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þ
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Annual Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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o
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Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Delaware
(State of incorporation)
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77-0034661
(IRS Employer Identification No.)
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Title of Each Class
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Name of Exchange on Which Registered
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Common Stock, $0.01 par value
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NASDAQ Global Select Market
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Large accelerated filer
þ
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Accelerated filer
o
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Non-accelerated filer
o
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Smaller reporting company
o
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(Do not check if a smaller reporting company)
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•
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Improving financial strength – Helping consumers make and save money and small businesses to grow and profit.
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•
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Increasing productivity – Turning drudgery into time for what matters most.
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•
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Maintaining compliance – Helping customers comply with regulations.
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•
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Building confidence – Sharing the wisdom and experience of others.
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•
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To be the operating system behind small business success.
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•
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To do the nations’ taxes in the United States and Canada.
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•
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Focus on the product – we call it “Delivering awesome product experiences.”
As computers have moved to the palm of our hands in the form of tablets and smart phones, so have our products and services. Our TurboTax solutions, for example, let customers prepare and file their entire tax returns online via tablet, mobile phone, or computer. A key factor in growing our customer base is to deliver an amazing first-use experience so our customers can get the value they expect from our offerings as quickly and easily as possible.
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•
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Creating network effect platforms – we call it “Enabling the contributions of others.”
We expect to solve our customers’ problems faster and more efficiently by moving to more open platforms with application programming interfaces that integrate the contributions of end users and third-party developers. One example of this is our QuickBooks Online Ecosystem, where small businesses and accountants around the world can install apps created by third-party developers to create an experience that is personalized and configured for their specific needs.
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•
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Leveraging our data for our customers’ benefit – we call it “Using data to create delight.”
Our customers generate valuable data that we seek to use appropriately to deliver better products and breakthrough benefits by eliminating the need to enter data, helping them make better decisions, and improving transactions and interactions.
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Fiscal 2016
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Fiscal 2015
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Fiscal 2014
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Small Business
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49
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%
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50
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%
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51
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%
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Consumer Tax
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42
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%
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43
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%
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39
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%
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ProConnect
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9
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%
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7
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%
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10
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%
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•
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QuickBooks Basic Payroll, which provides payroll tax tables, direct deposit of employee paychecks, and payroll reports;
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•
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QuickBooks Enhanced Payroll, which provides payroll tax tables, direct deposit of employee paychecks, payroll reports, federal and state payroll tax forms, and eFile & Pay for federal and state payroll taxes; and
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•
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QuickBooks Enhanced Payroll for Accountants, which has several accountant-specific features in addition to the features in QuickBooks Enhanced Payroll.
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•
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our expectations and beliefs regarding future conduct and growth of the business;
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•
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our beliefs and expectations regarding seasonality, competition and other trends that affect our business;
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•
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our expectation that we will solve problems faster and more efficiently for our growing base of customers by moving to more open platforms with application programming interfaces that enable the contributions of end users and third-party developers;
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•
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our expectation that we will continue to invest significant resources in our product development, marketing and sales capabilities;
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our expectation that we will continue to invest significant management attention and resources in our information technology infrastructure and in our privacy and security capabilities;
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•
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our expectation that we will work with the broader industry and government to protect our customers from fraud;
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•
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our expectation that we will be able to protect our customers’ data and prevent third parties from using stolen customer information to perpetrate fraud in our tax and other offerings;
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•
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our expectation that we will generate significant cash from operations;
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•
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our expectation that connected services revenue as a percentage of our total revenue will continue to grow;
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•
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our expectations regarding the development of future products, services, business models and technology platforms and our research and development efforts;
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•
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our assumptions underlying critical accounting policies and estimates, including our estimates regarding product rebate and return reserves; the collectability of accounts receivable; stock volatility and other assumptions used to estimate the fair value of share-based compensation; the fair value of goodwill; and expected future amortization of acquired intangible assets;
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•
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our intention not to sell our investments and our belief that it is more likely than not that we will not be required to sell them before recovery at par;
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•
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our belief that the investments we hold are not other-than-temporarily impaired;
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•
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our belief that we take prudent measures to mitigate investment related risks;
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•
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our belief that our exposure to currency exchange fluctuation risk will not be significant in the future;
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•
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our assessments and estimates that determine our effective tax rate;
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•
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our belief that our income tax valuation allowance is sufficient;
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•
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our belief that it is not reasonably possible that there will be a significant increase or decrease in our unrecognized tax benefits over the next 12 months;
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•
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our intent to permanently reinvest a significant portion of our earnings from foreign operations, and our belief that we will not need funds generated from foreign operations to fund our domestic operations;
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•
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our belief that our cash and cash equivalents, investments and cash generated from operations will be sufficient to meet our seasonal working capital needs, capital expenditure requirements, contractual obligations, debt service requirements and other liquidity requirements associated with our operations for at least the next 12 months;
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•
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our expectation that we will return excess cash generated by operations to our stockholders through repurchases of our common stock and the payment of cash dividends;
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•
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our assessments and beliefs regarding the future outcome of pending legal proceedings and inquiries by regulatory authorities, the liability, if any, that Intuit may incur as a result of those proceedings and inquiries, and the impact of any potential losses associated with such proceedings or inquiries on our financial statements.
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•
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different or more restrictive privacy, data protection, data localization, and other laws that could require us to make changes to our products, services and operations, such as mandating that certain types of data collected in a particular country be stored and/or processed within that country;
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•
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difficulties in developing, staffing, and simultaneously managing a large number of varying foreign operations as a result of distance, language, and cultural differences;
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•
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stringent local labor laws and regulations;
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•
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credit risk and higher levels of payment fraud;
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•
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profit repatriation restrictions, and foreign currency exchange restrictions;
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•
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geopolitical events, including natural disasters, acts of war and terrorism;
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•
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import or export regulations;
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•
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compliance with U.S. laws such as the Foreign Corrupt Practices Act, and local laws prohibiting corrupt payments to government officials;
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•
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antitrust and competition regulations;
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•
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potentially adverse tax developments;
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•
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economic uncertainties relating to European sovereign and other debt;
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•
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trade barriers and changes in trade regulations;
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•
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political or social unrest, economic instability, repression, or human rights issues; and
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•
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risks related to other government regulation or required compliance with local laws.
