets~~to ~~partially~~lower ~~offset~~sales byin ~~strong~~our ~~growth~~liquid inchromatography, ~~the~~nucleic ~~academia~~acid solutions and ~~government~~cell ~~market~~analysis businesses when compared to ~~2022~~2023.

Revenue in the ~~diagnostics~~Agilent ~~and~~CrossLab ~~genomics~~segment ~~business~~increased ~~decreased~~ 6 percent in ~~2024~~2025 when compared to ~~2023~~2024. ~~Foreign~~The overall effect of foreign currency movements had no ~~overall~~ impact on revenue growth in ~~2024~~2025 when compared to ~~2023~~2024. InFor ~~2024~~the year ended October 31, 2025, we saw arevenue ~~significant~~growth ~~decline~~across inmost ~~revenue~~of inour ~~the~~end ~~pharmaceutical~~markets ~~market~~led ~~due~~by tostrong ~~lower~~growth ~~sales~~ in ~~our~~the ~~nucleic~~pharmaceutical, ~~acid~~chemical ~~solutions,~~and ~~cell~~advanced ~~analysis~~materials and ~~genomics~~food ~~businesses~~markets when compared to ~~2023~~2024. Revenue in the ~~diagnostics~~Agilent ~~and~~CrossLab ~~genomics~~segment ~~business~~increased ~~decreased~~3 1 percent in ~~2023~~2024 when compared to ~~2022~~2023. ~~Foreign~~The overall effect of foreign currency movements had ana ~~overall~~1 percentage point unfavorable impact on revenue growth ~~of 2 percentage points~~ in ~~2023~~2024 when compared to ~~2022~~2023. ~~Revenue~~For ~~declined~~the inyear ~~the~~ended ~~academia~~October 31, ~~and~~2024, ~~government~~we ~~and~~saw ~~pharmaceutical~~revenue ~~markets~~growth ~~partially~~across ~~offset~~all of our end markets led by strong revenue growth in the ~~diagnostics~~chemical and ~~clinical~~advanced ~~market~~materials and environmental and forensics markets when compared to ~~2022~~2023.

Revenue in the ~~Agilent~~Applied ~~CrossLab~~Markets ~~business~~segment increased 51 percent in ~~2024~~2025 when compared to ~~2023~~2024. ~~Foreign~~The overall effect of foreign currency movements had noa ~~overall~~1 percentage point unfavorable impact on revenue growth in ~~2024~~2025 when compared to ~~2023~~2024. For the year ended October 31, ~~2024~~2025, we saw significant revenue growth ~~across~~in ~~all~~the offood ~~our~~and ~~end~~pharmaceutical markets ~~led~~partially offset by ~~strong~~a ~~revenue~~decline ~~growth~~in revenue in the ~~pharmaceutical,~~chemical ~~diagnostics~~ and ~~clinical~~advanced materials and ~~environmental~~academic and ~~forensics~~government markets when compared to ~~2023~~2024. Revenue ~~generated~~in bythe ~~Agilent~~Applied ~~CrossLab~~Markets ~~increased~~segment 8decreased 7 percent in ~~2023~~2024 when compared to ~~2022~~2023. ~~Foreign~~The overall effect of foreign currency movements had anno ~~overall unfavorable~~ impact on revenue growth ~~of 2 percentage points~~ in ~~2023~~2024 when compared to ~~2022~~2023. For the year ended October 31, ~~2023~~2024, ~~we saw~~ revenue ~~growth~~declined ~~across~~in ~~all~~most of our end markets. ~~led~~We bysaw ~~strong~~a ~~revenue~~significant ~~growth~~decline in ~~the~~revenue ~~pharmaceutical,~~in ~~academia~~the chemical and ~~government~~advanced materials, ~~diagnostics~~food and ~~clinical~~environmental and ~~chemical~~forensics ~~and advanced materials~~ markets when compared to ~~2022~~2023.

Costs and Expenses

	Years Ended October 31,									~~2024~~2025 over ~~2023~~2024 Change	~~2023~~2024 over ~~2022~~2023 Change
	2024			2023			2022
	2025			2024			2023
(in millions, except margin data)
Gross margin on products	5654.78		%	5156.97		%	5651.89		%	5(2) ppts.	(5) ppts.
Gross margin on services and other	4846.37		%	4748.3		%	4647.83		%	1(2) ~~ppt~~ppts.	1 ppt.
Total gross margin	5452.34		%	5054.73		%	5450.47		%	4(2) ppts.	(4) ppts.
Research and development	$	~~479~~455		$	~~481~~479		$	~~467~~481		—(5)%	3%—
Selling, general and administrative	$	1,~~568~~709		$	1,~~634~~568		$	1,~~637~~634		~~(4)~~9%	—(4)%
Operating margin	2221.93		%	1922.89		%	2319.68		%	3(2) ppts.	~~(4)~~3 ppts.

Total gross margin for the year ended October 31, ~~2024~~2025 ~~increased~~decreased 42 percentage points when compared to ~~2023~~2024. Total gross margin aswas ~~well~~unfavorably asimpacted ~~gross~~by ~~margin~~higher ontariffs ~~products~~and ~~for~~shipping ~~2024~~costs, ~~improved~~unfavorable ~~from~~business ~~the~~mix ~~prior~~(including ~~year~~lower asgross ~~2023~~margin ~~had~~from ~~asset impairment charges of $253 million primarily related to the exit of~~ our ~~Resolution~~specialty ~~Bioscience~~CDMO business~~. In addition~~), ~~total~~higher ~~gross margin was favorably impacted by targeted price increases~~wages, ~~lower~~restructuring ~~shipping~~expenses ~~costs~~ and ~~intangible~~variable ~~amortization~~pay ~~expense~~ partially offset by ~~lower sales volume,~~ higher share-based compensation expense, higher wages and restructuring charges. Total gross margin for the year ended October 31, 2023 decreased 4 percentage points when compared to 2022. Total gross margin as well as gross

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~~margin~~sales onvolume, ~~products~~targeted pricing increases, lower warranty costs and amortization of intangible assets when compared to 2024. Total gross margin for the year ended October 31, 2024 increased 4 percentage points when compared to 2023. ~~was~~Total ~~significantly~~gross ~~impacted~~margin byas well as gross margin on products for 2024 improved from the prior year as 2023 had asset impairment charges of $253 million primarily related to the exit of our Resolution Bioscience business. ~~Excluding~~In ~~these asset impairment charges~~addition, total gross margin ~~for the year ended October 31, 2023~~ was ~~relatively~~favorably ~~flat when compared to 2022. Total gross margin was also~~ impacted by targeted price increases, lower shipping ~~and logistics~~ costs, ~~variable pay expenses~~ and intangible amortization expense partially offset by ~~the~~lower ~~unfavorable~~sales ~~impact~~volume, ofhigher ~~currency~~share-based ~~movements~~compensation expense, higher wages, ~~restructuring~~ and ~~other~~restructuring ~~related costs and inventory~~ charges.

Gross inventory charges were $45 million in ~~2024~~2025, $4045 million in ~~2023~~2024 and $2440 million in ~~2022~~2023. Sales of previously written down inventory were $1615 million in ~~2024~~2025, $916 million in ~~2023~~2024 and $119 million in ~~2022~~2023.

Research and development expenses for the year ended October 31, ~~2024~~2025 ~~were~~decreased ~~flat~~5 percent when compared to ~~2023~~2024. Research and development expenses ~~slightly~~ decreased due to lower restructuring expenses and salary expense related to workforce reduction activities ~~mostly~~partially offset by ~~restructuring~~higher ~~charges~~variable ~~and~~pay ~~an impairment of in-process research and development~~ when compared to ~~2023~~2024. Research and development expenses for the year ended October 31, ~~2023~~2024 ~~increased~~were 3flat ~~percent~~ when compared to ~~2022~~2023. Research and development expenses ~~increased~~slightly decreased due to ~~higher~~lower ~~wages,~~salary ~~program~~expense ~~costs~~related into ~~our~~workforce ~~life~~reduction ~~sciences~~activities ~~and~~mostly ~~applied~~offset ~~markets~~by ~~and~~restructuring ~~diagnostics~~charges and ~~genomics~~an ~~businesses~~impairment ~~and~~of ~~restructuring~~in-process ~~and~~research ~~other related costs partially offset by the lower variable pay expenses~~ and ~~favorable~~development ~~impact~~when ofcompared ~~currency~~to ~~movements~~2023.

Selling, general and administrative expenses ~~decreased~~increased 49 percent in ~~2024~~2025 when compared to ~~2023~~2024. Selling, general and administrative expenses ~~decreased~~increased primarily due to ~~lower~~higher ~~intangible amortization expenses,~~ transformational initiatives, ~~advertising~~corporate infrastructure expenses, variable pay and ~~salary expense related to workforce reduction activities partially offset by higher~~ restructuring ~~charges and share-based compensation expense~~expenses. Selling, general and administrative expenses ~~were~~decreased ~~flat~~4 percent in ~~2023~~2024 compared to ~~2022~~2023. Selling, general and administrative expenses indecreased ~~2022~~due ~~included~~to alower ~~decrease~~intangible inamortization expenses, oftransformational ~~$25 million related to the change in the fair value of contingent consideration. Excluding this amount~~initiatives, ~~selling,~~advertising ~~general and administrative~~ expenses, ~~decreased 2 percent when compared to 2022. The decrease was due to lower~~ variable pay, ~~intangible~~and ~~amortization~~salary expense, ~~sales~~related ~~commissions~~to ~~and~~workforce ~~the~~reduction ~~favorable~~activities ~~impact of currency movements~~ partially offset by higher ~~wages,~~ restructuring ~~and~~charges ~~other related costs~~ and ~~asset~~share-based ~~impairment~~compensation ~~charges primarily related to the exit of our Resolution Bioscience business~~expense.

Total operating margin for the year ended October 31, ~~2024~~2025 ~~increased~~decreased 32 percentage points when compared to ~~2023~~2024. Total operating margin for the year ended October 31, ~~2024~~2025 ~~increased~~was ~~mostly~~impacted ~~due~~by tohigher ~~lower~~tariffs ~~impairment~~and ~~charges~~shipping incosts, ~~2024~~unfavorable ~~compared~~product tomix, ~~2023~~higher transformational initiatives, wages and variable pay partially offset by ~~restructuring~~higher ~~charges~~sales volume and targeted pricing increases. Total operating margin for the year ended October 31, ~~2023~~2024, ~~decreased~~increased 43 percentage points when compared to ~~2022~~2023. Total operating margin for the year ended October 31, ~~2023~~2024 ~~decreased~~increased ~~mainly~~mostly due to ~~asset~~lower impairment charges ~~primarily~~in ~~related~~2024 compared to ~~the~~2023 ~~exit~~partially ofoffset ~~our~~by ~~Resolution Bioscience business and~~ restructuring ~~and other related costs~~charges.

Interest income for the years ended October 31, ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023 was $8062 million, $5180 million and $951 million, respectively. The ~~increase~~decrease in interest income in ~~2024~~2025 ~~and~~was ~~2023~~primarily due to lower cash balances. The increase in interest income in 2024 was primarily due to higher cash balances and increases in interest rates related to our cash and cash equivalents.

Interest expense, net of capitalized interest for the years ended October 31, ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023 was $96112 million, $9596 million and $8495 million, respectively, and primarily relates to the interest charged on our senior notes, term loan, credit facilities, ~~commercial paper~~ and ~~the~~commercial amortization of the deferred loss recorded upon termination of the forward starting interest rate swap contracts partially offset by the amortization of deferred gains recorded upon termination of interest rate swap contractspaper. The increase in interest expense ~~from~~in ~~2022~~2025 is primarily related to ~~higher~~additional interest ~~rates~~from onour ~~short-term~~new ~~commercial~~senior ~~paper and the variable rate on the term loan facility~~notes.

Our headcount was approximately 1718,~~900~~100 at October 31, ~~2024~~2025 and 1817,~~100~~900 at October 31, ~~2023~~2024.

Other income (expense), net

For the year ended October 31, ~~2024~~2025, other income (expense), net of $496 million income includes $8a ~~million~~net loss of ~~income~~$36 ~~related~~million toon ~~foreign~~equity ~~currency~~securities, ~~translation~~$15 ~~reclassified~~million ~~out~~loss ofon ~~accumulated~~impairment ~~comprehensive~~of ~~income~~investments, ~~(loss)~~ and $1240 million income related to the ~~provision~~defined ofbenefit ~~site~~retirement ~~service~~and ~~costs~~post-retirement ~~to,~~benefit ~~and~~plans ~~lease~~(interest ~~income from~~cost, ~~Keysight~~expected ~~Technologies,~~return ~~Inc.~~on ~~("Keysight").~~assets, ~~The~~amortization ~~costs~~of ~~associated~~net ~~with~~actuarial ~~these~~(gain) ~~services~~loss, ~~are~~prior ~~reported~~service ~~within~~credits ~~income~~and ~~from~~settlement ~~operations~~loss). Other income (expense), net also includes expense of $2514 million ~~income~~ related to the settlement loss of our Netherlands defined benefit ~~retirement~~pension ~~and~~plan. ~~post-retirement~~The ~~benefit~~provision ~~plans~~of ~~(interest~~site ~~cost~~service costs to, ~~expected~~and ~~return~~lease onincome ~~assets~~from Keysight Technologies, ~~amortization~~Inc. ("Keysight") contributed income of ~~net~~$12 ~~actuarial~~million. ~~(gain)~~The ~~loss,~~costs ~~prior~~associated ~~service~~with ~~credits~~these ~~and~~services ~~settlement~~are ~~loss)~~reported within income from operations.

44For the year ended October 31, 2024, other income (expense), net of $49 million income includes $8 million of income related to foreign currency translation reclassified out of accumulated comprehensive income (loss) and $12 million income related to the provision of site service costs to, and lease income from, Keysight. The costs associated with these services are reported within income from operations. Other income (expense), net also includes $25 million income related to the defined benefit retirement and post-retirement benefit plans (interest cost, expected return on assets, amortization of net actuarial (gain) loss, prior service credits and settlement loss).

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For the year ended October 31, 2023, other income (expense), net of $33 million income includes $43 million income related to the net gain on the divestiture of our Resolution Bioscience business and $12 million income related to the provision of site service costs to, and lease income from, Keysight. The costs associated with these services are reported within income from operations. Other income (expense), net also includes income of $10 million income related to the defined benefit retirement and post-retirement benefit plans (interest cost, expected return on assets, amortization of net actuarial (gain) loss, prior service credits and settlement loss) partially offset by the net loss on the fair value of equity securities of approximately $41 million.

For the year ended October 31, 2022, other income (expense), net of $39 million expense includes the net loss on the fair value of equity securities of approximately $67 million and a $9 million loss on extinguishment of debt partially offset by income of $25 million income related to the defined benefit retirement and post-retirement benefit plans and $11 million related to the provision of site service costs to, and lease income from, Keysight. The costs associated with these services are reported within income from operations.

