PEverpure
Everpure, formerly known as Pure Storage, is a global technology company providing an integrated storage and data management platform. 10-K, Item 1
- Employees
- 6,400
- Headquarters
- Santa Clara, CA
- CEO
- Charles H. Giancarlo
- Next results
- around Dec 1, 2026
5 paragraphs in Risk Factors of the 10-K filed Mar 25, 2026 with nothing like them in the 10-K filed Mar 27, 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 74 Technology 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.
Managing the supply of our products and underlying components is complex and has become increasingly difficult, in part, due to component quality, component scarcity, increased global demand, and inflationary pressure. Our supply chain has been, and may continue to be adversely impacted by component cost increases in our supply chain. In response to these cost increases, we raised our prices during the first quarter of fiscal year 2027, which may result in reduced sales or the loss of customers, and adversely impact our business and results of operations. We enter into agreements with our suppliers to provide components at specified prices, volume, and timing. Our suppliers have in the past, and may in the future, seek to renegotiate terms of our supply agreements. Furthermore, in the current environment of increased global demand and component scarcity, suppliers may lack the capacity to allocate the necessary volume of components to meet our manufacturing requirements. If our suppliers fail to perform their obligations or if they are unable or refuse to provide components to us at the specified prices, volumes, or at the times that we have agreed upon, or if they are simply unable to allocate the volume of components that we need, we may be unable to secure alternate supply on commercially reasonable terms or within our required timeframes. As a result, we could face component shortages, higher component costs, manufacturing disruptions, longer customer lead times and delays in shipping our products, or lost sales opportunities altogether. Such a disruption could cause us to miss revenue opportunities, damage our relationships with customers and partners, and negatively impact our reputation. A significant or sustained supply chain failure of this nature could adversely affect our business, financial condition, product margins, results of operations, and prospects.
In addition, to scale our supply chain, we must manage our supply and inventory effectively, including ensuring a sufficient supply of flash to support our hyperscaler customer. If our hyperscale customer reduces its demand for our flash storage solutions, we may be obligated to fulfill component purchase commitments. If we are unable to effectively manage our supply and inventory, including the supply of flash necessary to fulfill potential hyperscaler demand, our results of operations could be adversely affected.
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During fiscal 2026, the cost of our components increased significantly, and we anticipate continued component pricing volatility throughout fiscal 2027. Elevated global demand for the components used in our products has made future cost fluctuations highly unpredictable. We maintain supply agreements with our component suppliers that help mitigate, but do not eliminate, significant component cost volatility. While we implemented product price increases during the first quarter of fiscal 2027 to help offset these rising expenses, ongoing component cost volatility has placed, and may continue to place, downward pressure on our gross margins.
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On July 4, 2025, the One Big Beautiful Bill Act (OBBBA) was enacted in the United States; while certain provisions reduced our current tax expense, future interpretations or changes in guidance could materially affect our cash tax obligations, deferred tax positions, and effective tax rate over time.
Many countries around the world are beginning to implement legislation and other guidance to align their international tax rules with the Organization for Economic Co-operation and Development (OECD)’s Base Erosion and Profit Shifting (BEPS) recommendations and related action plans that aim to standardize and modernize global corporate tax policy, including changes to cross-border tax, transfer-pricing documentation rules and nexus-based tax incentive practices. As part of these broader BEPS initiatives, many jurisdictions are now implementing the OECD’s Pillar Two global minimum tax framework, which introduces a 15% minimum effective tax rate for large multinational groups. Certain countries in which we operate have enacted legislation adopting Pillar Two, and additional jurisdictions continue to issue guidance or consider implementing similar rules. In January 2026, the OECD released a “side‑by‑side” administrative package introducing new safe harbors and potential relief for certain U.S.-parented multinational groups. While the impact of Pillar Two has not been material to date, differences in jurisdictional implementation, the expiration of transition relief, or changes in our global tax profile could increase our effective tax rate, cash tax payments, or compliance costs in future periods. We continue to monitor developments across the jurisdictions in which we operate.
Similar paragraph at 1 of 74 other Technology companies: NTAPRead in the 10-K ↗
New in the latest 10-Q
16 paragraphs in the 10-Q filed Sep 4, 2026 with nothing like them in the 10-Q filed Jun 5, 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.
Financial statements and notes
We allocate the purchase price to the assets acquired and liabilities assumed based on their estimated fair values. The excess of the purchase price over the fair values of the assets acquired and liabilities assumed is recorded as goodwill. During the measurement period, which may be up to one year from the acquisition date, we may record adjustments to the estimated fair value of the assets acquired and liabilities assumed, with the corresponding offset to goodwill. The results of operations of an acquired business is included in our condensed consolidated financial statements from the date of acquisition. Acquisition-related expenses are expensed as incurred.