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•
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inability to successfully integrate the acquired technology, data assets and operations into our business and maintain uniform standards, controls, policies, and procedures;
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•
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inability to realize synergies expected to result from an acquisition;
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•
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disruption of our ongoing business and distraction of management;
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•
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challenges retaining the key employees, customers, resellers and other business partners of the acquired operation;
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•
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the internal control environment of an acquired entity may not be consistent with our standards and may require significant time and resources to improve;
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•
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unidentified issues not discovered in our due diligence process, including product or service quality issues, intellectual property issues and legal contingencies;
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failure to successfully further develop an acquired business or technology and any resulting impairment of amounts currently capitalized as intangible assets;
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in the case of foreign acquisitions and investments, the impact of particular economic, tax, currency, political, legal and regulatory risks associated with specific countries.
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•
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inability to find potential buyers on favorable terms;
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•
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failure to effectively transfer liabilities, contracts, facilities and employees to buyers;
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•
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requirements that we retain or indemnify buyers against certain liabilities and obligations;
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•
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the possibility that we will become subject to third-party claims arising out of such divestiture;
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•
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challenges in identifying and separating the intellectual properties and data to be divested from the intellectual properties and data that we wish to retain;
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•
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inability to reduce fixed costs previously associated with the divested assets or business;
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•
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challenges in collecting the proceeds from any divestiture;
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•
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disruption of our ongoing business and distraction of management;
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•
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loss of key employees who leave the Company as a result of a divestiture
;
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•
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if customers or partners of the divested business do not receive the same level of service from the new owners, our other businesses may be adversely affected, to the extent that these customers or partners also purchase other products offered by us or otherwise conduct business with our retained business.
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•
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increasing our vulnerability to downturns in our business, to competitive pressures and to adverse economic and industry conditions;
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•
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requiring the dedication of a portion of our expected cash from operations to service our indebtedness, thereby reducing the amount of expected cash flow available for other purposes, including capital expenditures and acquisitions; and
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•
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limiting our flexibility in planning for, or reacting to, changes in our businesses and our industries.
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Location
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Purpose
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Approximate
Square
Feet
|
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Principal
Lease
Expiration
Dates
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Mountain View, California
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Corporate headquarters and principal offices for Small Business segment
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711,000
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2024 - 2026
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San Diego, California
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Principal offices for Consumer Tax segment
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466,000
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Owned
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Bangalore, India
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Principal offices for Intuit India
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359,000
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2016 - 2022
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Quincy, Washington
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Primary data center
|
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240,000
|
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Owned
|
Menlo Park, California
|
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Subleased office space
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|
210,000
|
|
2025
|
San Francisco, California