Income Taxes

	Years Ended October 31,
	2024		2023		2022
	2025		2024		2023
	(in millions)
Provision (benefit) for income taxes	$	~~232~~132	$	99232	$	~~250~~99

For ~~2024~~2025, our income tax expense was $~~232~~132 million with an effective tax rate of 159.32 percent. For the year ended October 31, ~~2024~~2025, our effective tax rate and the resulting provision for income taxes were impacted by the federal tax benefit of $4757 million related to the intra-entity transfer of assets. The income taxes for the year ended October 31, 2025, also include the tax benefit of $29 million related to foreign-derived intangible income along with the tax benefit of $28 million related to the release of tax reserves due to a remeasurement of the liability.

For 2024, our income tax expense was $232 million with an effective tax rate of 15.3 percent For the year ended October 31, 2024, our effective tax rate and the resulting provision for income taxes were impacted by the tax benefit of $47 million related to foreign-derived intangible income.

For 2023, our income tax expense was $99 million with an effective tax rate of 7.4 percent. For the year ended October 31, 2023, our effective tax rate and the resulting provision for income taxes were impacted by the federal tax benefit of $104 million related to the realized loss on the divestiture of a business. The income taxes for the year ended October 31, 2023, also include the tax benefit of $41 million related to foreign-derived intangible income along with the tax benefit of $30 million related to the release of tax reserves in the U.S. due to the settlement of the audit with the Internal Revenue Service ("IRS") for tax years 2018 and 2019.

~~For~~We ~~2022,~~have ~~our~~negotiated ~~income~~a tax ~~expense~~holiday ~~was~~in ~~$250 million~~Singapore. ~~with~~The antax ~~effective~~holiday ~~tax~~provides a lower rate of 16taxation on certain classes of income and requires various thresholds of investments and employment or specific types of income.6 ~~percent~~The tax holiday in Singapore was renegotiated and extended through 2030. ~~For~~As a result of the ~~year~~incentive, ~~ended~~the ~~October 31~~impact of the tax holiday decreased income taxes by $102 million, ~~2022~~$84 million, ~~our~~and ~~effective~~$54 ~~tax~~million ~~rate~~in 2025, 2024, and 2023, respectively. The benefit of the ~~resulting~~tax ~~provision~~holiday ~~for~~on net income ~~taxes~~per ~~were~~share ~~impacted~~(diluted) bywas ~~the~~approximately ~~tax~~$0.36, ~~benefit~~$0.29, ofand $~~46 million~~0.18 ~~related~~in to2025, ~~foreign-derived~~2024 ~~intangible~~and ~~income~~2023, respectively.

WeThe ~~have~~Organization ~~negotiated~~for aEconomic ~~tax~~Co-operation ~~holiday~~and ~~in Singapore~~Development. ~~The~~("OECD") ~~tax~~has ~~holiday~~introduced ~~provides~~rules to establish a ~~lower~~global minimum tax rate of ~~taxation~~15 onpercent, ~~certain~~commonly ~~classes~~referred ofto ~~income~~as ~~and~~the ~~requires~~Pillar ~~various~~Two ~~thresholds~~rules. We have considered the impact of ~~investments~~currently enacted Pillar Two rules and ~~employment~~determined orthat ~~specific~~we ~~types~~became ofsubject ~~income.~~to ~~The~~such ~~tax~~rules ~~holiday~~starting in ~~Singapore~~fiscal ~~was~~year ~~renegotiated~~2025 in some jurisdictions, and ~~extended~~it ~~through~~did ~~2030.~~not Ashave a ~~result~~material ofimpact on our consolidated financial results for the ~~incentive~~periods presented. Additionally, the ~~impact~~United ofStates enacted the ~~tax~~One ~~holiday~~Big ~~decreased~~Beautiful ~~income~~Bill ~~taxes~~Act by("OBBBA") ~~$84~~on ~~million~~July 4, ~~$54 million~~2025, ~~and~~including ~~$53~~adjustments ~~million~~to ineffective ~~2024,~~tax ~~2023,~~rates ~~and~~on ~~2022,~~certain ~~respectively.~~types ~~The~~of ~~benefit~~income ofand ~~the~~an ~~tax~~elective ~~holiday~~deduction onfor ~~net~~domestic ~~income~~Research ~~per~~and ~~share~~Development (~~diluted~~R&D), ~~was~~which ~~approximately~~are ~~$0.29,~~generally ~~$0.18,~~applicable to Agilent in fiscal years 2026 and $02027.18 We expect our income taxes to increase in ~~2024,~~fiscal ~~2023~~year ~~and~~2026 ~~2022,~~due ~~respectively.~~to top-up taxes under Pillar Two along with the implementation of the OBBBA rules.

In the U.S., tax years remain open back to the year 2022 for federal income tax purposes and 2021 for significant states. In other major jurisdictions where we conduct business, the tax years generally remain open back to the year 2014.

With these jurisdictions and the U.S., it is reasonably possible that some tax audits may be completed over the next twelve months. However, management is not able to provide a reasonably reliable estimate of the timing of any other future tax payments or change in unrecognized tax benefits, if any.

4548

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the use of a recognition and measurement model, the determination of whether an uncertain tax position has met those thresholds will continue to require significant judgment by management. In accordance with the guidance on the accounting for uncertainty in income taxes, for all U.S. and other tax jurisdictions, we recognize potential liabilities for anticipated tax audit issues based on our estimate of whether, and the extent to which, additional taxes and interest will be due. The ultimate resolution of tax uncertainties may differ from what is currently estimated, which could result in a material impact on income tax expense. If our estimate of income tax liabilities proves to be less than the ultimate assessment, a further charge to expense would be required. If events occur and the payment of these amounts ultimately proves to be unnecessary, the reversal of the liabilities would result in tax benefits being recognized in the period when we determine the liabilities are no longer necessary. We include interest and penalties related to unrecognized tax benefits within the provision for income taxes on the consolidated statements of operations.

Segment Overview

In ~~the~~November ~~first quarter of fiscal year~~ 2024, we announced a change in our ~~operating~~organizational ~~segments~~structure to ~~move~~support our ~~cell~~market-focused, ~~analysis~~customer-centric ~~business~~strategy. ~~from~~Our ~~our~~former ~~life~~Diagnostics ~~sciences~~ and ~~applied~~Genomics ~~markets~~ segment tocombined with our ~~diagnostics~~liquid chromatography and ~~genomics~~liquid ~~operating~~chromatography ~~segment~~mass inspectrometry ~~order~~instrument platforms to ~~further~~form ~~strengthen~~our ~~growth~~new ~~opportunities~~Life ~~for~~Sciences ~~both~~and ~~organizations.~~Diagnostics ~~Following~~Markets ~~this~~segment. ~~reorganization,~~Our wechemistries ~~continued~~and tosupplies, ~~have~~laboratory ~~three~~automation, ~~business~~and ~~segments~~software ~~comprised~~and ofinformatics ~~life~~divisions ~~sciences~~moved ~~and~~from ~~applied~~our ~~markets,~~former ~~diagnostics~~Life ~~and~~Sciences ~~genomics~~ and ~~Agilent~~Applied ~~CrossLab,~~Markets ~~each~~segment ~~of which continued~~ to ~~comprise~~our aAgilent ~~reportable~~CrossLab segment. ~~All~~The ~~historical~~remaining ~~financial~~divisions ~~segment~~in ~~information~~our ~~has~~former ~~been~~Life ~~recast~~Sciences toand ~~conform~~Applied toMarkets ~~this~~segment ~~new~~which ~~presentation~~includes in our ~~consolidated~~gas ~~financial~~chromatography, ~~statements~~gas ~~and~~chromatography ~~accompanying~~mass ~~notes.~~spectrometry, ~~There~~remarketed ~~was~~instruments, nospectroscopy ~~change~~and tovacuum divisions formed our ~~Agilent~~new ~~CrossLab~~Applied ~~business~~Markets segment.

Following this re-organization, we have three business segments - Life Sciences and Diagnostics Markets, Agilent CrossLab and Applied Markets, each of which comprises a reportable segment. All historical financial segment information has been recast to conform to this new presentation.

~~Our~~Life ~~life~~Sciences ~~sciences~~ and ~~applied~~Diagnostics markets business provides application-focused solutions that include instruments, consumables and software that enable customers to identify, quantify and analyze the physical and biological properties of substances and products, as well as enable customers in the clinical and life sciences research areas to interrogate samples at the molecular and cellular level. Key product categories include: liquid chromatography ("LC") systems and components; liquid chromatography mass spectrometry ("LCMS") systems; gas chromatography ("GC") systems and components; gas chromatography mass spectrometry ("GCMS") systems; inductively coupled plasma mass spectrometry ("ICP-MS") instruments; atomic absorption ("AA") instruments; microwave plasma-atomic emission spectrometry ("MP-AES") instruments; inductively coupled plasma optical emission spectrometry ("ICP-OES") instruments; raman spectroscopy; laboratory software for sample tracking; information management and analytics; laboratory automation and robotic systems; dissolution testing; vacuum pumps and measurement technologies. Our consumables portfolio is designed to improve customer outcomes. Most of the portfolio is vendor neutral, meaning Agilent can serve and supply customers regardless of their instrument purchase choices. Solutions range from chemistries to supplies. Key product categories in consumables include GC and LC columns, sample preparation products, custom chemistries, and a large selection of laboratory instrument supplies. Markets

Our Life Sciences and Diagnostics Markets segment is comprised of seven areas of activity. We provide active pharmaceutical ingredients for oligo-based therapeutics as well as solutions that include reagents, instruments, software and consumables, which enable customers in the clinical and life sciences research areas to interrogate samples at the cellular and molecular level. First, our liquid chromatography and liquid chromatography mass spectrometry businesses enable customers in the clinical and life sciences research areas to interrogate samples at the molecular and cellular level. Second, our cell analysis business includes instruments, reagents, software, and labware associated with unique live-cell analysis platforms in addition to mainstream flow cytometers, plate-readers, and plate washers/dispensers which are used across a broad range of applications. Third, our specialty contract development and manufacturing organization ("CDMO") business provides services related to and the production of synthesized oligonucleotides under pharmaceutical good manufacturing practices conditions for use as active pharmaceutical ingredients in a class of drugs that utilize nucleic acid molecules for disease therapy. BIOVECTRA capabilities include microbial fermentation, bioreagents, highly potent active pharmaceutical ingredients, peptide purification and biomanufacturing capabilities in several nucleic acid modalities. Together, our BIOVECTRA and nucleic acid solutions businesses comprise our specialty CDMO offerings to our customers providing clinical-to-commercial scale production capabilities. Fourth, our pathology solutions business is focused on product offerings for cancer diagnostics and anatomic pathology workflows. The broad portfolio of offerings includes immunohistochemistry, in situ hybridization, hematoxylin and eosin staining and special staining. This business further provides clinical flow cytometry reagents for routine cancer diagnostics. This business also provides bulk antibodies as raw materials and associated assay development services to in vitro diagnostics manufacturers, biotechnology and pharmaceutical companies. Fifth, we also collaborate with several major pharmaceutical companies to develop new potential tissue pharmacodiagnostics, also known as companion diagnostics, which may be used to identify patients most likely to benefit from a specific targeted therapy. Sixth, our genomics business includes reagents to support next-generation sequencing workflows and arrays. This business also includes solutions that enable clinical labs to identify DNA variants associated with genetic disease and help direct cancer therapy. Finally, our biomolecular analysis business provides complete workflow solutions, including instruments, consumables and software, for quality control analysis of nucleic acid samples. Samples are analyzed using quantitative and qualitative techniques to ensure accuracy in further genomics analysis techniques including next-generation sequencing, utilized in clinical and life science research applications.

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Net Revenue

	Years Ended October 31,						~~2024~~2025 over ~~2023~~2024 Change	~~2023~~2024 over ~~2022~~2023 Change
	2024		2023		2022
	2025		2024		2023
	(in millions)
Net revenue	$	32,~~215~~726	$	32,~~510~~466	$	32,~~630~~780	~~(8)~~11%	(311)%

Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets ~~business~~segment revenue inincreased ~~2024~~11 ~~decreased~~percent 8in ~~percent~~2025 compared to ~~2023~~2024. ~~Foreign~~The overall effect of foreign currency movements had noa ~~overall~~1 percentage point favorable impact on revenue growth in ~~2024~~2025 when compared to the same period last year. Revenue from our BIOVECTRA acquisition contributed approximately 5 percentage points in 2025. Geographically, revenue ~~decreased~~increased 916 percent in the Americas with no currency impact, ~~decreased~~increased 59 percent in Europe with a 12 percentage point favorable currency impact and ~~decreased~~increased 103 percent in Asia Pacific with a 1 percentage point unfavorable currency impact. The revenue ~~decline~~increase in the Americas was primarily driven by ~~weakness~~revenue infrom the BIOVECTRA acquisition as well as strong growth from our nucleic acid solutions, liquid chromatography, liquid chromatography mass spectrometry, ~~gas~~and ~~chromatography~~companion ~~mass~~diagnostics ~~spectrometry~~businesses and ~~gas~~moderate ~~chromatography~~growth ~~businesses~~from our pathology business, partially offset by ~~strength~~declines in ~~the~~our ~~consumables~~cell ~~business~~analysis, ~~when~~biomolecular ~~compared~~analysis toand ~~2023~~genomics businesses. ~~The~~Revenue ~~revenue~~increased ~~decline~~ in Europe ~~was~~due ~~driven~~to bystrong ~~weakness~~growth infrom our liquid chromatography, ~~gas~~liquid chromatography mass spectrometry, ~~automation~~pathology and ~~gas~~companion ~~chromatography~~diagnostics ~~mass~~businesses ~~spectrometry~~and moderate growth in our cell analysis and genomics businesses, partially offset by ~~strength~~a decline in ~~the~~our ~~consumables~~biomolecular ~~business~~analysis ~~when compared to 2023~~business. ~~The~~Revenue ~~revenue~~increased ~~decline~~ in Asia Pacific ~~was~~due ~~driven~~to bystrong ~~lower~~growth ~~demand~~from ~~in China within~~ our liquid chromatography, liquid chromatography mass spectrometry, ~~gas~~and ~~chromatography~~genomics ~~mass~~businesses ~~spectrometry~~ and ~~spectroscopy~~moderate ~~businesses~~growth ~~when~~from ~~compared~~our topathology ~~2023.~~business, partially offset by a decline in our biomolecular analysis business.

~~All~~In ~~end~~2025, ~~market~~strong revenue ~~declined~~growth in ~~2024. Revenue in~~ the pharmaceutical market ~~declined~~was ~~significantly~~mainly due to ~~weakness~~the BIOVECTRA acquisition and strong growth in our ~~liquid~~nucleic ~~chromatography~~acid solutions, liquid chromatography ~~mass spectrometry~~ and ~~gas~~liquid chromatography mass spectrometry businesses. ~~when~~We ~~compared~~saw tostrong ~~2023.~~revenue ~~Revenue~~growth in the ~~chemicals~~diagnostics and ~~advanced~~clinical ~~materials~~ market ~~declined~~led ~~significantly~~by ~~due~~strong togrowth ~~weakness~~ in our ~~liquid~~companion ~~chromatography~~diagnostics, ~~gas~~biomolecular analysis, liquid chromatography and liquid chromatography mass spectrometry businesses ~~partially~~and ~~offset~~moderate bygrowth ~~strength~~ in our ~~consumables~~pathology business ~~when compared to 2023~~. Revenue in the ~~food~~academic ~~market declined significantly due to weakness in our liquid chromatography, gas chromatography mass spectrometry~~ and ~~spectroscopy~~government ~~businesses~~market ~~partially~~declined ~~offset~~across byall ~~strength~~of in our ~~consumables business when compared to 2023~~businesses. ~~Revenue~~Within in the ~~academia~~applied ~~and~~markets, ~~government~~we ~~market~~saw ~~declined~~strong ~~significantly~~revenue ~~due~~growth toprimarily ~~weakness~~within inthe ~~our~~chemicals ~~liquid chromatography~~ and ~~liquid~~advanced ~~chromatography~~materials ~~mass spectrometry businesses when compared to 2023~~markets.

