ILMNIllumina, Inc.
- Headquarters
- San Diego, CA
- CEO
- Jacob Thaysen
- Next results
- around Jan 12, 2027
7 paragraphs in Risk Factors of the 10-K filed Feb 12, 2026 with nothing like them in the 10-K filed Feb 12, 2025. Quoted exactly. Paragraphs that were only edited are under 10-K change.
Compared with the Risk Factors in the latest 10-K of the other 59 Health care companies: a paragraph with at least half its words the same at another company is called similar, and the companies are listed under it. A paragraph most of them have is marked boilerplate. No line means no other company has one like it. This counts text; it does not say how serious a risk is.
In addition, a reduction or delay in research and development budgets and government funding may adversely affect our business. Many of our customers’, and a portion of our own, research and development and other activities have been funded, or may be funded in the future, by government grants, including from the U.S. National Institutes of Health, or NIH. Any reduction, delay, or elimination of government funding, or failure to comply with grant requirements, could materially and adversely affect our or our customers’ research programs, product development, manufacturing operations and financial condition.
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A portion of our revenue is increasingly derived from a small number of large, centralized laboratory customers. If these customers continue to represent a growing share of our total sales, the loss of, or reduction in purchases by, any one of these key customers could materially and adversely affect our business, financial condition, and results of operations. Increased customer concentration may result in greater pricing pressure, reduced negotiating leverage, and increased exposure to credit risk. As a result, our operating results could therefore fluctuate more significantly from period to period in the future, depending on the purchasing patterns of these large customers.
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Changes in tariffs, trade restrictions, and customs or export/import regulations have impacted, and we expect will continue to impact, our business by increasing costs and administrative burdens, disrupting cross-border flows, and affecting customer demand.
We operate a diversified, global supply chain. Recent tariff measures and related policy actions have already resulted in higher input costs and longer lead times, and we expect continued volatility in tariff rates, sector-specific duties, and licensing or other trade requirements in the U.S. and key international markets (including China) that may further raise costs, constrain pricing, reduce demand, or cause inventory imbalances. While we pursue mitigation efforts, these actions may not be successful, timely, or economically feasible, and our ability to pass cost increases to customers may be limited, any of which could adversely affect our business, cash flows, financial condition, and results of operations.
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In addition, from time to time, we develop and implement product updates, including significant hardware or software updates to in-service products, such as our NovaSeq X sequencing platform. Such product updates may materially impact how such products operate. Therefore, if we are unable to implement such updates on a cost-effective and timely basis, or if such updates are not successful technologically or operationally for our customers, our business and reputation could be adversely affected, and our financial results could suffer.
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In addition, we market certain products “For Research Use Only. Not for use in diagnostic procedures,” or RUO. Although some decentralized clinical laboratories may independently choose to incorporate RUO components into laboratory‑developed tests (LDTs) under applicable frameworks, our RUO labeling and policies prohibit promoting clinical use. Nevertheless, regulators could interpret our interactions with such labs—including sales practices, training, technical support, collateral, or performance data sharing—as evidence of diagnostic intended use or off‑label promotion, exposing us to inspections, warning letters, civil or criminal penalties, injunctions, product seizures, mandatory recalls, or requirements to obtain clearances/approvals or to re‑label products. Outside the U.S., under the EU IVDR, a lab that uses RUO products for patient testing can be deemed the manufacturer of the test, which increases scrutiny of our role and could result in parallel regulatory or reputational risk. Even with robust compliance training and operating procedures, government investigations (including qui tam actions), customer audits, loss of key customers, and delays in product availability could arise, which could have material adverse effects on our business, financial condition, results of operations, and reputation.
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In addition, from time to time, we undertake significant changes to our enterprise applications, including enterprise resource planning and adjacent systems. If these projects are delayed, exceed cost estimates, or do not perform as intended, we could experience operational disruptions (for example, in order processing, manufacturing, fulfillment, or financial reporting) and incremental costs, any of which could adversely affect our business, results of operations, or financial condition.
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New in the latest 10-Q
13 paragraphs in the 10-Q filed Oct 30, 2026 with nothing like them in the 10-Q filed Jul 31, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.
10-Q
• changes in the regulatory landscape and our ability to obtain regulatory clearance for our products from government agencies;
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Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28,
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Three Months Ended Nine Months Ended September 27, September 28, September 27, September 28,
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In February 2026, the U.S. Supreme Court held that the International Emergency Economic Powers Act (IEEPA) does not authorize the imposition of tariffs. In March 2026, the U.S. Court of International Trade ordered U.S. Customs and Border Protection (CBP) to process refunds of IEEPA tariffs. We evaluate recoveries of IEEPA tariffs in accordance with applicable loss recovery guidance and recognize recoveries when the refund is probable. During Q3 2026 and YTD 2026, we recognized a benefit of $ 79 million as a reduction to cost of revenue for expected refunds. As of September 27, 2026, we had received $ 32 million in IEEPA tariff refunds and recorded a receivable of $ 47 million within prepaid expenses and other current assets. We expect to refund a portion of the tariff refunds received to customers. As of September 27, 2026, we recorded a liability of $ 37 million in accrued liabilities for estimated refunds to be credited to customers and recognized a corresponding reduction to revenue in both Q3 2026 and YTD 2026. Interest associated with tariff refunds is recognized in interest income when received or realizable and was immaterial for both Q3 2026 and YTD 2026.