|
|
General office space
|
|
202,000
|
|
2025
|
Woodland Hills, California
|
|
Principal offices for Small Business payment solutions business
|
|
168,000
|
|
2018
|
Plano, Texas
|
|
Principal offices for ProConnect segment and data center
|
|
166,000
|
|
2026
|
|
High
|
|
Low
|
Fiscal year ended July 31, 2015
|
|
|
|
First quarter
|
$88.84
|
|
$77.96
|
Second quarter
|
95.84
|
|
84.75
|
Third quarter
|
102.17
|
|
85.77
|
Fourth quarter
|
109.21
|
|
99.02
|
|
|
|
|
Fiscal year ended July 31, 2016
|
|
|
|
First quarter
|
$107.75
|
|
$79.63
|
Second quarter
|
108.00
|
|
88.66
|
Third quarter
|
105.32
|
|
88.17
|
Fourth quarter
|
116.97
|
|
99.25
|
Period
|
|
Total Number
of Shares
Purchased
|
|
Average
Price Paid
per Share
|
|
Total Number
of Shares
Purchased
as Part of
Publicly
Announced
Plans
|
|
Approximate
Dollar Value
of Shares
That May Yet
Be Purchased
Under
the Plans
|
||||
|
|
|
|
|
|
|
|
|
||||
May 1, 2016 through May 31, 2016
|
|
731,282
|
|
|
$102.35
|
|
731,282
|
|
|
|
$360,162,917
|
|
June 1, 2016 through June 30, 2016
|
|
—
|
|
|
$—
|
|
—
|
|
|
|
$360,162,917
|
|
July 1, 2016 through July 31, 2016
|
|
—
|
|
|
$—
|
|
—
|
|
|
|
$360,162,917
|
|
Total
|
|
731,282
|
|
|
$102.35
|
|
731,282
|
|
|
|
|
July 31, 2011
|
|
July 31, 2012
|
|
July 31, 2013
|
|
July 31, 2014
|
|
July 31, 2015
|
|
July 31, 2016
|
||||||||||||
Intuit Inc.
|
$
|
100.00
|
|
|
$
|
125.62
|
|
|
$
|
139.91
|
|
|
$
|
181.28
|
|
|
$
|
236.44
|
|
|
$
|
251.09
|
|
S&P 500
|
$
|
100.00
|
|
|
$
|
109.13
|
|
|
$
|
136.41
|
|
|
$
|
159.52
|
|
|
$
|
177.40
|
|
|
$
|
187.36
|
|
Morgan Stanley Technology Index
|
$
|
100.00
|
|
|
$
|
111.45
|
|
|
$
|
118.36
|
|
|
$
|
151.58
|
|
|
$
|
169.91
|
|
|
$
|
190.19
|
|
Consolidated Statement of Operations Data
|
Fiscal
|
||||||||||||||||||
(In millions, except per share amounts)
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Total net revenue
|
$
|
4,694
|
|
|
$
|
4,192
|
|
|
$
|
4,243
|
|
|
$
|
3,946
|
|
|
$
|
3,662
|
|
Total costs and expenses
|
3,452
|
|
|
3,454
|
|
|
2,943
|
|
|
2,738
|
|
|
2,546
|
|
|||||
Operating income from continuing operations
|
1,242
|
|
|
738
|
|
|
1,300
|
|
|
1,208
|
|
|
1,116
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Total share-based compensation expense included in total costs and expenses
|
278
|
|
|
242
|
|
|
186
|
|
|
166
|
|
|
154
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income from continuing operations
|
806
|
|
|
413
|
|
|
853
|
|
|
807
|
|
|
730
|
|
|||||
Net income (loss) from discontinued operations
|
173
|
|
|
(48
|
)
|
|
54
|
|
|
51
|
|
|
62
|
|
|||||
Net income
|
979
|
|
|
365
|
|
|
907
|
|
|
858
|
|
|
792
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income per common share:
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic net income per share from continuing operations
|
$
|
3.08
|
|
|
$
|
1.47
|
|
|
$
|
2.99
|
|
|
$
|
2.72
|
|
|
$
|
2.46
|
|
Basic net income (loss) per share from discontinued operations
|
0.65
|
|
|
(0.17
|
)
|
|
0.19
|
|
|
0.17
|
|
|
0.21
|
|
|||||
Basic net income per share
|
$
|
3.73
|
|
|
$
|
1.30
|
|
|
$
|
3.18
|
|
|
$
|
2.89
|
|
|
$
|
2.67
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Diluted net income per share from continuing operations
|
$
|
3.04
|
|
|
$
|
1.45
|
|
|
$
|
2.94
|
|
|
$
|
2.66
|
|
|
$
|
2.40
|
|
Diluted net income (loss) per share from discontinued operations
|
0.65
|
|
|
(0.17
|
)
|
|
0.18
|
|
|
0.17
|
|
|
0.20
|
|
|||||
Diluted net income per share
|
$
|
3.69
|
|
|
$
|
1.28
|
|
|
$
|
3.12
|
|
|
$
|
2.83
|
|
|
$
|
2.60
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Dividends declared per common share
|
$
|
1.20
|
|
|
$
|
1.00
|
|
|
$
|
0.76
|
|
|
$
|
0.68
|
|
|
$
|
0.60
|
|
Consolidated Balance Sheet Data
|
At July 31,
|
||||||||||||||||||
(In millions)
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash, cash equivalents and investments
|
$
|
1,080
|
|
|
$
|
1,697
|
|
|
$
|
1,914
|
|
|
$
|
1,661
|
|
|
$
|
744
|
|
Long-term investments
|
28
|
|
|
27
|
|
|
31
|
|
|
83
|
|
|
75
|
|
|||||
Working capital (deficit)
|
(637
|
)
|
|
816
|
|
|
1,200
|
|
|
1,116
|
|
|
258
|
|
|||||
Total assets
|
4,250
|
|
|
4,968
|
|
|
5,201
|
|
|
5,486
|
|
|
4,684
|
|
|||||
Short-term debt
|
512
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Long-term debt
|
488
|
|
|
500
|
|
|
499
|
|
|
499
|
|
|
499
|
|
|||||
Other long-term obligations
|
146
|
|
|
172
|
|
|
166
|
|
|
135
|
|
|
135
|
|
|||||
Total stockholders’ equity
|
1,161
|
|
|
2,332
|
|
|
3,078
|
|
|
3,531
|
|
|
2,744
|
|
•
|
Executive Overview that discusses at a high level our operating results and some of the trends that affect our business.
|
•
|
Critical Accounting Policies and Estimates that we believe are important to understanding the assumptions and judgments underlying our financial statements.
|
•
|
Results of Operations that includes a more detailed discussion of our revenue and expenses.
|
•
|
Liquidity and Capital Resources which discusses key aspects of our statements of cash flows, changes in our balance sheets and our financial commitments.
|
•
|
Revenue Recognition
|
•
|
Business Combinations
|
•
|
Goodwill, Acquired Intangible Assets, and Other Long-Lived Assets – Impairment Assessments
|
•
|
Accounting for Share-Based Compensation Plans
|
•
|
Legal Contingencies
|
•
|
Accounting for Income Taxes
– Estimates of Deferred Taxes, Valuation Allowances, and Uncertain Tax Positions
|
(Dollars in millions, except per share amounts)
|
Fiscal
2016
|
|
Fiscal
2015
|
|
Fiscal
2014 |
|
2016-2015
% Change
|
|
2015-2014
% Change
|
||||||||
Total net revenue
|
|
$4,694
|
|
|
|
$4,192
|
|
|
|
$4,243
|
|
|
12
|
%
|
|
(1
|
%)
|
Operating income from continuing operations
|
1,242
|
|
|
738
|
|
|
1,300
|
|
|
68
|
%
|
|
(43
|
%)
|
|||
Net income from continuing operations
|
806
|
|
|
413
|
|
|
853
|
|
|
95
|
%
|
|
(52
|
%)
|
|||
Diluted net income per share from continuing operations
|
|
$3.04
|
|
|
|
$1.45
|
|
|
|
$2.94
|
|
|
110
|
%
|
|
(51
|
%)
|
(Dollars in millions)
|
Fiscal
2016
|
|
Fiscal
2015
|
|
Fiscal
2014
|
|
2016-2015
% Change
|
|
2015-2014
% Change
|
||||||||
Product revenue
|
$
|
709
|
|
|
$
|
709
|
|
|
$
|
851
|
|
|
|
|
|
||
Service and other revenue
|
1,584
|
|
|
1,399
|
|
|
1,307
|
|
|
|
|
|
|||||
Total segment revenue
|
$
|
2,293
|
|
|
$
|
2,108
|
|
|
$
|
2,158
|
|
|
9
|
%
|
|
(2
|
%)
|
% of total revenue
|
49
|
%
|
|
50
|
%
|
|
51
|
%
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||
Segment operating income
|
$
|
874
|
|
|
$
|
696