46Life Sciences and Diagnostics Markets segment revenue in 2024 decreased 11 percent compared to 2023. The overall effect of foreign currency movements had no impact on revenue growth in 2024 when compared to 2023. Geographically, revenue decreased 13 percent in the Americas with no currency impact, decreased 1 percent in Europe with a 1 percentage point favorable currency impact and decreased 18 percent in Asia Pacific with a 1 percentage point unfavorable currency impact. The revenue decline in the Americas was primarily driven by our liquid chromatography, liquid chromatography mass spectrometry, cell analysis, genomics and nucleic acid solutions businesses. Revenue decreased in Europe due to declines in our cell analysis business partially offset by strong performance in our pathology, genomics and biomolecular analysis businesses. The revenue decline in Asia Pacific was driven by our liquid chromatography, liquid chromatography mass spectrometry and cell analysis businesses partially offset by increased revenue in our pathology business.

In 2024, revenue performance in the pharmaceutical market declined significantly due to our liquid chromatography, liquid chromatography mass spectrometry, specialty CDMO and cell analysis businesses which were impacted by the continuing slow availability of customer capital budgets and by unfavorable mix in our nucleic acid solutions business when compared to the same period last year. We also saw modest revenue growth in the diagnostics and clinical markets primarily from our pathology business which was partially offset by a decline in our liquid chromatography, liquid chromatography mass spectrometry, and genomics businesses. Revenue in the academia and government markets declined due to our liquid chromatography, liquid chromatography mass spectrometry and cell analysis businesses. Within the applied markets, revenue declined primarily due to lower sales from our liquid chromatography and liquid chromatography mass spectrometry businesses into the chemical and advanced materials markets partially offset by revenue growth in per and polyfluoroalkyl substances ("PFAS") into the environmental market.

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~~Life~~Looking ~~sciences~~Forward. ~~and~~While ~~applied~~the ~~markets~~recent ~~business~~tariff ~~revenue~~changes inadversely ~~2023~~impacted ~~decreased~~our 3costs ~~percent~~of ~~compared~~revenue ~~to 2022. Foreign currency movements~~ for ~~2023~~the ~~had~~second anhalf ~~overall unfavorable impact on revenue growth~~ of 2fiscal ~~percentage~~year ~~points~~2025, ~~when~~we ~~compared~~expect to ~~2022. Geographically,~~substantially ~~revenue~~mitigate ~~decreased~~the 1impact ~~percent~~during inour ~~the~~fiscal ~~Americas~~year ~~with~~2026. noTherefore, ~~currency~~we ~~impact,~~remain ~~increased~~optimistic 1about ~~percent~~long-term growth in ~~Europe~~our ~~with~~end amarkets 1and ~~percentage~~continue ~~point~~investing ~~unfavorable~~to ~~currency~~enhance ~~impact~~our applications and ~~decreased~~solutions 7portfolio. ~~percent~~The inrising ~~Asia~~demand ~~Pacific~~for ~~with~~several aof 3the ~~percentage~~modalities ~~point~~provided ~~unfavorable~~by ~~currency~~our ~~impact.~~specialty ~~The~~CDMO ~~revenue~~business ~~decline~~positions inus ~~the~~well ~~Americas~~to ~~was~~serve ~~driven~~expanding bycustomer ~~weakness~~demand. inBy leveraging our liquid chromatography ~~mass spectrometry~~ and liquid chromatography ~~businesses~~mass ~~partially~~spectrometry ~~offset~~platforms, bywe ~~strength~~are indriving ~~the~~growth ~~consumables~~across ~~business~~key ~~when~~markets ~~compared~~and toremain ~~2022.~~optimistic ~~The~~about ~~revenue~~long-term ~~growth~~life insciences ~~Europe~~opportunities. ~~was~~Our ~~driven~~diagnostic byand ~~strength~~clinical inmarkets ~~our~~continue ~~liquid~~to ~~chromatography~~grow ~~business~~with ~~partially offset by weakness in~~ the ~~liquid~~OMNIS ~~chromatography mass spectrometry business when compared to 2022~~platforms. ~~The~~We ~~revenue~~will ~~decline~~continue investing in ~~Asia~~research ~~Pacific~~and ~~was~~development, ~~driven~~advancing byour ~~China~~applications ~~with~~and ~~weakness~~solutions ~~in our liquid chromatography~~portfolio, ~~gas chromatography~~ and ~~gas~~expanding ~~chromatography~~our ~~mass~~position ~~spectrometry businesses partially offset by strength~~ in ~~the~~developing ~~spectroscopy~~and ~~business~~emerging ~~when compared to 2022.~~markets

End market revenue performance in 2023 was mixed as the pharmaceutical and diagnostics and clinical markets declined significantly, environmental and forensics market declined modestly, chemicals and advance materials and food markets remained relatively flat while the academia and government market delivered strong growth when compared to 2022. Revenue decline in the pharmaceutical market was driven by weakness in our liquid chromatography, liquid chromatography mass spectrometry and gas chromatography businesses when compared to 2022. Revenue decline in the diagnostics and clinical market was driven by weakness in our liquid chromatography mass spectrometry business partially offset by strength in our consumables business when compared to 2022. Revenue decline in the environmental and forensics market was driven by weakness in our gas chromatography and spectroscopy businesses partially offset by strength in our liquid chromatography business when compared to 2022. Revenue growth in the academia and government end market was mainly driven by strength in the liquid chromatography, spectroscopy, gas chromatography and liquid chromatography mass spectrometry businesses when compared to 2022.

Looking forward, we anticipate continued and steady market recovery and are optimistic about our long-term growth opportunities in the life sciences and applied markets as our broad portfolio of products and solutions are well suited to address customer needs. We will continue to invest in expanding and improving our applications and solutions portfolio.

Gross Margin and Operating Margin

The following table shows the ~~life~~Life ~~sciences~~Sciences and ~~applied~~Diagnostics ~~markets~~Markets ~~business~~segment's margins, expenses and income from operations for ~~2024~~2025 versus ~~2023~~2024, and ~~2023~~2024 versus ~~2022~~2023.

	Years Ended October 31,									~~2024~~2025 over ~~2023~~2024 Change	~~2023~~2024 over ~~2022~~2023 Change
	2024			2023			2022
	2025			2024			2023
(in millions, except margin data)
Total gross margin	5952.73		%	6054.35		%	6056.17		%	(12) ~~ppt~~ppts.	—(2) ppts.
Research and development	$	~~255~~248		$	~~262~~250		$	~~257~~269		(31)%	2(7)%
Selling, general and administrative	$	~~788~~641		$	~~805~~611		$	~~829~~633		~~(2)~~5%	(34)%
Operating margin	2719.37		%	2919.96		%	3024.2		%	~~(3) ppts.~~—	—(5) ppts.
Income from operations	$	~~877~~536		$	~~1,049~~484		$	~~1,097~~673		~~(16)~~11%	(428)%

Gross margin decreased 12 percentage ~~point~~points in ~~2024~~2025 when compared to ~~2023~~2024. Gross margin was impacted mainly by ~~lower~~increased ~~sales~~tariffs ~~volume~~and shipping costs, unfavorable ~~impact~~business ofmix ~~currency~~(including ~~movements~~lower ~~and~~gross ~~higher~~margin ~~warranty~~from ~~costs~~our ~~which~~specialty ~~were~~CDMO ~~partially~~business) ~~offset~~and byincreased ~~lower~~variable ~~salary~~pay ~~expense~~which ~~related~~was topartially ~~workforce~~offset ~~reduction~~by ~~activities~~targeted ~~and~~pricing ~~shipping~~increases ~~costs~~and ~~when~~lower ~~compared~~warranty ~~to 2023~~expenses. Gross margin ~~was~~decreased ~~flat~~2 percentage points in ~~2023~~2024 when compared to ~~2022~~2023. Gross margin was impacted by lower ~~revenue,~~sales ~~the unfavorable impact of currency movements~~volume, ~~higher~~product ~~wages~~mix and ~~warranty~~higher infrastructure costs which were ~~fully~~partially offset by ~~targeted~~lower ~~price~~salary ~~increases,~~expense ~~lower~~related ~~variable~~to ~~pay,~~workforce ~~logistics~~reduction activities and ~~materials~~expenses ~~cost~~attributed to business exit activities.

Research and development expenses decreased 31 percent in ~~2024~~2025 when compared to ~~2023~~2024. Research and development expenses decreased primarily due to lower salary ~~expense~~expenses related to workforce reduction activities, ~~lower consumables costs and depreciation expenses~~ partially offset by ~~the~~additional ~~unfavorable~~expenses ~~impact~~from ofour ~~currency~~BIOVECTRA ~~movements~~acquisition ~~when~~and ~~compared~~higher tovariable ~~2023~~pay. Research and development expenses ~~increased~~decreased 27 percent in ~~2023~~2024 when compared to ~~2022~~2023. Research and development expenses ~~increased~~decreased primarily due to ~~higher~~lower ~~wages~~expenses ~~and~~attributed ~~program~~to ~~investments~~business inexit ~~our~~activities ~~software~~ and ~~informatics~~salary ~~business~~expenses ~~partially~~related ~~offset~~to byworkforce ~~lower~~reduction ~~variable pay~~activities.

Selling, general and administrative expenses increased 5 percent in 2025 when compared to 2024. Selling, general and administrative expenses increased due to higher allocation of corporate infrastructure expenses, additional expenses from our BIOVECTRA acquisition, higher commission, travel and variable pay expenses. Selling, general and administrative expenses decreased 24 percent in 2024 when compared to 2023. Selling, general and administrative expenses decreased due to lower expenses attributed to business exit activities, lower variable pay and lower salary expense related to workforce reduction activities, ~~variable~~partially ~~pay~~offset ~~and~~by higher infrastructure costs.

47Operating margin was relatively flat in 2025 when compared to 2024. Operating margin was flat due to lower salary expense related to workforce reduction activities and lower warranty costs offset by increased tariffs and shipping costs, unfavorable business mix and increased variable pay. Operating margin decreased 5 percentage points in 2024 when compared to 2023. Operating margin decreased due to lower revenue, higher infrastructure costs and higher wages partially offset by lower variable pay and salary expense related to workforce reduction activities and expenses attributed to business exit activities.

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marketing costs when compared to 2023. Selling, general and administrative expenses decreased 3 percent in 2023 compared to 2022. Selling, general and administrative expenses decreased due to lower variable pay, sales commissions, and marketing expenses, and the favorable impact of currency movements when compared to 2022.

Operating margin decreased 3 percentage points in 2024 compared to 2023. Operating margin was impacted by lower sales volume and the unfavorable impact of currency movements partially offset by lower salary expense related to workforce reduction activities, and shipping costs when compared to 2023. Operating margin was flat in 2023 compared to 2022. Operating margin was impacted by lower sales volume and the unfavorable impact of currency movements offset by lower variable pay and logistics costs.

Income from Operations

Income from operations in ~~2024~~2025 ~~decreased~~increased by $~~172~~52 million or 16 11 percent when compared to ~~2023~~2024 on a revenue ~~decrease~~increase of $~~295~~260 million. Income from operations in ~~2023~~2024 decreased by $48189 million or 428 percent when compared to ~~2022~~2023 on a revenue decrease of $~~120~~314 million.

~~Diagnostics and Genomics~~51

~~Our~~Agilent diagnostics and genomics business includes the cell analysis, advanced manufacturing partnerships contract manufacturing and research and development, pathology, companion diagnostics, reagent partnership, genomics and biomolecular analysis businesses.CrossLab