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Revenue for Q3 2026 and YTD 2026 includes a reduction of $ 37 million for tariff-related customer refunds, of which $ 35 million is included in sequencing revenue with the remainder in microarray revenue. Within sequencing revenue, $ 28 million is in consumables, $ 4 million in instruments, and the remainder in service and other revenue.
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In Q2 2026, we paid $ 25 million for the milestone payment earned for the 2025 performance period. In Q3 2026, we paid $ 30 million to buy out early both the 2026 Milestone and Royalty Contingent Consideration obligations. See note 2. Acquisitions, Intangible Assets and Goodwill for details of these arrangements. Prior to the buyout, we remeasured the contingent consideration to fair value using the contractual buyout amount. No obligations remained outstanding under the Milestone or Royalty Contingent Consideration arrangements as of September 27, 2026.
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2026 2025 Principal amount of 2026 Term Notes outstanding $ — $ 500 ────────────────────────────────────────────────────────────────────────────────────────────────────────────── Principal amount of 2027 Term Notes outstanding 500 500 Principal amount of 2029 Term Notes outstanding 300 — Principal amount of 2030 Term Notes outstanding 500 500 Principal amount of 2031 Term Notes outstanding 500 500 Unamortized discounts and debt issuance costs (11) (11) Net carrying amount of term debt 1,789 1,989 Less: current portion — 499 Term debt, non-current $ 1,789 $ 1,490 Fair value of term debt outstanding (Level 2) $ 1,718 $ 1,977
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On October 8, 2026, we established a commercial paper program under which we may issue unsecured, short-term commercial paper notes in an aggregate principal amount not to exceed $ 1 billion with maturities of up to 397 days (the Commercial Paper Program). Proceeds from issuances may be used for general corporate purposes. We plan to use the Revolving Credit Facility as a liquidity backstop for borrowings under the Commercial Paper Program.
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We recognize recoveries of IEEPA tariffs when the refund is probable in accordance with loss recovery guidance. During YTD 2026, we recognized a benefit of $79 million as a reduction to cost of revenue for expected tariff recoveries. As of September 27, 2026, we had received $32 million in IEEPA tariff refunds and recorded a receivable of $47 million in prepaid expenses and other current assets. We expect to refund a portion of the tariff refunds received to customers. As of September 27, 2026, we recorded a liability of $37 million in accrued liabilities for estimated refunds to be credited to customers and recognized a corresponding reduction to revenue in YTD 2026.
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Instruments revenue decreased in Q3 2026 primarily due to a $4 million reduction for tariff refunds to be credited to customers. Excluding this impact, instruments revenue remained relatively flat in Q3 2026. Instruments revenue increased in YTD 2026 primarily driven by higher NovaSeq X and MiSeq i100 shipments, partially offset by a decrease in mid-throughput instruments and the impact of customer tariff refunds.
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Gross margin increased in Q3 2026 primarily due to a net benefit of $42 million related to IEEPA tariff refunds (consisting of a $79 million reduction to cost of revenue for expected recoveries, offset by $37 million to be refunded to customers). Excluding this net benefit, gross margin in Q3 2026 was relatively flat.
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On October 8, 2026, we established a Commercial Paper Program under which we may issue unsecured, short-term commercial paper notes in an aggregate principal amount not to exceed $1 billion with maturities of up to 397 days. Proceeds from issuances under the program may be used for general corporate purposes. We plan to use the Revolving Credit Facility as a liquidity backstop for borrowings under the Commercial Paper Program.
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• On August 14, 2026, Scott Davies, our former Chief Legal Officer, terminated a trading arrangement he had previously adopted with respect to the sale of securities of the Company’s common stock (a “Rule 10b5-1 Trading Arrangement”) in connection with his departure from the Company. Mr. Davies’ Rule 10b5-1 Trading Arrangement was adopted on November 21, 2025, had a termination date of December 28, 2026, and provided for the sale of up to 4,251 shares of common stock pursuant to the terms of the plan.
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The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Oct 30, 2026 against Item 1A of the 10-K filed Feb 12, 2026.
A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed.
Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed,
Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal
(cut words struck through, new words highlighted and underlined).
Text on the page, not a score; each links to the filing at sec.gov.
This 10-Q has no Item 1A (Risk Factors) text of its own, so there is nothing to compare. Many companies leave it out when their risks have not changed.
Work on ILMN in a spreadsheet:
Excel workbook (a sheet per section, ten years by column, charts, links to the filings) ·
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