|
|
|
$
|
852
|
|
|
26
|
%
|
|
(18
|
%)
|
% of related revenue
|
38
|
%
|
|
33
|
%
|
|
39
|
%
|
|
|
|
|
(Dollars in millions)
|
Fiscal
2016 |
|
Fiscal
2015 |
|
Fiscal
2014 |
|
2016-2015
% Change |
|
2015-2014
% Change |
||||||||
Product revenue
|
$
|
226
|
|
|
$
|
212
|
|
|
$
|
246
|
|
|
|
|
|
||
Service and other revenue
|
1,747
|
|
|
1,588
|
|
|
1,417
|
|
|
|
|
|
|||||
Total segment revenue
|
$
|
1,973
|
|
|
$
|
1,800
|
|
|
$
|
1,663
|
|
|
10
|
%
|
|
8
|
%
|
% of total revenue
|
42
|
%
|
|
43
|
%
|
|
39
|
%
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||
Segment operating income
|
$
|
1,287
|
|
|
$
|
1,131
|
|
|
$
|
1,075
|
|
|
14
|
%
|
|
5
|
%
|
% of related revenue
|
65
|
%
|
|
63
|
%
|
|
65
|
%
|
|
|
|
|
(Dollars in millions)
|
Fiscal
2016 |
|
Fiscal
2015 |
|
Fiscal
2014 |
|
2016-2015
% Change |
|
2015-2014
% Change |
||||||||
Product revenue
|
$
|
354
|
|
|
$
|
225
|
|
|
$
|
362
|
|
|
|
|
|
||
Service and other revenue
|
74
|
|
|
59
|
|
|
60
|
|
|
|
|
|
|||||
Total segment revenue
|
$
|
428
|
|
|
$
|
284
|
|
|
$
|
422
|
|
|
51
|
%
|
|
(33
|
%)
|
% of total revenue
|
9
|
%
|
|
7
|
%
|
|
10
|
%
|
|
|
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||
Segment operating income
|
$
|
268
|
|
|
$
|
108
|
|
|
$
|
268
|
|
|
148
|
%
|
|
(60
|
%)
|
% of related revenue
|
62
|
%
|
|
38
|
%
|
|
64
|
%
|
|
|
|
|
(Dollars in millions)
|
Fiscal
2016
|
|
% of
Related
Revenue
|
|
Fiscal
2015 |
|
% of
Related
Revenue
|
|
Fiscal
2014 |
|
% of
Related
Revenue
|
|||||||||
Cost of product revenue
|
$
|
131
|
|
|
10
|
%
|
|
$
|
139
|
|
|
12
|
%
|
|
$
|
137
|
|
|
9
|
%
|
Cost of service and other revenue
|
599
|
|
|
18
|
%
|
|
556
|
|
|
18
|
%
|
|
466
|
|
|
17
|
%
|
|||
Amortization of acquired technology
|
22
|
|
|
n/a
|
|
|
30
|
|
|
n/a
|
|
|
18
|
|
|
n/a
|
|
|||
Total cost of revenue
|
$
|
752
|
|
|
16
|
%
|
|
$
|
725
|
|
|
17
|
%
|
|
$
|
621
|
|
|
15
|
%
|
(Dollars in millions)
|
Fiscal
2016
|
|
% of
Total
Net
Revenue
|
|
Fiscal
2015 |
|
% of
Total
Net
Revenue
|
|
Fiscal
2014 |
|
% of
Total
Net
Revenue
|
|||||||||
Selling and marketing
|
$
|
1,289
|
|
|
28
|
%
|
|
$
|
1,288
|
|
|
31
|
%
|
|
$
|
1,157
|
|
|
28
|
%
|
Research and development
|
881
|
|
|
19
|
%
|
|
798
|
|
|
19
|
%
|
|
714
|
|
|
17
|
%
|
|||
General and administrative
|
518
|
|
|
11
|
%
|
|
483
|
|
|
11
|
%
|
|
444
|
|
|
10
|
%
|
|||
Amortization of other acquired intangible assets
|
12
|
|
|
—
|
%
|
|
12
|
|
|
—
|
%
|
|
7
|
|
|
—
|
%
|
|||
Goodwill and intangible asset impairment charges
|
—
|
|
|
—
|
%
|
|
148
|
|
|
4
|
%
|
|
—
|
|
|
—
|
%
|
|||
Total operating expenses
|
$
|
2,700
|
|
|
58
|
%
|
|
$
|
2,729
|
|
|
65
|
%
|
|
$
|
2,322
|
|
|
55
|
%
|
(In millions)
|
Fiscal 2016
|
|
Fiscal 2015
|
|
Fiscal 2014
|
||||||
Interest income
|
$
|
3
|
|
|
$
|
8
|
|
|
$
|
6
|
|
Net gains (losses) on executive deferred compensation plan assets
|
—
|
|
|
3
|
|
|
6
|
|
|||
Gain on sale of available-for-sale equity security
|
—
|
|
|
—
|
|
|
21
|
|
|||
Other
|
(7
|
)
|
|
(10
|
)
|
|
(2
|
)
|
|||
Total interest and other income (expense), net
|
$
|
(4
|
)
|
|
$
|
1
|
|
|
$
|
31
|
|
(Dollars in millions)
|
July 31,
2016 |
|
July 31,
2015 |
|
$
Change
|
|
%
Change
|
|||||||
Cash, cash equivalents and investments
|
$
|
1,080
|
|
|
$
|
1,697
|
|
|
$
|
(617
|
)
|
|
(36
|
)%
|
Long-term investments
|
28
|
|
|
27
|
|
|
1
|
|
|
4
|
%
|
|||
Short-term debt
|
512
|
|
|
—
|
|
|
512
|
|
|
NM
|
|
|||
Long-term debt
|
488
|
|
|
500
|
|
|
(12
|
)
|
|
(2
|
)%
|
|||
Working capital (deficit)
|
(637
|
)
|
|
816
|
|
|
(1,453
|
)
|
|
NM
|
|
|||
Ratio of current assets to current liabilities
|
0.7 : 1
|
|
|
1.5 : 1
|
|
|
|
|
|
|
Fiscal
|
|
Fiscal
|
|
Fiscal
|
||||||
(Dollars in millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Net cash provided by (used in):
|
|
|
|
|
|
||||||
Operating activities
|
$
|
1,401
|
|
|
$
|
1,504
|
|
|
$
|
1,446
|
|
Investing activities
|
371
|
|
|
(182
|
)
|
|
(49
|
)
|
|||
Financing activities
|
(1,940
|
)
|
|
(1,337
|
)
|
|
(1,551
|
)
|
|||
Effect of exchange rates on cash and cash equivalents
|
(2
|
)
|
|
(26
|
)
|
|
(6
|
)
|
|||
Net decrease in cash and cash equivalents
|
$
|
(170
|
)
|
|
$
|
(41
|
)
|
|
$
|
(160
|
)
|
|
Payments Due by Period
|
||||||||||||||||||
|
Less than
|
|
1-3
|
|
3-5
|
|
More than
|
|
|
||||||||||
(In millions)
|
1 year
|
|
years
|
|
years
|
|
5 years
|
|
Total
|
||||||||||
Amounts due under executive deferred compensation plan
|
$
|
69
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
69
|
|
Senior unsecured notes
|
500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
500
|
|
|||||
Unsecured term loan
|
12
|
|
|
100
|
|
|
388
|
|
|
—
|
|
|
500
|
|
|||||
Interest and fees due on debt
|
39
|
|
|
18
|
|
|
12
|
|
|
—
|
|
|
69
|
|
|||||
License fee payable (1)
|
10
|
|
|
20
|
|
|
—
|
|
|
—
|
|
|
30
|
|
|||||
Operating leases (2)
|
60
|
|
|
108
|
|
|
94
|
|
|
176
|
|
|
438
|
|
|||||
Purchase obligations (3)
|
29
|
|
|
32
|
|
|
—
|
|
|
—
|
|
|
61
|
|
|||||
Total contractual obligations (4)
|
$
|
719
|
|
|
$
|
278
|
|
|
$
|
494
|
|
|
$
|
176
|
|
|
$
|
1,667
|
|
(1)
|
In May 2009 we entered into an agreement to license certain technology for $20 million in cash and $100 million payable over ten fiscal years. See Note 9 to the financial statements in Item 8 of this Annual Report for more information.
|
(2)
|
Includes operating leases for facilities and equipment. Amounts do not include $91 million of future sublease income. We had no significant capital leases at
July 31, 2016
. See Note 9 to the financial statements in Item 8 of this Annual Report for more information.
|
(3)
|
Represents agreements to purchase products and services that are enforceable, legally binding and specify terms, including: fixed or minimum quantities to be purchased; fixed, minimum or variable price provisions; and the approximate timing of the payments.
|
(4)
|
Other long-term obligations on our balance sheet at
July 31, 2016
included non-current income tax liabilities of
$54 million
which related primarily to unrecognized tax benefits. We have not included this amount in the table above because we cannot make a reasonably reliable estimate regarding the timing of settlements with taxing authorities, if any.
|
1.
|
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
|
|
Page
|
|
|
|
|
|
|
|
|
|
|
|
|
2.
|
INDEX TO FINANCIAL STATEMENT SCHEDULES
|
Schedule
|
|
Page
|
|
|
|
|
All other schedules not listed above have been omitted because they are inapplicable or are not required.