Our ~~diagnostics~~Agilent ~~and~~CrossLab ~~genomics~~segment ~~business~~provides isan ~~comprised~~extensive ofservices ~~seven~~and ~~areas~~consumables ofportfolio ~~activity~~that ~~providing~~spans ~~active~~the ~~pharmaceutical~~entire ~~ingredients~~lab, ~~("APIs")~~in ~~for~~addition ~~oligo-based~~to ~~therapeutics~~software asand ~~well~~laboratory asautomation solutions ~~that include reagents~~, ~~instruments,~~which ~~software~~are ~~and~~designed ~~consumables,~~to ~~which~~improve ~~enable~~customer ~~customers~~outcomes inand ~~the~~represents ~~clinical~~a ~~and~~broad ~~life~~range ~~sciences~~of ~~research~~offerings ~~areas~~designed to ~~interrogate~~serve ~~samples~~customer atneeds ~~the~~across ~~cellular~~end-markets and ~~molecular level~~applications. ~~First,~~ ~~our~~Our ~~cell~~services ~~analysis~~portfolio ~~business~~ includes ~~instruments~~repairs, ~~reagents~~parts, ~~software~~maintenance, ~~and labware associated with unique live-cell analysis platforms in addition to mainstream flow cytometers~~installations, ~~plate-readers~~training, ~~and~~compliance ~~plate~~support, ~~washers/dispensers~~software ~~which~~as ~~are used across~~ a ~~broad~~service, ~~range~~asset ~~of applications. Second~~management, ~~our~~consulting ~~advanced~~and ~~manufacturing~~various ~~partnerships~~other ~~business~~custom isservices ato ~~contract~~support ~~and~~the ~~development~~customers' ~~manufacturing~~laboratory ~~organization~~operations. ~~that~~Custom ~~provides~~ services ~~related~~are tailored to ~~and~~meet the ~~production~~specific ofapplication ~~synthesized~~needs ~~oligonucleotides~~of ~~under~~various ~~pharmaceutical~~industries ~~good~~and ~~manufacturing~~to ~~practices~~keep ~~("GMP")~~instruments ~~conditions~~fully ~~for~~operational ~~use~~and ascompliant ~~API~~with inthe arespective ~~class~~industry ofrequirements. ~~drugs~~Our ~~that~~consumables ~~utilize~~portfolio ~~nucleic~~is ~~acid~~designed ~~molecules~~to ~~for~~improve ~~disease~~customer ~~therapy~~outcomes. ~~Together,~~Most ~~our~~of ~~BIOVECTRA~~the ~~and~~portfolio ~~nucleic~~is ~~acid~~vendor ~~solutions~~neutral, ~~businesses~~meaning ~~offer~~we acan ~~broad~~serve ~~range of contract~~ and ~~development~~supply ~~manufacturing services to our~~ customers. ~~They~~regardless ~~provide~~of ~~clinical-to-commercial~~their ~~scale~~instrument ~~production~~purchase ~~capabilities focused mainly on mRNA manufacturing~~choices. ~~Third,~~Solutions ~~our~~range ~~pathology~~from ~~solutions~~chemistries ~~business~~to issupplies. ~~focused~~Key on product ~~offerings~~categories ~~for~~in ~~cancer~~consumables ~~diagnostics~~include ~~and~~gas ~~anatomic~~chromatography ~~pathology~~and ~~workflows.~~liquid ~~The~~chromatography ~~broad~~columns, ~~portfolio~~sample ofpreparation ~~offerings includes immunohistochemistry ("IHC")~~products, incustom ~~situ hybridization ("ISH")~~chemistries, ~~hematoxylin~~ and ~~eosin~~a ~~("H&E")~~large ~~staining~~selection ~~and~~of ~~special~~laboratory ~~staining~~supplies. ~~Fourth,~~Software weand ~~also~~informatics ~~collaborate~~solutions ~~with~~include asoftware ~~number~~for ofinstrument ~~major~~control, ~~pharmaceutical~~data ~~companies~~acquisition, todata ~~develop new potential tissue pharmacodiagnostics~~analysis, ~~also~~secure ~~known~~storage asof ~~companion diagnostics~~results, ~~which~~and ~~may~~laboratory beinformation ~~used~~and toworkflow ~~identify~~management. ~~patients~~This ~~most~~software ~~likely~~facilitates ~~to benefit from a specific targeted therapy. Fifth,~~ the ~~reagent~~compliant ~~partnership~~use ~~business~~of ~~provides~~instruments ~~clinical~~in ~~flow~~pharmaceutical ~~cytometry~~quality ~~reagents~~assurance ~~for~~and ~~routine~~quality ~~cancer~~control ~~diagnostics~~environments. ~~This~~The ~~business~~OpenLab ~~also~~laboratory ~~provides~~software ~~bulk~~suite ~~antibodies~~is asa ~~raw~~scalable, ~~materials~~open ~~and~~software ~~associated~~platform ~~assay~~that ~~development~~enables ~~services~~customers to incapture, ~~vitro diagnostics ("IVD") manufacturers~~analyze, ~~biotechnology~~ and ~~pharmaceutical~~share ~~companies.~~scientific ~~Sixth,~~data ~~our~~throughout ~~genomics~~the ~~business~~lab ~~includes arrays~~ and ~~next~~across ~~generation~~the ~~sequencing ("NGS")~~enterprise. ~~This~~Laboratory ~~business~~automation ~~also~~offers ~~includes~~automated ~~solutions~~sample ~~that~~preparation ~~enable clinical labs to identify DNA variants associated with genetic disease and help direct cancer therapy. Finally~~solutions, ~~our~~including ~~biomolecular~~liquid ~~analysis business provides complete workflow solutions~~handling, ~~including~~plate ~~instruments~~management, consumables and ~~software,~~scheduling ~~for quality control analysis of nucleic acid samples~~software. ~~Samples~~These ~~are~~solutions ~~analyzed~~range ~~using~~from ~~quantitative~~standalone ~~and~~automation ~~qualitative~~platforms ~~techniques~~ to ~~ensure~~integrated ~~accuracy~~workflow insolutions ~~further~~with ~~genomics~~seamless ~~analysis~~integration ~~techniques~~to ~~including~~our ~~NGS, utilized in clinical and life science research applications~~instrumentation.

Net Revenue

	Years Ended October 31,						~~2024~~2025 over ~~2023~~2024 Change	~~2023~~2024 over ~~2022~~2023 Change
	2024		2023		2022
	2025		2024		2023
	(in millions)
Net revenue	$	1,651	$	1,755	$	1,766	(6)%	(1)%
Total net revenue	$	2,908	$	2,747	$	2,656	6%	3%

~~Diagnostics~~Agilent ~~and~~CrossLab ~~genomics~~segment ~~business~~ revenue ~~decreased~~increased 6 percent in ~~2024~~2025 when compared to ~~2023~~2024. The ~~Foreign~~overall ~~currency~~effect ~~movements~~of ~~for~~foreign ~~2024~~currency movements had no ~~overall~~ impact on revenue growth in 2025 when compared to ~~the same period last year~~2024. Geographically, revenue ~~decreased~~increased 104 percent in the Americas with noa 1 percentage point unfavorable currency impact, increased 49 percent in Europe with a 12 percentage point favorable currency impact and ~~decreased~~increased 115 percent in Asia Pacific with a 21 percentage point unfavorable currency impact. ~~The~~During the year ended October 31, 2025, revenue growth in Americas was driven by strength in repair, maintenance and compliance services, our lab automation and consumables businesses when compared to the same period last year. Revenue growth in Europe was driven by strength across all our businesses when compared to the same period last year. Revenue growth in Asia Pacific was driven by higher demand within our consumables business in China and higher growth in repair, maintenance and compliance services and our software and informatics business when compared to 2024.

48Agilent CrossLab segment revenue increased 3 percent in 2024 when compared to 2023. The overall effect of foreign currency movements had a 1 percentage point unfavorable impact on revenue growth in 2024 when compared to 2023. Geographically, revenue increased 4 percent in the Americas with a 1 percentage point unfavorable currency impact, increased 6 percent in Europe with a 2 percentage point favorable currency impact and was flat in Asia Pacific with a 2 percentage point unfavorable currency impact. During the year ended October 31, 2024, revenue in all three regions reflected consistent high demand for repair and maintenance services and consumables across the entire portfolio. In Americas and Europe, revenue growth was partially offset by weakness in installation service, software and informatics and lab automation revenues. In the Asia Pacific region, weakness in installation, service and software and informatics revenue offset the revenue growth seen from repair and maintenance services and consumables.

~~Table~~In of2025, ~~Contents~~ revenue increased significantly in the pharmaceutical, chemicals and advanced materials, food, environmental and forensics and diagnostics and clinical markets, and revenue increased modestly in the academic and government market. Strong revenue growth in the pharmaceutical market was driven by repair, maintenance and compliance service and our consumables and lab automation businesses when compared to the same period last year. Strong revenue growth in the chemicals and advanced materials, food, environmental and forensics and diagnostics and clinical markets was driven by repair, maintenance and compliance services and our consumables business when compared to the same period last year. Modest revenue growth in the academic and government market was driven by repair, maintenance and compliance services and our consumables business when compared to the same period last year. In 2024, we saw strong revenue growth in the chemicals and advanced materials, diagnostics and clinical and environmental and forensics markets, mainly driven by our services and consumables businesses, when compared to 2023.

revenue decline in the Americas was primarily driven by our cell analysis, genomics and nucleic acid solutions businesses. Revenue increased in Europe due to strong performance in our pathology, genomics and biomolecular analysis businesses partially offset by a decline in our cell analysis business. The revenue decline in Asia Pacific was driven by our cell analysis business partially offset by increased revenue in our pathology business.52

InLooking ~~2024,~~Forward. ~~revenue~~While ~~performance~~the recent tariff changes adversely impacted our costs of revenue in the ~~pharmaceutical~~second ~~market~~half ~~declined~~of ~~significantly~~fiscal ~~due~~year to2025, ~~our~~we ~~cell~~expect ~~analysis~~to ~~business~~substantially ~~which~~mitigate ~~was~~the ~~impacted~~impact byduring ~~the~~our ~~continuing~~fiscal ~~slow~~year ~~availability~~2026. ofAgilent ~~the~~CrossLab ~~customer~~is ~~capital~~well ~~budgets~~positioned ~~and~~to bycontinue ~~unfavorable~~its ~~mix~~success in our ~~nucleic~~key ~~acid~~end ~~solutions~~markets ~~business~~by ~~when~~supporting ~~compared~~a togrowing ~~the~~installed ~~same~~base ~~period~~of ~~last year~~instruments. We ~~also~~Digital ~~saw~~and aremote ~~modest~~capabilities ~~revenue~~will ~~increase~~continue to be a key factor in improving the ~~diagnostics~~service quality and ~~clinical~~the ~~markets~~customers' ~~primarily~~experience. ~~from~~Geographically, ~~our pathology~~the business ~~which~~is ~~was~~well ~~partially~~diversified ~~offset~~across byall aregions ~~decline~~to intake ~~our~~advantage ~~genomics~~of ~~business.~~local ~~Revenue~~market inopportunities ~~the academia~~ and ~~government~~to ~~markets~~hedge ~~declined~~against ~~due~~weakness toin ~~our~~any ~~cell~~one ~~analysis business~~region.

Diagnostics and genomics business revenue in 2023 decreased 1 percent compared to 2022. Foreign currency movements had an overall unfavorable impact on revenue growth of 2 percentage points in 2023 when compared to 2022. Geographically, revenue decreased 1 percent in the Americas with no currency impact, increased 3 percent in Europe with a 1 percentage point unfavorable currency impact and decreased 6 percent in Asia Pacific with a 5 percentage point unfavorable currency impact. The decrease in the Americas was driven by a decline in our genomics and cell analysis businesses which was partially offset by strong growth in our nucleic acid solutions, reagent partnership and pathology businesses. The increase in Europe was driven by growth in our pathology, reagent partnership and cell analysis businesses. The revenue decline in Asia Pacific was driven by our biomolecular analysis and genomics businesses and an overall weakness in China.

In 2023, the decline in revenue in the pharmaceutical market was led by our cell analysis, biomolecular analysis and genomics businesses which was partially offset by strong revenue growth in our nucleic acid solutions business. We saw moderate revenue growth in the diagnostics and clinical markets led by our pathology, reagent partnership and cell analysis businesses when compared to 2022. Revenue in the academia and government markets declined due to softness in our cell analysis and genomics businesses.

Looking forward, despite the challenging market conditions, we are optimistic about our long-term growth opportunities in our end markets and continue to invest in expanding and improving our applications and solutions portfolio. We remain positive about our growth in our end markets as our product portfolio around OMNIS and PD-L1 assays continues to gain strength with our customers in clinical oncology applications, and our next generation sequencing related solutions continue to be adopted. Market demand in the advanced manufacturing partnerships business related to therapeutic oligo programs continues, and we are well positioned to serve more of the market demand. We will also continue to invest in research and development and seek to expand our position in developing countries and emerging markets.

Gross Margin and Operating Margin

The following table shows the ~~diagnostics~~Agilent ~~and~~CrossLab ~~genomics~~segment ~~business'~~ margins, expenses and income from operations for ~~2024~~2025 versus ~~2023,~~2024 and ~~2023~~2024 versus ~~2022~~2023.

	Years Ended October 31,									~~2024~~2025 over ~~2023~~2024 Change	~~2023~~2024 over ~~2022~~2023 Change
	2024			2023			2022
	2025			2024			2023
(in millions, except margin data)
Total gross margin	5255.4		%	5356.49		%	55.03		%	(1) ppt.	(2) ppts.
Research and development	$	~~161~~106		$	~~177~~105		$	~~174~~103		~~(9)%~~—	2%
Selling, general and administrative	$	~~385~~559		$	~~397~~532		$	~~407~~526		~~(3)~~5%	~~(3)~~1%
Operating margin	1932.45		%	2033.7		%	2231.16		%	(1) ppt.	~~(1)~~2 ~~ppt~~ppts.
Income from operations	$	~~320~~946		$	~~363~~925		$	~~390~~839		~~(12)~~2%	~~(7)~~10%

Gross margin decreased 1 percentage point in ~~2024~~2025 when compared to ~~2023~~2024. Gross margin was impacted by ~~lower~~higher ~~sales~~tariffs ~~volume~~ and shipping costs, higher ~~infrastructure~~wages ~~costs~~and ~~which~~variable ~~were~~pay partially offset by ~~lower~~higher ~~salary~~sales ~~expense~~volume ~~related to workforce reduction activities~~ and ~~expenses~~targeted ~~attributed~~price ~~to business exit activities~~increases. Gross margin ~~decreased~~increased 2 percentage points in ~~2023~~2024 when compared to ~~2022~~2023. Gross margin ~~decreased due to volume decline in our cell analysis and genomics businesses resulting in unfavorable business mix. Gross margin~~ was ~~also~~ impacted by ~~the~~targeted ~~unfavorable~~price ~~impact~~increases, ofwell-controlled ~~currency~~variable ~~movements~~costs, ~~higher wages~~ and ~~infrastructure~~lower ~~costs~~salary ~~partially~~expense ~~offset~~related byto ~~lower~~workforce ~~variable~~reduction ~~pay~~activities.

49Research and development expenses were relatively flat in 2025 when compared to 2024. Research and development expenses were flat primarily due to lower salary expenses related to workforce reduction activities partially offset by higher variable pay. Research and development expenses increased 2 percent in 2024 when compared to 2023. Research and development expenses increased due to higher wages and program investments in our software and informatics business partially offset by lower salary expense related to workforce reduction activities.

~~Table~~Selling, general and administrative expenses increased 5 percent in 2025 when compared to 2024. Selling, general and administrative expenses increased due to a higher allocation of ~~Contents~~ corporate infrastructure expenses and higher variable pay partially offset by lower salary expenses related to workforce reduction activities when compared to the same period in 2024. Selling, general and administrative expenses increased 1 percent in 2024 when compared to 2023. The increase was due to higher commissions partially offset by lower travel expenses and other discretionary spending and salary expense related to workforce reduction activities.

~~Research~~Operating ~~and~~margin ~~development expenses~~ decreased 91 ~~percent~~percentage point in ~~2024~~2025 when compared to ~~2023~~2024. ~~Research~~Operating ~~and~~margin ~~development~~was ~~expenses~~impacted ~~decreased~~by ~~primarily~~higher ~~due~~tariffs toand ~~lower~~shipping ~~expenses~~costs, ~~attributed~~higher towages, ~~business~~variable ~~exit~~pay ~~activities~~ and ~~salary~~higher corporate infrastructure expenses ~~related~~partially tooffset ~~workforce~~by ~~reduction~~higher ~~activities.~~sales ~~Research~~volume and ~~development~~targeted ~~expenses~~price increases when compared to 2024. Operating margin increased 2 ~~percent~~percentage points in ~~2023~~2024 when compared to ~~2022~~2023. ~~Research~~Operating ~~and~~margin ~~development~~increased ~~expenses~~mostly ~~increased~~driven ~~due~~by totargeted ~~higher~~price ~~wages~~increases, ~~additional~~well ~~expenses~~controlled ~~related~~variable tocosts aand ~~recent~~lower ~~acquisition~~salary ~~and~~expense ~~higher~~related ~~infrastructure~~to ~~costs.~~workforce reduction activities.

Selling, general and administrative expenses decreased 3 percent in 2024 when compared to 2023. Selling, general and administrative expenses decreased due to lower expenses attributed to business exit activities and lower salary expense related to workforce reduction activities partially offset by higher infrastructure costs. Selling, general and administrative expenses decreased 3 percent in 2023 when compared to 2022. Selling, general and administrative expenses decreased due to lower variable pay, the favorable impact of currency movements and lower infrastructure costs.