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The preliminary purchase price allocation based on the estimated fair values of the assets acquired and liabilities assumed as of the acquisition date, primarily includes $ 19.5 million of intangible assets and $ 101.2 million of goodwill.
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The following table sets forth the components of identifiable intangible assets acquired and their useful lives by major class of intangible assets as of the acquisition date (in thousands):
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(1) In-progress research and development will be amortized over the estimated useful life once developments are complete.
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(2) Customer contract backlog represents the value of signed contracts for which services have not yet been performed or billed.
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To derive the fair value of acquired intangible assets, we applied the excess earnings method for customer relationships and customer contract backlog, and the relief-from-royalty method for developed technology and in-progress research and development. Goodwill generated from this acquisition is primarily attributable to the expected post-acquisition synergies from combining 1touch's data intelligence, orchestration, and data security posture management capabilities with our unified data platform. These synergies primarily relate to data discovery, classification, and governance across on-premises, cloud, and software-as-a-service environments, and to preparing data for use in artificial intelligence applications.
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The preliminary purchase price allocation includes the related impact to deferred tax asset and deferred tax liability that are subject to change upon finalizing its valuation analysis. This analysis is expected to be finalized within the measurement period not to exceed one year from the date of acquisition. Management expects that goodwill and identifiable intangible assets will be deductible for tax purposes.
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The financial results of 1touch have been included in our consolidated statements of operations since the acquisition date and are not material. Pro forma results of operations have not been presented because the acquisition was not material to our results of operations.
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(1) Primarily consists of receivables from our contract manufacturers for component purchases made and sold to our contract manufacturers and tax-related receivables.
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During the second quarter of fiscal 2027, certain conditions of one of our long-term supply arrangements were met, triggering the commitment to acquire approximately $ 1.1 billion of component supply through calendar year 2027. Under these agreements, purchases can be made by either us or our approved contract manufacturers to fulfill the overall commitment. We would be obligated to purchase amounts to fulfill the commitment if they are not purchased by our contract manufacturers. At this time, we expect our contract manufacturers will purchase substantially all of this committed volume in the ordinary course of business.
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Performance-based Restricted Stock Units (PRSUs) and Long Term Incentive Performance Awards (LTP Awards)
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• We announced a design win with a second top-five hyperscaler, leveraging our advanced DirectFlash® architecture to drastically lower operational costs and reclaim vital power and rack space for hyperscale workloads.
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• During //Accelerate 2026, we unveiled the Data-Primacy Architecture - Everpure Data Intelligence for automated data discovery and governance.
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The decrease in provision (benefit) for income taxes during the second quarter and first two quarters of fiscal 2027 when compared to the second quarter and first two quarters of fiscal 2026 was primarily driven by a lower estimated annual effective tax rate and discrete tax benefits recognized in the respective periods, including certain tax benefits associated with the acquisition of 1touch.
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Risk Factors
To support component procurement for our hyperscale customers who purchase products from our contract manufacturers, we have in some cases entered into agreements with component suppliers under which the supplier commits to sell a specified volume of components directly to contract manufacturers. Under these supply agreements, if the contract manufacturer does not purchase the full volume the supplier has committed to sell, we are obligated to purchase the unfulfilled portion. Because purchases by contract manufacturers under these arrangements are driven in part by contracted demand from their hyperscale customers, a reduction in such demand or an event of default from contracted commitments from their hyperscale customers could obligate us to purchase components that otherwise would have been purchased by the contract manufacturer. As a result, we could experience excess component supply, increased inventory levels, and additional costs. In such circumstances, we may reduce our prices and write down or write off excess or obsolete inventory, which in turn could result in lower gross margins. The price at which we may be required to purchase components under these arrangements is fixed, or is set within a pre-agreed range, for an extended period in advance of the applicable purchase and does not adjust based on then-current market conditions. Because the volume of our purchase commitments under these arrangements can be substantial, if the market price for the applicable components declines significantly below our committed price before or during the period in which we are required to purchase, we could be obligated to purchase a large volume of components at prices that are significantly above prevailing market prices, which could adversely affect our gross margins, results of operations and cash flows.
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Other information
On July 7, 2026, Mallun Yen, a member of our Board of Directors, adopted a Rule 10b5-1 trading plan that is intended to satisfy the affirmative defense of Rule 10b5-1(C). The plan provides for the sale of up to 11,942 shares of our common stock until the earlier of December 31, 2026, or when all shares under Ms. Yen's plans are sold.
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The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Sep 4, 2026 against Item 1A of the 10-K filed Mar 25, 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.
The first 15 of 22 are shown (at most 12 of each type).
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