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions, except per share amounts)
|
2016
|
|
2015
|
|
2014
|
||||||
Net revenue:
|
|
|
|
|
|
||||||
Product
|
$
|
1,289
|
|
|
$
|
1,146
|
|
|
$
|
1,459
|
|
Service and other
|
3,405
|
|
|
3,046
|
|
|
2,784
|
|
|||
Total net revenue
|
4,694
|
|
|
4,192
|
|
|
4,243
|
|
|||
Costs and expenses:
|
|
|
|
|
|
||||||
Cost of revenue:
|
|
|
|
|
|
||||||
Cost of product revenue
|
131
|
|
|
139
|
|
|
137
|
|
|||
Cost of service and other revenue
|
599
|
|
|
556
|
|
|
466
|
|
|||
Amortization of acquired technology
|
22
|
|
|
30
|
|
|
18
|
|
|||
Selling and marketing
|
1,289
|
|
|
1,288
|
|
|
1,157
|
|
|||
Research and development
|
881
|
|
|
798
|
|
|
714
|
|
|||
General and administrative
|
518
|
|
|
483
|
|
|
444
|
|
|||
Amortization of other acquired intangible assets
|
12
|
|
|
12
|
|
|
7
|
|
|||
Goodwill and intangible asset impairment charges
|
—
|
|
|
148
|
|
|
—
|
|
|||
Total costs and expenses
|
3,452
|
|
|
3,454
|
|
|
2,943
|
|
|||
Operating income from continuing operations
|
1,242
|
|
|
738
|
|
|
1,300
|
|
|||
Interest expense
|
(35
|
)
|
|
(27
|
)
|
|
(31
|
)
|
|||
Interest and other income (expense), net
|
(4
|
)
|
|
1
|
|
|
31
|
|
|||
Income from continuing operations before income taxes
|
1,203
|
|
|
712
|
|
|
1,300
|
|
|||
Income tax provision
|
397
|
|
|
299
|
|
|
447
|
|
|||
Net income from continuing operations
|
806
|
|
|
413
|
|
|
853
|
|
|||
Net income (loss) from discontinued operations
|
173
|
|
|
(48
|
)
|
|
54
|
|
|||
Net income
|
$
|
979
|
|
|
$
|
365
|
|
|
$
|
907
|
|
|
|
|
|
|
|
||||||
Basic net income per share from continuing operations
|
$
|
3.08
|
|
|
$
|
1.47
|
|
|
$
|
2.99
|
|
Basic net income (loss) per share from discontinued operations
|
0.65
|
|
|
(0.17
|
)
|
|
0.19
|
|
|||
Basic net income per share
|
$
|
3.73
|
|
|
$
|
1.30
|
|
|
$
|
3.18
|
|
Shares used in basic per share calculations
|
262
|
|
|
281
|
|
|
285
|
|
|||
|
|
|
|
|
|
||||||
Diluted net income per share from continuing operations
|
$
|
3.04
|
|
|
$
|
1.45
|
|
|
$
|
2.94
|
|
Diluted net income (loss) per share from discontinued operations
|
0.65
|
|
|
(0.17
|
)
|
|
0.18
|
|
|||
Diluted net income per share
|
$
|
3.69
|
|
|
$
|
1.28
|
|
|
$
|
3.12
|
|
Shares used in diluted per share calculations
|
265
|
|
|
286
|
|
|
291
|
|
|||
|
|
|
|
|
|
||||||
Cash dividends declared per common share
|
$
|
1.20
|
|
|
$
|
1.00
|
|
|
$
|
0.76
|
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Net income
|
$
|
979
|
|
|
$
|
365
|
|
|
$
|
907
|
|
Other comprehensive income (loss), net of income taxes:
|
|
|
|
|
|
||||||
Unrealized gains (losses) on available-for-sale debt securities
|
1
|
|
|
(1
|
)
|
|
1
|
|
|||
Unrealized losses on available-for-sale equity security
|
—
|
|
|
—
|
|
|
(5
|
)
|
|||
Realized gain reclassified to net income (1)
|
—
|
|
|
—
|
|
|
(13
|
)
|
|||
Foreign currency translation losses
|
(3
|
)
|
|
(27
|
)
|
|
(5
|
)
|
|||
Total other comprehensive loss, net
|
(2
|
)
|
|
(28
|
)
|
|
(22
|
)
|
|||
Comprehensive income
|
$
|
977
|
|
|
$
|
337
|
|
|
$
|
885
|
|
(1)
|
Includes
$21 million
of realized gain on an available-for-sale equity security reclassified into interest and other income (expense), net on the consolidated statements of operations and
$8 million
of related income taxes.