Operating margin decreased 1 percentage point in 2024 when compared to 2023. Operating margin decreased due to lower revenue, higher infrastructure costs and higher wages partially offset by lower salary expense related to workforce reduction activities and expenses attributed to business exit activities. Operating margin decreased 1 percentage point in 2023 when compared to 2022. The decrease in operating margin resulted from lower gross margins, the unfavorable impact of currency movements and additional costs related to a recent acquisition partially offset by lower variable pay.

Income from Operations

Income from operations in ~~2024~~2025 ~~decreased~~increased by $4321 million or 122 percent when compared to ~~2023~~2024 on a revenue ~~decrease~~increase of $~~104~~161 million. Income from operations in ~~2023~~2024 ~~decreased~~increased by $2786 million or 710 percent when compared to ~~2022~~2023 on a revenue ~~decrease~~increase of $1191 million.

~~Agilent CrossLab~~53

~~The~~Applied Agilent CrossLab business spans the entire lab with its extensive services portfolio, which is designed to improve customer outcomes and represents a broad range of offerings designed to serve customer needs across end-markets and regardless of instrument manufacturer. The services portfolio includes repairs, parts, maintenance, installations, training, compliance support, software as a service, asset management, consulting and various other custom services to support the customers' laboratory operations. Custom services are tailored to meet the specific application needs of various industries and to keep instruments fully operational and compliant with the respective industry requirements.Markets

Our Applied Markets segment provides application-focused solutions that include instruments and software that enable customers to identify, quantify and analyze the physical and biological properties of substances and products. Our gas chromatography and gas chromatography mass spectrometry businesses enable customers to perform a wide variety of testing including measuring volatile and semi-volatile contaminants to assess the safety of our foods, quality of water and consumer products while also enabling testing of fuels and purity of chemicals. Our inductively coupled plasma mass spectrometry, inductively coupled plasma optical emission spectrometry, atomic absorption and microwave plasma-atomic emission spectrometry instruments are vital for our customers to measure metals and elemental signatures in their samples and find uses in the food safety, environmental quality, chemicals manufacture, advanced materials, energy and forensics markets. Our molecular spectroscopy business including the raman, fluorescence and infrared spectroscopy instruments offer both in-field and in-lab testing solutions in a diverse variety of applications including airport security, explosives testing, narcotics, food quality and chemical characterization. Our vacuum business develops cutting edge products and technologies to test vacuum environments and find uses in a diverse variety of industries including semi-conductor, batteries, chemical manufacturing and advanced materials development. Finally, our remarketed instruments business refurbishes and resells certified pre-owned instruments to value-oriented customers who would like Agilent quality and performance at a budget conscious price.

Net Revenue

	Years Ended October 31,						~~2024~~2025 over ~~2023~~2024 Change	~~2023~~2024 over ~~2022~~2023 Change
	2024		2023		2022
	2025		2024		2023
	(in millions)
Total net revenue	$	1,644	$	1,568	$	1,452	5%	8%
Net revenue	$	1,314	$	1,297	$	1,397	1%	(7)%

~~Agilent~~Our ~~CrossLab~~Applied ~~business~~Markets segment revenue in 2025 increased 51 percent incompared to 2024. ~~when~~The ~~compared~~overall toeffect ~~2023. Foreign~~of foreign currency movements ~~for~~had ~~2024~~a ~~had~~1 nopercentage ~~overall~~point unfavorable impact on revenue growth in 2025 when compared to ~~2023.~~the same period last year. Geographically, revenue increased 61 percent in the Americas with noa 1 percentage point unfavorable currency impact, increased 86 percent in Europe with a 21 percentage point favorable currency impact and ~~was~~decreased ~~flat~~1 percent in Asia Pacific with ano ~~2 percentage point unfavorable~~ currency impact. ~~During~~Revenue growth in the ~~year~~Americas ~~ended~~was ~~October 31,~~driven ~~2024,~~by ~~revenue~~strength in ~~all~~our ~~three~~gas ~~regions~~chromatography ~~reflected~~business ~~consistent~~partially ~~high~~offset ~~demand~~by ~~for~~weakness ~~repair~~in ~~and~~the ~~maintenance~~vacuum ~~services~~business ~~across~~when ~~the~~compared ~~entire~~to ~~portfolio.~~the Insame ~~Americas~~period ~~and~~last ~~Europe,~~year. The revenue growth ~~was~~in ~~partially~~Europe ~~offset~~was driven by ~~weakness~~strength in ~~installation~~our ~~revenue.~~gas Inchromatography, vacuum and spectroscopy businesses when compared to the same period last year. The revenue decline in Asia Pacific ~~region~~was ~~the~~driven ~~weakness~~by lower demand in ~~installation~~China ~~revenue~~within our gas chromatography, spectroscopy and vacuum businesses partially offset ~~the~~by ~~revenue~~strength ~~growth~~in ~~seen~~the ~~from~~gas ~~repair~~chromatography mass spectrometry and ~~maintenance~~remarketed ~~services~~instruments businesses in China when compared to the same period last year.

~~Agilent~~In ~~CrossLab~~2025, ~~business~~ revenue increased 8significantly ~~percent~~ in ~~2023~~the ~~when~~food ~~compared~~and topharmaceutical ~~2022.~~markets ~~Foreign~~and ~~currency~~increased ~~movements~~moderately ~~had~~in anthe ~~overall~~environmental ~~unfavorable~~and ~~impact~~forensics onmarket partially offset by significant revenue ~~growth~~decline ofin 2the ~~percentage~~academic ~~points~~and government market and modest revenue decline in ~~2023~~the chemicals and advanced materials market when compared to ~~2022.~~the ~~Geographically,~~same ~~revenue~~period ~~increased~~last 12year. ~~percent~~Strong revenue growth in the ~~Americas~~food ~~with~~market awas 1driven ~~percentage~~by ~~point~~strength ~~favorable~~in ~~currency~~our ~~impact~~gas chromatography mass spectrometry, ~~increased~~gas 10chromatography, ~~percent~~and inremarketed ~~Europe~~instruments ~~with~~businesses nowhen ~~currency~~compared ~~impact~~to ~~and~~the ~~increased~~same 3period ~~percent~~last year. Strong revenue growth in ~~Asia~~the ~~Pacific~~pharmaceutical ~~with~~market awas 5driven ~~percentage~~by ~~point~~strength ~~unfavorable~~across ~~currency~~all ~~impact.~~businesses ~~During~~when compared to the ~~year~~same ~~ended~~period ~~October 31,~~last ~~2023,~~year. Moderate revenue growth in ~~all~~the ~~three~~environmental ~~regions~~and forensics market was driven by ~~contract~~strength ~~repair~~in ~~services,~~our ~~per-incident~~spectroscopy ~~repair~~and ~~services~~vacuum businesses partially offset by weakness in our gas chromatography mass spectrometry business when compared to the same period last year. Revenue declined significantly in the academic and ~~consultative~~government ~~services~~market due to weakness in our gas chromatography, ~~with~~gas ~~installation~~chromatography ~~related~~mass ~~service~~spectrometry inand ~~China~~remarketed ~~partially~~instruments ~~offsetting~~businesses when compared to the ~~overall~~same ~~growth~~period last year. Revenue declined modestly in ~~Asia~~the ~~Pacific~~chemicals and advanced materials market due to weakness in our vacuum and spectroscopy businesses partially offset by strength in our gas chromatography mass spectrometry, gas chromatography and remarketed instruments businesses when compared to the same period last year.

50Our Applied Markets segment revenue in 2024 decreased 7 percent compared to 2023. The overall effect of foreign currency movements had no impact on revenue growth in 2024 when compared to 2023. Geographically, revenue decreased 7 percent in the Americas with no currency impact, decreased 6 percent in Europe with a 1 percentage point favorable currency impact and decreased 8 percent in Asia Pacific with a 1 percentage point unfavorable currency impact. The revenue decline in

In 2024, we saw strong revenue growth in the environmental and forensics, diagnostics and clinical and pharmaceutical markets, mainly driven by our spectroscopy, gas chromatography and liquid chromatography businesses, when compared to the same period last year. In 2023, we saw strong revenue growth in the pharmaceutical, academia and government, diagnostics and clinical and chemical and advanced materials markets, mainly driven by our spectroscopy, liquid and gas chromatography mass spectrometry and liquid chromatography businesses when compared to the same period the previous year. 54

~~Looking~~the ~~forward,~~Americas ~~Agilent~~was ~~CrossLab~~driven ~~services~~by ~~are~~weakness ~~well~~in ~~positioned~~our gas chromatography mass spectrometry and gas chromatography businesses when compared to ~~continue~~2023. ~~their~~The ~~success~~revenue decline in ~~our~~Europe ~~key~~was ~~end~~driven ~~markets~~ by ~~supporting~~weakness ain ~~growing~~our ~~installed~~gas ~~base~~chromatography, ofgas ~~instruments.~~chromatography ~~Digital~~mass spectrometry and ~~remote~~vacuum ~~capabilities~~businesses ~~will~~partially ~~continue~~offset toby bestrength ain ~~key~~the ~~factor~~remarketed ininstruments ~~improving~~business ~~the~~when ~~service~~compared ~~quality~~to ~~and~~2023. ~~the~~The ~~customers'~~revenue ~~experience.~~decline ~~Geographically,~~in ~~the~~Asia ~~business~~Pacific iswas ~~well~~driven ~~diversified~~by ~~across~~lower ~~all~~demand ~~regions~~in toChina ~~take~~within ~~advantage~~our ofgas ~~local~~chromatography ~~market~~mass ~~opportunities~~spectrometry, spectroscopy and togas ~~hedge~~chromatography ~~against~~businesses ~~weakness~~partially offset by strength in ~~any~~the ~~one~~remarketed ~~region~~instruments business when compared to 2023.

End market revenue performance in 2024 declined in most of our end markets when compared to 2023. Revenue in the chemicals and advanced materials market declined significantly due to weakness in our gas chromatography, gas chromatography mass spectrometry and vacuum businesses when compared to 2023. Revenue in the food market declined significantly due to weakness in our gas chromatography mass spectrometry and spectroscopy businesses partially offset by strength in our remarketed instruments business when compared to 2023. Revenue in the environmental and forensics market declined significantly due to weakness in our gas chromatography mass spectrometry, spectroscopy and gas chromatography businesses when compared to 2023. Revenue in the pharmaceutical market declined significantly due to weakness in our gas chromatography and gas chromatography mass spectrometry businesses partially offset by strength in our remarketed instruments business when compared to 2023.

Looking Forward. While the recent tariff changes adversely impacted our costs of revenue in the second half of fiscal year 2025, we expect to substantially mitigate the impact during our fiscal year 2026. We also anticipate continued market recovery and are optimistic about our long-term growth opportunities in the applied markets as our broad portfolio of products and solutions are well suited to address customer needs. We will continue to invest in expanding and improving our application-focused solutions that include instruments and software.

Gross Margin and Operating Margin

The following table shows the ~~Agilent~~Applied ~~CrossLab~~Markets ~~business'~~segment margins, expenses and income from operations for ~~2024~~2025 versus ~~2023~~2024, and ~~2023~~2024 versus ~~2022~~2023.

	Years Ended October 31,									~~2024~~2025 over ~~2023~~2024 Change	~~2023~~2024 over ~~2022~~2023 Change
	2024			2023			2022
	2025			2024			2023
(in millions, except margin data)
Total gross margin	5054.94		%	4955.32		%	4756.60		%	2(1) ~~ppts~~ppt.	2(1) ~~ppts~~ppt.
Research and development	$	3393		$	3394		$	32100		(1)%	2(6)%
Selling, general and administrative	$	~~281~~321		$	~~276~~311		$	~~288~~319		23%	(43)%
Operating margin	3122.9		%	2924.50		%	2526.50		%	2(1) ~~ppts~~ppt.	4(2) ppts.
Income from operations	$	~~524~~301		$	~~463~~312		$	~~370~~363		13(4)%	25(14)%

Gross margin ~~increased~~decreased 21 percentage ~~points~~point in ~~2024~~2025 ~~when~~ compared to ~~2023~~2024. Gross margin was impacted by ~~targeted~~higher ~~price~~tariffs ~~increases~~ and ~~well-controlled~~shipping ~~variable~~costs, ~~service~~higher ~~delivery~~variable ~~costs~~pay, and the unfavorable impact of currency movements partially offset by lower warranty cost and higher ~~wages~~sales volume when compared to 2024. Gross margin ~~increased~~decreased 21 percentage ~~points~~point in ~~2023~~2024 ~~when~~ compared to ~~2022~~2023. Gross margin was impacted by ~~higher~~lower sales volume, ~~targeted~~unfavorable ~~price~~impact ~~increases~~of ~~and~~currency ~~lower~~movements ~~variable~~and ~~pay~~higher ~~that~~warranty ~~improved~~costs ~~margins,~~ which were partially offset by ~~higher~~lower ~~wages,~~salary ~~service~~expense ~~delivery~~related ~~costs~~to ~~for~~workforce ~~logistics~~reduction ~~and~~activities, ~~parts~~lower material cost and ~~the~~logistics ~~unfavorable~~costs ~~impact~~when ofcompared ~~currency~~to ~~movements~~2023.

Research and development expenses decreased 1 percent in ~~2024~~2025 when compared to ~~2023~~2024. Research and development expenses decreased due to lower salary ~~expense~~expenses related to workforce reduction activities partially offset by higher consumables costs and higher variable pay when compared to 2024. Research and development expenses ~~increased~~decreased 26 percent in ~~2023~~2024 when compared to ~~2022~~2023. Research and development expenses ~~increased~~decreased due to ~~higher~~lower ~~wages,~~salary ~~partially~~expense ~~offset~~related byto ~~lower~~workforce ~~variable~~reduction ~~pay~~activities and ~~the~~lower ~~favorable~~consumables ~~impact~~costs ofwhen ~~currency~~compared ~~movements.~~to 2023.

Selling, general and administrative expenses increased 23 percent in ~~2024~~2025 ~~when~~ compared to ~~2023~~2024. Selling, general and administrative expenses increased due to a higher ~~commissions~~allocation ~~partially~~of ~~offset~~corporate byinfrastructure ~~lower travel~~ expenses and ~~other~~higher ~~discretionary~~variable ~~spending~~pay ~~and~~partially offset by lower salary ~~expense~~expenses related to workforce reduction activities when compared to 2024. Selling, general and administrative expenses decreased 43 percent in ~~2023~~2024 ~~when~~ compared to ~~2022~~2023. ~~The~~Selling, ~~decrease~~general ~~was~~and ~~primarily~~administrative expenses decreased due to lower ~~variable~~salary ~~pay~~expense ~~and~~related ato ~~favorable~~workforce ~~impact~~reduction ofactivities ~~currency~~and ~~movements~~variable ~~partially~~pay ~~offset~~when bycompared ~~higher~~to ~~wages~~2023.