|
|
July 31,
|
||||||
(Dollars in millions, except par value; shares in thousands)
|
2016
|
|
2015
|
||||
ASSETS
|
|
|
|
||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
638
|
|
|
$
|
808
|
|
Investments
|
442
|
|
|
889
|
|
||
Accounts receivable, net of allowance for doubtful accounts of $51 and $45
|
108
|
|
|
91
|
|
||
Income taxes receivable
|
20
|
|
|
84
|
|
||
Deferred income taxes
|
—
|
|
|
231
|
|
||
Prepaid expenses and other current assets
|
102
|
|
|
94
|
|
||
Current assets of discontinued operations
|
—
|
|
|
26
|
|
||
Current assets before funds held for customers
|
1,310
|
|
|
2,223
|
|
||
Funds held for customers
|
304
|
|
|
337
|
|
||
Total current assets
|
1,614
|
|
|
2,560
|
|
||
Long-term investments
|
28
|
|
|
27
|
|
||
Property and equipment, net
|
1,031
|
|
|
682
|
|
||
Goodwill
|
1,282
|
|
|
1,266
|
|
||
Acquired intangible assets, net
|
44
|
|
|
87
|
|
||
Long-term deferred income taxes
|
139
|
|
|
5
|
|
||
Other assets
|
112
|
|
|
106
|
|
||
Long-term assets of discontinued operations
|
—
|
|
|
235
|
|
||
Total assets
|
$
|
4,250
|
|
|
$
|
4,968
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Current liabilities:
|
|
|
|
||||
Short-term debt
|
$
|
512
|
|
|
$
|
—
|
|
Accounts payable
|
184
|
|
|
190
|
|
||
Accrued compensation and related liabilities
|
289
|
|
|
283
|
|
||
Deferred revenue
|
801
|
|
|
691
|
|
||
Other current liabilities
|
161
|
|
|
150
|
|
||
Current liabilities of discontinued operations
|
—
|
|
|
93
|
|
||
Current liabilities before customer fund deposits
|
1,947
|
|
|
1,407
|
|
||
Customer fund deposits
|
304
|
|
|
337
|
|
||
Total current liabilities
|
2,251
|
|
|
1,744
|
|
||
Long-term debt
|
488
|
|
|
500
|
|
||
Long-term deferred revenue
|
204
|
|
|
152
|
|
||
Other long-term obligations
|
146
|
|
|
172
|
|
||
Long-term obligations of discontinued operations
|
—
|
|
|
68
|
|
||
Total liabilities
|
3,089
|
|
|
2,636
|
|
||
Commitments and contingencies
|
|
|
|
||||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock, $0.01 par value
Authorized - 1,345 shares total; 145 shares designated Series A;
250 shares designated Series B Junior Participating
Issued and outstanding - None
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value
Authorized - 750,000 shares
Outstanding - 257,853 shares at July 31, 2016 and 277,706 shares at July 31, 2015
|
3
|
|
|
3
|
|
||
Additional paid-in capital
|
4,442
|
|
|
4,007
|
|
||
Treasury stock, at cost
|
(9,939
|
)
|
|
(7,675
|
)
|
||
Accumulated other comprehensive loss
|
(32
|
)
|
|
(30
|
)
|
||
Retained earnings
|
6,687
|
|
|
6,027
|
|
||
Total stockholders’ equity
|
1,161
|
|
|
2,332
|
|
||
Total liabilities and stockholders’ equity
|
$
|
4,250
|
|
|
$
|
4,968
|
|
|
Common Stock
|
Additional
Paid-In Capital
|
Treasury Stock
|
Accumulated
Other
Comprehensive Income (Loss)
|
Retained Earnings
|
Total
Stockholders’ Equity
|
||||||||||||||
(Dollars in millions, shares in thousands)
|
Shares
|
Amount
|
||||||||||||||||||
Balance at July 31, 2013
|
299,503
|
|
$
|
3
|
|
$
|
3,198
|
|
$
|
(4,952
|
)
|
$
|
20
|
|
$
|
5,262
|
|
$
|
3,531
|
|
Comprehensive income
|
—
|
|
—
|
|
—
|
|
—
|
|
(22
|
)
|
907
|
|
885
|
|
||||||
Issuance of stock under employee stock plans
|
7,914
|
|
—
|
|
74
|
|
99
|
|
—
|
|
—
|
|
173
|
|
||||||
Stock repurchases under stock repurchase programs
|
(22,467
|
)
|
—
|
|
—
|
|
(1,577
|
)
|
—
|
|
—
|
|
(1,577
|
)
|
||||||
Dividends and dividend rights declared ($0.76 per share)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(220
|
)
|
(220
|
)
|
||||||
Tax benefit from share-based compensation plans
|
—
|
|
—
|
|
82
|
|
—
|
|
—
|
|
—
|
|
82
|
|
||||||
Share-based compensation expense
|
—
|
|
—
|
|
204
|
|
—
|
|
—
|
|
—
|
|
204
|
|
||||||
Balance at July 31, 2014
|
284,950
|
|
3
|
|
3,558
|
|
(6,430
|
)
|
(2
|
)
|
5,949
|
|
3,078
|
|
||||||
Comprehensive income
|
—
|
|
—
|
|
—
|
|
—
|
|
(28
|
)
|
365
|
|
337
|
|
||||||
Issuance of stock under employee stock plans
|
6,565
|
|
—
|
|
107
|
|
—
|
|
—
|
|
—
|
|
107
|
|
||||||
Stock repurchases under stock repurchase programs
|
(13,809
|
)
|
—
|
|
—
|
|
(1,245
|
)
|
—
|
|
—
|
|
(1,245
|
)
|
||||||
Dividends and dividend rights declared ($1.00 per share)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(287
|
)
|
(287
|
)
|
||||||
Tax benefit from share-based compensation plans
|
—
|
|
—
|
|
85
|
|
—
|
|
—
|
|
—
|
|
85
|
|
||||||
Share-based compensation expense
|
—
|
|
—
|
|
257
|
|
—
|
|
—
|
|
—
|
|
257
|
|
||||||
Balance at July 31, 2015
|
277,706
|
|
3
|
|
4,007
|
|
(7,675
|
)
|
(30
|
)
|
6,027
|
|
2,332
|
|
||||||
Comprehensive income
|
—
|
|
—
|
|
—
|
|
—
|
|
(2
|
)
|
979
|
|
977
|
|
||||||
Issuance of stock under employee stock plans
|
4,963
|
|
—
|
|
89
|
|
—
|
|
—
|
|
—
|
|
89
|
|
||||||
Stock repurchases under stock repurchase programs
|
(24,816
|
)
|
—
|
|
—
|
|
(2,264
|
)
|
—
|
|
—
|
|
(2,264
|
)
|
||||||
Dividends and dividend rights declared ($1.20 per share)
|
—
|
|
—
|
|
—
|
|
—
|
|
—
|
|
(319
|
)
|
(319
|
)
|
||||||
Tax benefit from share-based compensation plans
|
—
|
|
—
|
|
59
|
|
—
|
|
—
|
|
—
|
|
59
|
|
||||||
Share-based compensation expense
|
—
|
|
—
|
|
287
|
|
—
|
|
—
|
|
—
|
|
287
|
|
||||||
Balance at July 31, 2016
|
257,853
|
|
$
|
3
|
|
$
|
4,442
|
|
$
|
(9,939
|
)
|
$
|
(32
|
)
|
$
|
6,687
|
|
$
|
1,161
|
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
979
|
|
|
$
|
365
|
|
|
$
|
907
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation
|
195
|
|
|
157
|
|
|
144
|
|
|||
Amortization of acquired intangible assets
|
43
|
|
|
74
|
|
|
53
|
|
|||
Goodwill and intangible asset impairment charges
|
—
|
|
|
297
|
|
|
—
|
|
|||
Share-based compensation expense
|
281
|
|
|
257
|
|
|
204
|
|
|||
Pre-tax gain on sale of discontinued operations (1)
|
(354
|
)
|
|
—
|
|
|
(40
|
)
|
|||
Net realized gain on sale of available-for-sale equity securities
|
—
|
|
|
—
|
|
|
(21
|
)
|
|||
Deferred income taxes
|
70
|
|
|
(100
|
)
|
|
93
|
|
|||
Tax benefit from share-based compensation plans
|
59
|
|
|
85
|
|
|
82
|
|
|||
Excess tax benefit from share-based compensation plans
|
(59
|
)
|
|
(85
|
)
|
|
(82
|
)
|
|||
Other
|
17
|
|
|
4
|
|
|
24
|
|
|||
Total adjustments
|
252
|
|
|
689
|
|
|
457
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Accounts receivable
|
(20
|
)
|
|
24
|
|
|
(5
|
)
|
|||
Income taxes receivable
|
64
|
|
|
(49
|
)
|
|
27
|
|
|||
Prepaid expenses and other assets
|
(10
|
)
|
|
22
|
|
|
(14
|
)
|
|||
Accounts payable
|
(23
|
)
|
|
35
|
|
|
15
|
|
|||
Accrued compensation and related liabilities
|
(11
|
)
|
|
24
|
|
|
43
|
|
|||
Deferred revenue
|
192
|
|
|
398
|
|
|
15
|
|
|||
Other liabilities
|
(22
|
)
|
|
(4
|
)
|
|
1
|
|
|||
Total changes in operating assets and liabilities
|
170
|
|
|
450
|
|
|
82
|
|
|||
Net cash provided by operating activities
|
1,401
|
|
|
1,504
|
|
|
1,446
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Purchases of corporate and customer fund investments
|
(934
|
)
|
|
(939
|
)
|
|
(1,334
|
)
|
|||
Sales of corporate and customer fund investments
|
1,165
|
|
|
620
|
|
|
346
|
|
|||
Maturities of corporate and customer fund investments
|
187
|
|
|
475
|
|
|
567
|
|
|||
Net change in money market funds and other cash equivalents held to satisfy customer fund obligations
|
58
|
|
|
(49
|
)
|
|
(54
|
)
|
|||
Net change in customer fund deposits
|
(33
|
)
|
|
49
|
|
|
54
|
|
|||
Proceeds from the sale of available-for-sale equity securities
|
—
|
|
|
—
|
|
|
26
|
|
|||
Purchases of property and equipment
|
(416
|
)
|
|
(142
|
)
|
|
(104
|
)
|
|||
Capitalization of internal use software
|
(106
|
)
|
|
(119
|
)
|
|
(82
|
)
|
|||
Acquisitions of businesses, net of cash acquired
|
—
|
|
|
(95
|
)
|
|
(471
|
)
|
|||
Proceeds from divestiture of businesses
|
463
|
|
|
—
|
|
|
1,025
|
|
|||
Other
|
(13
|
)
|
|
18
|
|
|
(22
|
)
|
|||
Net cash provided by (used in) investing activities
|
371
|
|
|
(182
|
)
|
|
(49
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Proceeds from borrowings under revolving credit facilities
|
995
|
|
|
—
|
|
|
—
|
|
|||
Repayments on borrowings under revolving credit facilities
|
(995
|
)
|
|
—
|
|
|
—
|
|
|||
Proceeds from long-term debt
|
500
|
|
|
—
|
|
|
—
|
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Net proceeds from issuance of stock under employee stock plans
|
89
|
|
|
107
|
|
|
165
|
|
|||
Cash paid for purchases of treasury stock
|
(2,264
|
)
|
|
(1,245
|
)
|
|
(1,577
|
)
|
|||
Dividends and dividend rights paid
|
(318
|
)
|
|
(283
|
)
|
|
(220
|
)
|
|||
Excess tax benefit from share-based compensation plans
|
59
|
|
|
85
|
|
|
82
|
|
|||
Other
|
(6
|
)
|
|
(1
|
)
|
|
(1
|
)
|
|||
Net cash used in financing activities
|
(1,940
|
)
|
|
(1,337
|
)
|
|
(1,551
|
)
|
|||
Effect of exchange rates on cash and cash equivalents
|
(2
|
)
|
|
(26
|
)
|
|
(6
|
)
|
|||
Net decrease in cash and cash equivalents
|
(170
|
)
|
|
(41
|
)
|
|
(160
|
)
|
|||
Cash and cash equivalents at beginning of period
|
808
|
|
|
849
|
|
|
1,009
|
|
|||
Cash and cash equivalents at end of period
|
$
|
638
|
|
|
$
|
808
|
|
|
$
|
849
|
|
|
|
|
|
|
|
||||||
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
||||||
Interest paid
|
$
|
37
|
|
|
$
|
32
|
|
|
$
|
32
|
|
Income taxes paid
|
$
|
389
|
|
|
$
|
222
|
|
|
$
|
240
|
|
(1)
|
Because the cash flows of our discontinued operations were not material for any period presented, we have not segregated the cash flows of those businesses on these statements of cash flows. We have presented the effect of the pre-tax gains on the disposals on these statements of cash flows. See Note 7,
“Discontinued Operations,”
for more information.
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions, except per share amounts)
|
2016
|
|
2015
|
|
2014
|
||||||
Numerator:
|
|
|
|
|
|
||||||
Net income from continuing operations
|
$
|
806
|
|
|
$
|
413
|
|
|
$
|
853
|
|
Net income (loss) from discontinued operations
|
173
|
|
|
(48
|
)
|
|
54
|
|
|||
Net income
|
$
|
979
|
|
|
$
|
365
|
|
|
$
|
907
|
|
Denominator:
|
|
|
|
|
|
||||||
Shares used in basic per share amounts:
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
262
|
|
|
281
|
|
|
285
|
|
|||
Shares used in diluted per share amounts:
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
262
|
|
|
281
|
|
|
285
|
|
|||
Dilutive common equivalent shares from stock options and restricted stock awards
|
3
|
|
|
5
|
|
|
6
|
|
|||
Dilutive weighted average common shares outstanding
|
265
|
|
|
286
|
|
|
291
|
|
|||
|
|
|
|
|
|
||||||
Basic and diluted net income per share:
|
|
|
|
|
|
||||||
Basic net income per share from continuing operations
|
$
|
3.08
|
|
|
$
|
1.47
|
|
|
$
|
2.99
|
|
Basic net income (loss) per share from discontinued operations
|
0.65
|
|
|
(0.17
|
)
|
|
0.19
|
|
|||
Basic net income per share
|
$
|
3.73
|
|
|
$
|
1.30
|
|
|
$
|
3.18
|
|
Diluted net income per share from continuing operations
|
$
|
3.04
|
|
|
$
|
1.45
|
|
|
$
|
2.94
|
|
Diluted net income (loss) per share from discontinued operations
|
0.65
|
|
|
(0.17
|
)
|
|
0.18
|
|
|||
Diluted net income per share
|
$
|
3.69
|
|
|
$
|
1.28
|
|
|
$
|
3.12
|
|
|
|
|
|
|
|
||||||
Weighted average stock options and restricted stock units excluded from
calculation due to anti-dilutive effect
|
2
|
|
|
2
|
|
|
—
|
|
•
|
Level 1
uses unadjusted quoted prices that are available in active markets for identical assets or liabilities.