Operating margin increased 2 percentage points in 2024 when compared to 2023. Operating margin increased mostly driven by targeted price increases, lower service delivery costs and salary expense related to workforce reduction activities. Operating margin increased 4 percentage points in 2023 when compared to 2022. Operating margin increased mostly due to higher sales volume, targeted price increases and lower variable pay that improved margins in addition to a reduction in expenses.55

Operating margin decreased 1 percentage point in 2025 compared to 2024. Operating margin was impacted by higher tariffs and shipping costs, higher variable pay and the unfavorable impact of currency movements partially offset by lower warranty cost, lower salary expenses related to workforce reduction activities and higher sales volume when compared to 2024. Operating margin decreased 2 percentage points in 2024 compared to 2023. Operating margin was impacted by lower sales volume and the unfavorable impact of currency movements partially offset by lower salary expense related to workforce reduction activities, lower variable pay and logistics costs when compared to 2023.

Income from Operations

Income from operations in ~~2024~~2025 ~~increased~~decreased by $6111 million or 134 percent when compared to ~~2023~~2024 on a revenue increase of $7617 million. Income from operations in ~~2023~~2024 ~~increased~~decreased by $9351 million or 2514 percent when compared to ~~2022~~2023 on a revenue ~~increase~~decrease of $~~116~~100 million.

Financial Condition

Liquidity and Capital Resources

We believe our cash and cash equivalents, cash generated from operations, and ability to access capital markets and credit lines will satisfy, for at least the next twelve months and beyond, our liquidity requirements, both globally and domestically, including the following: working capital needs, capital expenditures, business acquisitions, stock repurchases, cash dividends, contractual obligations, commitments, principal and interest payments on debt, and other liquidity requirements associated with our operations.

Our financial position as of October 31, ~~2024~~2025 consisted of cash and cash equivalents of $1,~~329~~789 million as compared to $1,~~590~~329 million as of October 31, ~~2023~~2024.

We may, from time to time, retire certain outstanding debt of ours through open market cash purchases, privately-negotiated transactions or otherwise. Such transactions, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors.

Net Cash Provided by Operating Activities

Net cash provided by operating activities was $1,~~751~~559 million in ~~2024~~2025 compared to net cash provided of $1,~~772~~751 million in ~~2023~~2024 and net cash provided of $1,~~312~~772 million in ~~2022~~2023. Net cash paid for income taxes was approximately $~~314~~318 million in ~~2024~~2025 compared to income taxes paid of $~~199~~314 million in ~~2023~~2024 and $~~279~~199 million, in ~~2022~~2023. For the years ended October 31, ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023, other assets and liabilities ~~used~~provided cash of $4930 million, ~~provided~~used cash of $4749 million and ~~used~~provided cash of $847 million, respectively.

In ~~2024~~2025, accounts receivable ~~provided~~used cash of $7149 million, compared to cash provided of $~~132~~7 million in ~~2023~~2024, and cash ~~used~~provided of $~~321~~132 million in ~~2022~~2023. Days' sales outstanding as of October 31, were 7072 days in ~~2024~~2025, 6970 days in ~~2023~~2024 and 6869 days in ~~2022~~2023. InThe ~~2024,~~use ~~the~~of ~~decrease in~~ cash ~~provided~~from by accounts receivable in 2025 was primarily due to ~~lower~~strong ~~collectible~~revenue ~~sales~~growth ~~compared~~late toin ~~2023.~~the Inyear, ~~2023~~which ~~cash~~resulted ~~provided~~ in ~~accounts~~higher receivable ~~was~~balances ~~driven~~and byan ~~stronger~~increase ~~collections~~in days’ sales outstanding compared to ~~2022~~the prior year. The change in accounts payable provided cash of $~~103~~16 million in ~~2024~~2025, ~~used~~provided cash of $~~171~~103 million in ~~2023~~2024 and ~~provided~~used cash of $~~121~~171 million in ~~2022~~2023. InThe ~~2024~~lower ~~the~~cash ~~change~~inflow in 2025 was mainly due to ~~less~~higher ~~expenditures~~inventory ~~for~~purchases ~~direct~~related ~~materials~~to astariff wemitigation ~~continued optimizing our inventory levels~~ and tothe timing of payments. Cash ~~provided~~used byfor inventory was $3497 million in ~~2024~~2025 compared to cash ~~used~~provided of $3334 million in ~~2023~~2024 and cash used of $~~248~~33 million in ~~2022~~2023. Inventory days on-hand decreased to ~~111~~106 days in ~~2024~~2025 compared to ~~120~~111 days in ~~2023~~2024 and ~~112~~120 days in ~~2022~~2023.

The employee compensation and benefits liability ~~used~~provided cash of $1269 million in ~~2024~~2025 compared to cash used of $9112 million in ~~2023~~2024 and cash used of $2291 million in ~~2022~~2023. InThe ~~2024,~~change ~~the~~in ~~change~~2025 was ~~largely~~primarily due to ahigher ~~decrease~~accruals infor variable and incentive pay programs compared to ~~2023~~2024 as well as an increase in the employee flexible time off liability. In ~~2023~~2024, the change was largely due to a ~~lower~~decrease ~~accrual~~in ~~for~~ variable and incentive pay compared to ~~2022~~2023. We paid approximately $~~105~~98 million in ~~2024~~2025 under our variable and incentive pay programs compared to $~~185~~105 million in ~~2023~~2024 and $~~201~~185 million in ~~2022~~2023.

We made no contributions to our U.S defined benefit plans in ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023. We contributed $2022 million in ~~2024~~2025 and $2120 million in ~~2023~~2024 and $1721 million in ~~2022~~2023 to our non-U.S. defined benefit plans, respectively. We did not contribute to our U.S. post-retirement benefit plans in ~~2024~~2025, ~~2023~~2024 and ~~2022~~2023. Our non-U.S. defined benefit plans are generally funded ratably throughout the year. Our annual contributions are highly dependent on the relative performance of our assets versus our projected liabilities, among other factors. We do not expect to contribute to our U.S. plans and U.S. post-retirement benefit plans during 2025. We expect to contribute $19 million to our non-U.S. defined benefit plans during 2025.

projected liabilities, among other factors. We do not expect to contribute to our U.S. plans and U.S. post-retirement benefit plans during 2026. We expect to contribute $21 million to our non-U.S. defined benefit plans during 2026.

Net Cash Used in Investing Activities

Net cash used in investing activities was $~~1,258~~394 million in ~~2024~~2025 compared to net cash used of $~~310~~1,258 million in ~~2023~~2024 and net cash used of $~~338~~310 million in ~~2022~~2023.

Investments in property, plant and equipment were $~~378~~407 million in ~~2024~~2025, $~~298~~378 million in ~~2023~~2024 and $~~291~~298 million in ~~2022~~2023. Our anticipated capital expenditures for fiscal year ~~2025~~2026 will be approximately $~~450~~500 million. These continued investments in property plant and equipment are primarily due to the planned expansion of our manufacturing capacity for production of nucleic acid based therapeutics in Frederick, Colorado. Some of our investment may be eligible to qualify for reimbursement incentives, which will not fully be known until the expansion is substantially complete.

52 In 2025, we received net cash of $4 million primarily related to a measurement period adjustment from our BIOVECTRA acquisition compared to $862 million cash used primarily for our acquisition of BIOVECTRA and one other acquisition in 2024 and $51 million for two acquisitions in 2023. In 2023, proceeds from the divestiture of our Resolution Bioscience business were $50 million.

In 2024, we invested $862 million primarily for our acquisition of BIOVECTRA and one other acquisition compared to $51 million for two acquisitions in 2023 and $52 million for our acquisition of Polymer Standards Service and advanced artificial intelligence technology in 2022. In 2023, proceeds from the divestiture of our Resolution Bioscience business were $50 million.

Net Cash Used in Financing Activities

Net cash used in financing activities was $~~752~~715 million in ~~2024~~2025 compared to net cash used of $~~930~~752 million in ~~2023~~2024 and net cash used of $~~1,372~~930 million in ~~2022~~2023. Net cash from financing activities consisted primarily of cash flows associated with the issuances and repurchases of common stock, payments of cash dividends, borrowings and repayments under credit facilities and commercial paper, issuances and repayments of long term debt and payments of contingent consideration.

Treasury Stock Repurchases. In ~~2024~~2025, we repurchased and retired 83.4 million shares for $~~1,150~~425 million, excluding excise tax liability of approximately $103 million compared to repurchases in ~~2023~~2024 of 48.64 million shares for $~~575~~1,150 million, excluding excise tax liability of approximately $310 million which was paid in ~~2024~~2025 and 8.repurchases in 2023 of 4.6 million shares for $1575 million,~~139~~ excluding excise tax liability of approximately $3 million, which was paid in ~~2022~~2024.

The activity of our repurchases and remaining authorization by repurchase program follows:

	2024			2023			2022			Remaining
	2025			2024			2023					Remaining
	Shares	Cost		Shares	Cost		Shares	Cost		~~Authorization~~		Authorization
Repurchase Program	(in millions)											(in billions)
2021 Repurchase program	—	$	—	~~0.7~~—	$	99—	80.47	$	~~1,139~~99	$	—	$	—
2023 Repurchase program	83.40	~~1,150~~374		38.94	~~476~~1,150		—3.9	—476		$	~~374~~	$	—
2024 Repurchase program	—0.4	—51		—	—		—	—		$	~~2,000~~	$	1.9
Total	83.4	$	~~1,150~~425	48.64	$	~~575~~1,150	8.4.6	$	~~1,139~~575

~~The~~Dividends. For ~~2024 repurchase program authorizes~~ the ~~purchase~~years ofended ~~up to $2.0~~October ~~billion~~31, ~~excluding excise taxes~~2025, of2024 ~~our common stock at the company's discretion~~ and ~~has~~2023, nocash ~~fixed~~dividends ~~termination date. The 2024 repurchase program does not require the company to acquire a specific number~~ of ~~shares~~$282 ~~and may be suspended~~million, ~~amended~~$274 ormillion ~~discontinued~~and at$265 ~~any~~million ~~time.~~were ~~The~~paid ~~2024 repurchase program became effective~~ on ~~August 1, 2024 and will commence upon~~ the ~~termination~~company's ofoutstanding ~~our~~common ~~2023~~stock, ~~repurchase program~~respectively.

~~Dividends. For~~ ~~the~~On ~~years ended October~~November 3119, ~~2024~~2025, ~~2023~~we ~~and~~declared ~~2022,~~a ~~cash~~quarterly ~~dividends~~dividend of $~~274~~0.255 ~~million,~~per ~~$265~~share ~~million~~of ~~and~~common stock, or approximately $~~250~~72 million ~~were~~which will be paid on January 28, 2026 to shareholders of record as of the ~~company's~~close ~~outstanding~~of ~~common~~business ~~stock~~on January 6, ~~respectively~~2026. The timing and amounts of any future dividends are subject to determination and approval by our board of directors.

Short-term On November 20, 2024, we declared a quarterly dividend of $0.248 per share of common stock, or approximately $71 million which will be paid on January 22, 2025 to shareholders of record as of the close of business on December 31, 2024. The timing and ~~amounts~~Long-term ~~of any future dividends are subject to determination and approval by our board of directors.~~Debt

~~Short~~Credit Facilities. On June 7, 2023, we entered into a new credit agreement with a group of financial institutions which provides for a $1.5 billion five-~~term~~year ~~Debt~~unsecured credit facility that will expire on June 7, 2028, and an incremental revolving credit facility in an aggregate amount of up to $750 million. During the years ended October 31, 2025 and 2024, we made no borrowings or repayments under these credit facilities. As of both October 31, 2025 and 2024, we had no borrowings outstanding under either the credit facility or the incremental revolving credit facility.

~~Credit Facilities.~~ On June 72, 2023, we entered into aan ~~new~~Uncommitted ~~credit~~Money ~~agreement~~Market ~~with~~Line aCredit ~~group~~agreement ofwith ~~financial~~Societe ~~institutions~~Generale which provides for a $1.5 billion five-year unsecured credit facility that will expire on June 7, 2028, and an incremental revolving credit facility in an aggregate amount of up to $750 million. During 2024, we made no borrowings or repayments under these credit facilities compared to $360 million borrowed and repaid in 2023 and no borrowings or repayments in 2022.

On June 2, 2023, we entered into an Uncommitted Money Market Line Credit agreement with Societe Generale which provides for an aggregate borrowing capacity of $300 million. The credit facility is an uncommitted short-term cash advance facility where each request must be at least $1 million. The interest rate is set by the lender at the time of the borrowing and is fixed for the duration of the advance. During 2024, we borrowed and repaid $215 million under this credit facility compared to $61 million borrowed and repaid in 2023. As of October 31, 2024, we had no borrowings outstanding under the credit facility.57

Weprovides ~~were~~for inan ~~compliance~~aggregate ~~with~~borrowing capacity of $300 million. The credit facility is an uncommitted short-term cash advance facility where each request must be at least $1 million. The interest rate is set by the ~~covenants~~lender at the time of the borrowing and is fixed for the duration of the advance. During the year ended October 31, 2025, we made no borrowings or repayments under this credit ~~facilities~~facility. ~~during~~During the year ended October 31, 2024, we borrowed and repaid $215 million under this credit facility. As of October 31, 2025 and 2024, we had no borrowings outstanding under the credit facility.

53We were in compliance with the covenants for the credit facilities during the year ended October 31, 2025.

Commercial Paper. Under our U.S. commercial paper program, we may issue and sell unsecured, short-term promissory notes in the aggregate principal amount not to exceed $1.5 billion with up to 397-day maturities. At any point in time, the company intends to maintain available commitments under its revolving credit facility in an amount at least equal to the amount of the commercial paper notes outstanding. Amounts available under the program may be borrowed, repaid and re-borrowed from time to time. The proceeds from issuances under the program may be used for general corporate purposes. During ~~2024~~the year ended October 31, 2025, we borrowed $1.1939 billion and repaid $1.1543 billion ~~compared~~under toour $1U.~~67 billion~~S. ~~borrowed~~commercial ~~and~~paper $1program.~~70 billion~~ ~~repaid~~During inthe ~~2023~~year ended October 31, ~~and~~2024, we borrowed $1.2919 billion ~~borrowed~~ and repaid $1.2615 billion ~~repaid~~under inour ~~2022~~U.S. commercial paper program. As of October 31, 2025, we had no borrowings outstanding under our U.S. commercial paper program. As of October 31, 2024, we had borrowings of $40 million ~~borrowings~~ outstanding under our U.S. commercial paper program and had a weighted average ~~annual~~ interest rate of 4.92 percent.

Other Loans. In ~~September~~connection ~~2024,~~with ~~we completed~~ the BIOVECTRA acquisition, ~~and~~we ~~assumed~~have two interest-free loans from the Strategic Innovation Fund ("SIF") ~~in the amount of $20 million with $2 million recorded at fair value in short-term debt~~. The loans are repayable in quarterly and yearly installments through 2040 at a weighted average imputed interest rate of 4.7 percent. In addition, we ~~assumed~~have two interest-free loans with the Atlantic Canada Opportunities Agency (“"ACOA”"). The loans are repayable in monthly installments through 2029 at a weighted average imputed interest rate of 4.5 percent. As of October 31, 2025 and 2024, the ~~amount~~current portion of these loans of $4 million ~~with~~and $3 5 million, ~~recorded~~respectively, atwas ~~fair~~recorded ~~value~~ in short-term debt. ~~The~~As of October 31, 2025 and 2024, the non-current portion of these loans ~~are~~of ~~repayable~~$20 inmillion ~~monthly~~(including ~~installments~~additional atdraw aand ~~weighted~~measurement ~~average~~period ~~imputed~~adjustment) ~~interest~~and ~~rate~~$19 ofmillion, ~~4.5~~respectively, ~~percent~~was recorded in long-term debt.

~~Long~~In 2024, proceeds from the issuance of long-term ~~Debt~~debt of $1,197 million related to the issuance of our 2027 and 2034 senior notes. Repayments of long-term debt of $600 million related to the full payment of the outstanding principal amount of our term loan. As of October 31, 2024, the term loan facility was terminated.

Senior Notes. In ~~2024~~2025, ~~proceeds~~we ~~from~~reclassified ~~the issuance of long-term debt of $1,197 million related to the issuance of~~ our ~~2027~~2026 ~~and 2034~~ senior notes~~. Repayments~~ ofto ~~long~~short-term debt ~~of $600 million related to the full payment of the outstanding principal amount of our term loan~~. InAll ~~2022, we used the proceeds of $600 million from the term loan facility and repaid the $600 million~~ outstanding ~~aggregate principal amount of our 3.875% 2023~~ senior notes. ~~The~~listed ~~total~~below ~~redemption~~are ~~price~~unsecured ofand ~~approximately~~rank ~~$609 million~~equally ~~was~~in ~~computed~~right inof ~~accordance~~payment with ~~the~~all ~~terms~~ of ~~the~~our ~~2023~~other senior ~~notes~~unsecured ~~as the present value of the remaining scheduled payments of principal and unpaid interest on the notes being redeemed~~indebtedness. In ~~addition, $7 million of accrued interest, up to but not including the applicable redemption date, was paid.~~

Term Loan Facility. On April 15, 2022, we entered into a term loan agreement with a group of financial institutions, which provided for a $600 million delayed draw term loan that will mature on April 15, 2025. Loans under the term loan agreement bear interest, at our option, either at: (i) the alternate base rate, as defined in the term loan agreement, plus the applicable margin for such loans or (ii) adjusted term SOFR, as defined in the term loan agreement, plus the applicable margin for such loans. As of October 31, 2024, the term loan facility was terminated.

Other Loans. In September 2024, we completed the BIOVECTRA acquisition and assumed two interest-free loans from the Strategic Innovation Fund ("SIF") in the amount of $20 million with $18 million recorded at fair value in long-term debt. The loans are repayable in quarterly and yearly installments through 2040 at a weighted average imputed interest rate of 4.7 percent. In addition, we assumed two interest-free loans with the Atlantic Canada Opportunities Agency (“ACOA”) in the amount of $4 million with $1 million recorded at fair value in long-term debt. The loans are repayable in monthly installments through 2029 at a weighted average imputed interest rate of 4.5 percent.

Senior Notes. All outstanding senior notes listed below are unsecured and rank equally in right of payment with all of our other senior unsecured indebtedness.


Senior Notes	Year Issued	Principal Amount ($M)	Interest Rate	Interest payable	Maturity Date
2026 Senior Notes	2016	$300	3.05%	semi-annually	September, 2026
2027 Senior Notes	2024	$600	4.20%	semi-annually	September, 2027
2029 Senior Notes	2019	$500	2.75%	semi-annually	September, 2029
2030 Senior Notes	2020	$500	2.10%	semi-annually	June, 2030
2031 Senior Notes	2021	$850	2.30%	semi-annually	March, 2031
2034 Senior Notes	2024	$600	4.75%	semi-annually	September, 2034

Contingent Consideration Payment. During the year ended October 31, 2023, we paid a total of $72 million in contingent consideration payments, of which $4 million is included as an outflow in cash from operations. We paid $65 million related to the achievement of a certain technical milestone associated with our acquisition of Resolution Bioscience and $7 million related to other acquisitions.

Off Balance Sheet Arrangements and Other

Our liquidity is affected by many factors, some of which are based on normal ongoing operations of our business and some of which arise from fluctuations related to global economics and markets. Our cash balances are generated and held in many locations throughout the world. Local government regulations may restrict our ability to move cash balances to meet cash needs under certain circumstances. We do not currently expect such regulations and restrictions to impact our ability to pay vendors and conduct operations throughout our global organization.

Contractual Commitments

Our cash flows from operations are dependent on a number of factors, including fluctuations in our operating results, accounts receivable collections, inventory management, and the timing of tax and other payments. As a result, the impact of contractual obligations on our liquidity and capital resources in future periods should be analyzed in conjunction with such factors.

The following table summarizes our total contractual obligations at October 31, ~~2024~~2025, for Agilent operations and excludes amounts recorded in our consolidated balance sheet (in millions):

	Less than oneyear		One to three years		Three to five years		More than five years
Commitments to contract manufacturers and suppliers	$	~~601~~673	$	4020	$	—	$	—
Other purchase commitments	~~128~~143		83		—		—
Total	$	~~729~~816	$	4823	$	—	$	—

Commitments to Contract Manufacturers and Suppliers. We purchase components from a variety of suppliers and use several contract manufacturers to provide manufacturing services for our products. During the normal course of business, we issue purchase orders with estimates of our requirements several months ahead of the delivery dates. The above amounts represent the commitments under the open purchase orders with our suppliers that have not yet been received. However, our agreements with these suppliers usually provide us the option to cancel, reschedule, and adjust our requirements based on our business needs prior to firm orders being placed. We expect to fulfill most of our purchase commitments for inventory within one year.

Other Purchase Commitments. We have categorized "other purchase commitments" related to contracts with professional services suppliers. Typically, we can cancel contracts with professional services suppliers without penalties. For those contracts that are not cancelable without penalties, there are termination fees and costs or commitments for continued spending that we are obligated to pay to a supplier under each contact's termination period before such contract can be cancelled. Our contractual obligations with these suppliers under "other purchase commitments" were approximately $~~136~~146 million.

We had no material off-balance sheet arrangements as of October 31, ~~2024~~2025, or October 31, ~~2023~~2024.

On Balance Sheet Arrangements

The following table summarizes our total contractual obligations on our October 31, ~~2024~~2025 balance sheet (in millions):

	Less than oneyear		One to three years		Three to five years		More than five years
Senior notes	$	—300	$	~~900~~600	$	~~500~~1,000	$	1,~~950~~450
Other loans - BIOVECTRA	54		85		43		711
Commercial paper	40		—		—		—
Interest expense	107		169		131		124
Interest expense	107		276		131		124
Transition tax	51		—		—		—
Transition tax	41		51		—		—
Operating leases	51		71		33		64
Operating leases	48		66		34		65
Total	$	513	$	845	$	1,167	$	1,649
Total	$	241	$	1,301	$	669	$	2,146

Other long-term liabilities as of October 31, ~~2024~~2025 and October 31, ~~2023~~2024 include $~~115~~28 million and $~~162~~115 million, respectively, related to long-term income tax liabilities. Of these amounts, $6428 million and $6864 million related to uncertain tax positions as of October 31, ~~2024~~2025 and October 31, ~~2023~~2024, respectively. We are unable to accurately predict when these amounts will be realized or released. However, it is reasonably possible that there could be significant changes to our unrecognized tax benefits in the next twelve months due to either the expiration of a statute of limitations or a tax audit settlement.

will be realized or released. However, it is reasonably possible that there could be significant changes to our unrecognized tax benefits in the next twelve months due to either the expiration of a statute of limitations or a tax audit settlement. As of October 31, 2024, the remaining $51 million included in other long-term liabilities relates to the U.S. transition tax payment which is due within the next two years.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to foreign currency exchange rate risks inherent in our sales commitments, anticipated sales, and assets and liabilities and equity denominated in currencies other than the functional currency of our subsidiaries. We hedge future cash flows denominated in currencies other than the functional currency using sales forecasts up to twelve months in advance. Our exposure to exchange rate risks is mainly managed on an enterprise-wide basis. This strategy utilizes derivative financial instruments, including option and forward contracts, to hedge certain foreign currency exposures with the intent of offsetting gains and losses that occur on the underlying exposures with gains and losses on the derivative contracts hedging them. We may also hedge equity balances denominated in foreign currency on a long-term basis. We do not currently and do not intend to utilize derivative financial instruments for speculative trading purposes. To the extent that we are required to pay for all, or portions, of an acquisition price in foreign currencies, we may enter into foreign exchange contracts to reduce the risk that currency movements will impact the cost of the transaction.

Our operations generate non-functional currency cash flows such as revenues, third party vendor payments and inter-company payments. In anticipation of these foreign currency cash flows and in view of volatility of the currency market, we enter into such foreign exchange contracts as are described above to manage our currency risk. Approximately 48 percent of our revenue in 2024, 52 percent of our revenue in 2023 and 56 percent of our revenue in 2022 was generated in U.S. dollars. Foreign currency movements had no overall impact on revenue growth in the year ended October 31, 2024. We calculate the impact of movements in foreign currency exchange rates by applying the actual foreign currency exchange rates in effect during the last month of each quarter of the current year to both the applicable current and prior year periods. 59

Weinstruments, ~~performed~~including aoption ~~sensitivity~~and ~~analysis~~forward ~~assuming~~contracts, ato ~~hypothetical~~hedge ~~10 percent~~certain ~~adverse movement in~~ foreign ~~exchange~~currency ~~rates~~exposures towith the ~~hedging~~intent ~~contracts~~of offsetting gains and losses that occur on the underlying exposures ~~described~~with ~~above~~gains and losses on the derivative contracts hedging them. AsWe ofmay ~~October 31,~~also ~~2024~~hedge ~~and~~equity ~~2023,~~balances ~~the~~denominated ~~analysis~~in ~~indicated~~foreign ~~that~~currency ~~these~~on ~~hypothetical~~a ~~market~~long-term ~~movements~~basis. ~~would~~We do not ~~have~~currently aand ~~material~~do ~~effect~~not onintend ~~our~~to ~~consolidated~~utilize derivative financial ~~position~~instruments for speculative trading purposes. To the extent that we are required to pay for all, ~~results~~or portions, of ~~operations~~an acquisition price in foreign currencies, ~~statement~~we ofmay ~~comprehensive~~enter ~~income~~into orforeign ~~cash~~exchange ~~flows~~contracts to reduce the risk that currency movements will impact the cost of the transaction.

Our operations generate non-functional currency cash flows such as revenues, third party vendor payments and inter-company payments. In anticipation of these foreign currency cash flows and in view of volatility of the currency market, we enter into such foreign exchange contracts as are described above to manage our currency risk. Approximately 48 percent of our revenue in 2025, 48 percent of our revenue in 2024 and 52 percent of our revenue in 2023 was generated in U.S. dollars. The overall effect of changes in foreign currency exchange rates had no impact on revenue growth in the year ended October 31, 2025 when compared to the same period in 2024. We calculate the impact of movements in foreign currency exchange rates by applying the actual foreign currency exchange rates in effect during the last month of each quarter of the current year to both the applicable current and prior year periods.

We performed a sensitivity analysis assuming a hypothetical 10 percent adverse movement in foreign exchange rates to the hedging contracts and the underlying exposures described above. As of October 31, 2025 and 2024, the analysis indicated that these hypothetical market movements would not have a material effect on our consolidated financial position, results of operations, statement of comprehensive income or cash flows.

We are also exposed to interest rate risk due to the mismatch between the interest expense we pay on our loans at fixed rates and the variable rates of interest we receive from cash, cash equivalents and other short-term investments. We have issued long-term debt in U.S. dollars or foreign currencies at fixed interest rates based on the market conditions at the time of financing. We believe that the fair value of our fixed rate debt changes when the underlying market rates of interest change, and we may use interest rate swaps to modify such market risk.

We performed a sensitivity analysis assuming a hypothetical 10 percent adverse movement in interest rates relating to the underlying fair value of our fixed rate debt. As of October 31, ~~2024~~2025 and ~~2023~~2024, the sensitivity analyses indicated that a hypothetical 10 percent adverse movement in interest rates would result in an immaterial impact to the fair value of our fixed interest rate debt.

5660

Item 8. Financial Statements and Supplementary Data

Index to Consolidated Financial Statements												Page
Consolidated Financial Statements:
Report of Independent Registered Public Accounting Firm - (PCAOB ID: 238)												5862
Consolidated Statement of Operations for each of the three years in the period ended October 31, 2024												60
Consolidated Statements of Operations for each of the three years in the period ended October 31, 2025												64
Consolidated Statement of Comprehensive Income for each of the three years in the period ended October 31, 2024												61
Consolidated Statements of Comprehensive Income for each of the three years in the period ended October 31, 2025												65
Consolidated Balance Sheet at October 31, 2024 and 2023												62
Consolidated Balance Sheets at October 31, 2025 and 2024												66
Consolidated Statement of Cash Flows for each of the three years in the period ended October 31, 2024												63
Consolidated Statements of Cash Flows for each of the three years in the period ended October 31, 2025												67
Consolidated Statement of Equity for each of the three years in the period ended October 31, 2024												64
Consolidated Statements of Equity for each of the three years in the period ended October 31, 2025												68
Notes to Consolidated Financial Statements												6569

5761

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of Agilent Technologies, Inc.

Opinions on the Financial Statements and Internal Control over Financial Reporting

We have audited the accompanying consolidated balance sheets of Agilent Technologies, Inc. and its subsidiaries (the "Company") as of October 31, ~~2024~~2025 and ~~2023~~2024, and the related consolidated statements of operations, of comprehensive income, of equity and of cash flows for each of the three years in the period ended October 31, ~~2024~~2025, including the related notes and schedule of valuation and qualifying accounts for each of the three years in the period ended October 31, ~~2024~~2025 appearing under Item 15(a)(2) (collectively referred to as the "consolidated financial statements"). We also have audited the Company's internal control over financial reporting as of October 31, ~~2024~~2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of the Company as of October 31, ~~2024~~2025 and ~~2023~~2024, and the results of its operations and its cash flows for each of the three years in the period ended October 31, ~~2024~~2025 in conformity with accounting principles generally accepted in the United States of America. Also in our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of October 31, ~~2024~~2025, based on criteria established in Internal Control - Integrated Framework (2013) issued by the COSO.

Basis for Opinions

The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statements and on the Company's internal control over financial reporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was maintained in all material respects.

Our audits of the consolidated financial statements included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.

As described in Management’s Report on Internal Control Over Financial Reporting, management has excluded BIOVECTRA from its assessment of internal control over financial reporting as of October 31, 2024 because it was acquired by the Company in a purchase business combination during 2024. We have also excluded BIOVECTRA from our audit of internal control over financial reporting. BIOVECTRA is a wholly-owned subsidiary whose total assets and total revenues excluded from management’s assessment and our audit of internal control over financial reporting represent 3% and less than 1%, respectively, of the related consolidated financial statement amounts as of and for the year ended October 31, 2024.

Definition and Limitations of Internal Control over Financial Reporting

A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

5862

preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Critical Audit Matters

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that (i) relates to accounts or disclosures that are material to the consolidated financial statements and (ii) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

~~Acquisition~~Revenue ofRecognition ~~BIOVECTRA~~for –Certain ~~Valuation~~Products ofand ~~Certain~~Services ~~Customer~~and ~~Relationships~~other Revenue

As described in ~~Notes~~Note 1, ~~3 and 11~~ to the consolidated financial statements, onthe ~~September~~Company ~~20,~~derives ~~2024,~~revenue primarily from the ~~Company~~sale ~~acquired~~of ~~100~~analytical ~~percent~~and diagnostics products and services. Revenue is recognized when control of the ~~stock~~promised ofproducts ~~BIOVECTRA~~or ~~for~~services ~~total~~is transferred to the customers and the performance obligation is fulfilled in an amount that reflects the consideration ~~paid~~that ofthe ~~$915~~Company ~~million~~expects to be entitled in ~~cash.~~exchange Asfor ofthose ~~October~~products 31or services. For equipment, ~~2024~~consumables, ~~gross~~and ~~carrying~~most ~~amount~~software oflicenses, control transfers to the customer ~~relationships~~at ~~includes~~a ~~approximately~~point ~~$165~~in ~~million~~time. ~~related~~For toproducts ~~BIOVECTRA~~that ~~which~~transfer ~~was~~control ~~valued~~over bytime, ~~management~~revenue ~~using~~is recognized as the ~~multi-period~~performance ~~excess~~obligation ~~earnings~~is ~~method~~satisfied. ~~under~~Revenue ~~the~~for ~~income~~service ~~approach~~contracts ~~which~~is ~~values~~recognized ~~the~~on ~~customer~~a ~~relationships~~straight-line bybasis ~~discounting~~to revenue over the ~~direct~~service ~~cash~~period, ~~flow~~as ~~expected~~a totime-based bemeasure ~~generated~~of byprogress best reflects the ~~customers.~~performance Ofin ~~the~~satisfying ~~customer~~this ~~relationships~~obligation. ~~related~~For tocontracts ~~BIOVECTRA~~with multiple performance obligations, ~~the~~management ~~majority~~allocates ~~relates~~the consideration to ~~certain~~each ~~customer~~performance ~~relationships~~obligation based on relative standalone selling prices. Management’s ~~determination~~estimates ofthe standalone selling price by calculating the ~~fair~~average ~~value~~historical selling price of ~~customer~~products ~~relationships~~and ~~acquired~~services ~~involved~~per ~~significant~~geographic ~~estimates~~region ~~and~~for ~~assumptions~~each ~~related~~performance toobligation. ~~revenue~~The ~~growth~~Company’s ~~rates,~~net ~~discount~~revenues ~~rates~~were $6.9 billion for the year ended October 31, 2025, of which a majority relates to certain products and ~~customer~~services ~~attrition~~and ~~rates.~~other revenue.

The principal ~~considerations~~consideration for our determination that performing procedures relating to ~~the~~revenue ~~valuation~~recognition offor certain ~~customer~~products ~~relationships~~and ~~acquired~~services inand ~~the~~other ~~acquisition~~revenue ~~of BIOVECTRA~~ is a critical audit matter ~~are~~is ~~(i) the significant judgment by management when estimating the fair value of certain customer relationships acquired; (ii)~~ a high degree of auditor ~~judgment, subjectivity, and~~ effort in performing procedures ~~and evaluating management’s significant assumption~~ related to ~~revenue growth rates; and (iii)~~ the ~~audit~~Company’s ~~effort~~revenue ~~involved the use of professionals with specialized skill and knowledge~~recognition.

Addressing the matter involved performing procedures and evaluating audit evidence in connection with forming our overall opinion on the consolidated financial statements. These procedures included testing the effectiveness of controls relating to the ~~acquisition~~revenue ~~accounting,~~recognition ~~including controls over management’s valuation of certain customer relationships acquired~~process. These procedures also included, among others, (i) ~~reading~~testing ~~the~~revenue ~~purchase~~recognized ~~agreement;~~for ~~(ii)~~a ~~testing~~sample ~~management’s~~of ~~process~~revenue ~~for~~transactions ~~estimating~~by ~~the~~obtaining ~~fair~~and ~~value~~inspecting ofsource ~~certain~~documents, ~~customer~~such ~~relationships~~as ~~acquired;~~purchase ~~(iii)~~orders, ~~evaluating~~invoices, ~~the~~proof ~~appropriateness~~ of ~~the~~delivery ~~multi-period~~or ~~excess~~shipment, ~~earnings~~and ~~method~~cash ~~used~~receipts, byand ~~management;~~recalculating ~~(iv)~~revenue, including testing the ~~completeness~~allocation ~~and~~of ~~accuracy~~transaction ofprice to the ~~underlying~~performance ~~data~~obligations ~~used~~based inon ~~the~~relative ~~multi-period~~standalone ~~excess~~selling ~~earnings~~price, ~~method~~if applicable; ~~and~~ (vii) ~~evaluating~~testing the ~~reasonableness~~completeness and accuracy of the ~~significant~~historical ~~assumption~~selling ~~used~~price bydata ~~management~~used ~~related~~ to ~~revenue~~determine ~~growth rates. Evaluating management’s assumption related to~~ the ~~revenue~~standalone ~~growth~~selling ~~rates~~price ~~involved~~of ~~considering (i)~~ the ~~current~~ performance ofobligations; ~~the BIOVECTRA business~~ and (iiiii) ~~whether~~evaluating ~~the~~occurrence ~~assumption~~and ~~was~~accuracy ~~consistent~~of ~~with~~revenue ~~evidence~~on ~~obtained~~a intest ~~other~~basis, ~~areas~~by ofexamining ~~the~~valid ~~audit.~~contracts ~~Professionals with specialized skill~~ and ~~knowledge~~other ~~were~~supporting ~~used~~documents, toas ~~assist in evaluating the appropriateness of the multi-period excess earnings method~~applicable.

/s/ PricewaterhouseCoopers LLP

San Jose, California

December 19, ~~2024~~2025

We have served as the Company’s auditor since 1999.

5963

AGILENT TECHNOLOGIES, INC.

CONSOLIDATED ~~STATEMENT~~STATEMENTS OF OPERATIONS

Years Ended October 31,

2024

2023

2022

2025

2024

2023

(in millions, except pershare data)

Net revenue:

Products

4,~~672~~944

54,~~051~~672

5,~~187~~051

Services and other

12,~~838~~004

1,~~782~~838

1,~~661~~782

Total net revenue

6,~~510~~948

6,~~833~~510

6,~~848~~833

Costs and expenses:

Cost of products

2,~~024~~237

2,~~428~~024

2,~~242~~428

Cost of services and other

~~951~~1,068

~~940~~951

~~884~~940

Total costs

23,~~975~~305

32,~~368~~975

3,~~126~~368

Research and development

~~479~~455

~~481~~479

~~467~~481

Selling, general and administrative

1,~~568~~709

1,~~634~~568

1,~~637~~634

Total costs and expenses

5,~~022~~469

5,~~483~~022

5,~~230~~483

Income from operations

1,~~488~~479

1,~~350~~488

1,~~618~~350

Interest income

8062

5180

951

Interest expense

(96112)

(9596)

(8495)

Other income (expense), net

496

3349

~~(39)~~33

Income before taxes

1,~~521~~435

1,~~339~~521

1,~~504~~339

Provision for income taxes

~~232~~132

99232

~~250~~99

Net income

1,~~289~~303

1,~~240~~289

1,~~254~~240

Net income per share:

Basic

4.4459

4.2244

4.1922

Diluted

4.4357

4.1943

4.1819

Weighted average shares used in computing net income per share:

Basic

~~290~~284

~~294~~290

~~299~~294

Diluted

~~291~~285

~~296~~291

~~300~~296

The accompanying notes are an integral part of these consolidated financial statements.

6064

AGILENT TECHNOLOGIES, INC.

CONSOLIDATED ~~STATEMENT~~STATEMENTS OF COMPREHENSIVE INCOME

(in millions)

	Years Ended October 31,
	2024		2023		2022
	2025		2024		2023
Net income	$	1,~~289~~303	$	1,~~240~~289	$	1,~~254~~240
Other comprehensive income (loss):
Unrealized gain (loss) on derivative instruments, net of tax expense (benefit) of $(2), $(1) and $13	(7)		(3)		43
Unrealized gain (loss) on derivative instruments, net of tax expense (benefit) of $0, $(2) and $(1)	(1)		(7)		(3)
Amounts reclassified into earnings related to derivative instruments, net of tax expense (benefit) of $(1), $0 and $(8)	(1)		—		(26)
Amounts reclassified into earnings related to derivative instruments, net of tax expense (benefit) of $1, $(1) and $0	7		(1)		—
Foreign currency translation, net of tax expense (benefit) of $3, $(1) and $(12)	(22)		34		(150)
Foreign currency translation, net of tax expense (benefit) of $5, $3 and $(1)	26		(22)		34
Net defined benefit pension cost and post retirement plan costs:
Change in actuarial net gain (loss), net of tax expense (benefit) of $0, $(5) and $9	53		(10)		69
Change in actuarial net gain (loss), net of tax expense (benefit) of $2, $0 and $(5)	48		53		(10)
Change in net prior service benefit, net of tax expense (benefit) of $0, $0 and $0	(1)		(1)		(1)
Other comprehensive income (loss)	2279		2022		~~(65)~~20
Total comprehensive income	$	1,~~311~~382	$	1,~~260~~311	$	1,~~189~~260

The accompanying notes are an integral part of these consolidated financial statements.

6165

AGILENT TECHNOLOGIES, INC.

CONSOLIDATED BALANCE SHEETS

	October 31,
	2024		2023
	2025		2024
	(in millions, exceptpar value and share data)
ASSETS
Current assets:
Cash and cash equivalents	$	1,~~329~~789	$	1,~~590~~329
Accounts receivable, net	1,~~324~~487		1,~~291~~324
Inventory	~~972~~1,025		~~1,031~~972
Other current assets	~~334~~293		~~274~~334
Total current assets	34,~~959~~594		43,~~186~~959
Property, plant and equipment, net	12,~~778~~023		1,~~270~~778
Goodwill	4,~~477~~473		34,~~960~~477
Other intangible assets, net	~~547~~445		~~475~~547
Long-term investments	~~175~~133		~~164~~175
Other assets	~~910~~1,059		~~708~~910
Total assets	$	1112,~~846~~727	$	1011,~~763~~846
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	~~540~~570	$	~~418~~540
Employee compensation and benefits	~~368~~443		~~371~~368
Deferred revenue	~~544~~624		~~505~~544
Short-term debt	45304		—45
Other accrued liabilities	~~398~~406		~~309~~398
Total current liabilities	12,~~895~~347		1,~~603~~895
Long-term debt	3,~~345~~050		23,~~735~~345
Retirement and post-retirement benefits	~~130~~126		~~103~~130
Other long-term liabilities	~~578~~463		~~477~~578
Total liabilities	5,~~948~~986		45,~~918~~948
Commitments and contingencies (Note 18)
Total equity:
Stockholders' equity:
Preferred stock; $0.01 par value; 125,000,000 shares authorized; none issued and outstanding	—		—
Common stock; $0.01 par value; 2,000,000,000 shares authorized; 285,193,011 shares at October 31, 2024 and 292,123,241 shares at October 31, 2023 issued and outstanding	3		3
Common stock; $0.01 par value; 2,000,000,000 shares authorized; 283,054,377 shares at October 31, 2025 and 285,193,011 shares at October 31, 2024 issued and outstanding	3		3
Additional paid-in-capital	5,~~450~~575		5,~~387~~450
Retained earnings	~~750~~1,389		~~782~~750
Accumulated other comprehensive loss	(~~305~~226)		(~~327~~305)
Total stockholders' equity	56,~~898~~741		5,~~845~~898
Total liabilities and stockholders' equity	$	1112,~~846~~727	$	1011,~~763~~846

The accompanying notes are an integral part of these consolidated financial statements.

6266

AGILENT TECHNOLOGIES, INC.

CONSOLIDATED ~~STATEMENT~~STATEMENTS OF CASH FLOWS

	Years Ended October 31,
	2024		2023		2022
	2025		2024		2023
	(in millions)
Cash flows from operating activities:
Net income	$	1,~~289~~303	$	1,~~240~~289	$	1,~~254~~240
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	~~257~~288		~~271~~257		~~317~~271
Share-based compensation	~~129~~128		~~111~~129		~~125~~111
Deferred taxes expense (benefit)	(64130)		(5664)		8(56)
Excess and obsolete inventory related charges	45		4045		2440
Net (gain) loss on equity securities	~~(6)~~36		41(6)		6741
Asset impairment charges	1915		~~277~~19		—277
Change in fair value of contingent consideration	—		1—		~~(25)~~1
Loss on extinguishment of debt	—		—		9
Net gain on divestiture of business	—		—		(43)
Net gain on divestiture of business	—		(43)		—
Other non-cash (income) expense, net	5		(1)		6
Other non-cash (income) expense, net	(1)		6		11
Changes in assets and liabilities:
Accounts receivable, net	7(149)		~~132~~7		~~(321)~~132
Inventory	34(97)		~~(33)~~34		(~~248~~33)
Accounts payable	~~103~~16		~~(171)~~103		~~121~~(171)
Employee compensation and benefits	~~(12)~~69		(9112)		(2291)
Other assets and liabilities	~~(49)~~30		47(49)		~~(8)~~47
Net cash provided by operating activities	1,~~751~~559		1,~~772~~751		1,~~312~~772
Cash flows from investing activities:
Payments to acquire property, plant and equipment	(~~378~~407)		(~~298~~378)		(~~291~~298)
Proceeds from the sale of equity securities	—8		5—		225
Payments to acquire equity securities	~~(5)~~—		(85)		(138)
Proceeds from convertible note	—2		4—		—4
Payment in exchange for convertible note	(131)		(1213)		(412)
Proceeds from divestiture of business	—		50—		—50
Payments to acquire businesses and intangible assets, net of cash acquired	~~(862)~~4		(51862)		(5251)
Net cash used in investing activities	(~~1,258~~394)		(~~310~~1,258)		(~~338~~310)
Cash flows from financing activities:
Proceeds from the issuance of common stock under employee stock plans	7772		6777		5867
Payment of taxes related to net share settlement of equity awards	(3029)		(5430)		(6754)
Payments for repurchase of common stock	(~~1,150~~425)		(~~575~~1,150)		(~~1,139~~575)
Payment of excise taxes related to repurchases of common stock	(310)		—(3)		—
Payment of dividends	(~~274~~282)		(~~265~~274)		(~~250~~265)
Proceeds from issuance of long-term debt	~~1,197~~4		—1,197		~~600~~—
Repayment of long-term debt	(~~600~~3)		—(600)		~~(609)~~—
Payments of debt issuance costs	~~(9)~~—		—(9)		—
Net proceeds from (repayments of) short term debt	40(42)		~~(35)~~40		(35)
Payment for contingent consideration	—		~~(68)~~—		—(68)
Net cash used in financing activities	(~~752~~715)		(~~930~~752)		(~~1,372~~930)
Effect of exchange rate movements	~~(2)~~9		5(2)		~~(36)~~5
Net increase (decrease) in cash, cash equivalents and restricted cash

Filing Compare · AGILENT TECHNOLOGIES, INC.