|
•
|
Level 2
uses inputs other than quoted prices included in Level 1 that are either directly or indirectly observable through correlation with market data. These include quoted prices in active markets for similar assets or liabilities: quoted prices for identical or similar assets or liabilities in markets that are not active; and inputs to valuation models or other pricing methodologies that do not require significant judgment because the inputs used in the model, such as interest rates and volatility, can be corroborated by readily observable market data for substantially the full term of the assets or liabilities.
|
•
|
Level 3
uses one or more unobservable inputs that are supported by little or no market activity and that are significant to the determination of fair value. Level 3 assets and liabilities include those whose fair values are determined using pricing models, discounted cash flow methodologies or similar valuation techniques and significant management judgment or estimation.
|
|
At July 31, 2016
|
|
At July 31, 2015
|
||||||||||||||||||||||||||||
(In millions)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
Fair Value
|
||||||||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Cash equivalents, primarily money market funds
|
$
|
416
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
416
|
|
|
$
|
695
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
695
|
|
Available-for-sale debt securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Municipal bonds
|
—
|
|
|
186
|
|
|
—
|
|
|
186
|
|
|
—
|
|
|
506
|
|
|
—
|
|
|
506
|
|
||||||||
Municipal auction rate securities
|
—
|
|
|
—
|
|
|
15
|
|
|
15
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|
15
|
|
||||||||
Corporate notes
|
—
|
|
|
420
|
|
|
—
|
|
|
420
|
|
|
—
|
|
|
546
|
|
|
—
|
|
|
546
|
|
||||||||
U.S. agency securities
|
—
|
|
|
36
|
|
|
—
|
|
|
36
|
|
|
—
|
|
|
12
|
|
|
—
|
|
|
12
|
|
||||||||
Total available-for-sale securities
|
—
|
|
|
642
|
|
|
15
|
|
|
657
|
|
|
—
|
|
|
1,064
|
|
|
15
|
|
|
1,079
|
|
||||||||
Total assets measured at fair value on a recurring basis
|
$
|
416
|
|
|
$
|
642
|
|
|
$
|
15
|
|
|
$
|
1,073
|
|
|
$
|
695
|
|
|
$
|
1,064
|
|
|
$
|
15
|
|
|
$
|
1,774
|
|
Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Senior notes (1)
|
$
|
—
|
|
|
$
|
515
|
|
|
$
|
—
|
|
|
$
|
515
|
|
|
$
|
—
|
|
|
$
|
531
|
|
|
$
|
—
|
|
|
$
|
531
|
|
(1)
|
Carrying value on our balance sheets at
July 31, 2016
was
$500
million and at
July 31, 2015
was
$500
million. See Note 8,
“Current Liabilities – Short-Term Debt”
for more information.
|
|
At July 31, 2016
|
|
At July 31, 2015
|
||||||||||||||||||||||||||||
(In millions)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
Fair Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
Fair Value
|
||||||||||||||||
Cash equivalents:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
In cash and cash equivalents
|
$
|
312
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
312
|
|
|
$
|
533
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
533
|
|
In funds held for customers
|
104
|
|
|
—
|
|
|
—
|
|
|
104
|
|
|
162
|
|
|
—
|
|
|
—
|
|
|
162
|
|
||||||||
Total cash and cash equivalents
|
$
|
416
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
416
|
|
|
$
|
695
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
695
|
|
Available-for-sale securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
In investments
|
$
|
—
|
|
|
$
|
442
|
|
|
$
|
—
|
|
|
$
|
442
|
|
|
$
|
—
|
|
|
$
|
889
|
|
|
$
|
—
|
|
|
$
|
889
|
|
In funds held for customers
|
—
|
|
|
200
|
|
|
—
|
|
|
200
|
|
|
—
|
|
|
175
|
|
|
—
|
|
|
175
|
|
||||||||
In long-term investments
|
—
|
|
|
—
|
|
|
15
|
|
|
15
|
|
|
—
|
|
|
—
|
|
|
15
|
|
|
15
|
|
||||||||
Total available-for-sale securities
|
$
|
—
|
|
|
$
|
642
|
|
|
$
|
15
|
|
|
$
|
657
|
|
|
$
|
—
|
|
|
$
|
1,064
|
|
|
$
|
15
|
|
|
$
|
1,079
|
|
|
July 31, 2016
|
|
July 31, 2015
|
||||||||||||
(In millions)
|
Amortized Cost
|
|
Fair Value
|
|
Amortized Cost
|
|
Fair Value
|
||||||||
Classification on balance sheets:
|
|
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
$
|
638
|
|
|
$
|
638
|
|
|
$
|
808
|
|
|
$
|
808
|
|
Investments
|
441
|
|
|
442
|
|
|
890
|
|
|
889
|
|
||||
Funds held for customers
|
304
|
|
|
304
|
|
|
337
|
|
|
337
|
|
||||
Long-term investments
|
28
|
|
|
28
|
|
|
27
|
|
|
27
|
|
||||
Total cash and cash equivalents, investments and funds held for customers
|
$
|
1,411
|
|
|
$
|
1,412
|
|
|
$
|
2,062
|
|
|
$
|
2,061
|
|
|
July 31, 2016
|
|
July 31, 2015
|
||||||||||||
(In millions)
|
Amortized Cost
|
|
Fair Value
|
|
Amortized Cost
|
|
Fair Value
|
||||||||
Type of issue:
|
|
|
|
|
|
|
|
||||||||
Total cash and cash equivalents
|
$
|
742
|
|
|
$
|
742
|
|
|
$
|
970
|
|
|
$
|
970
|
|
Available-for-sale debt securities:
|
|
|
|
|
|
|
|
||||||||
Municipal bonds
|
186
|
|
|
186
|
|
|
507
|
|
|
506
|
|
||||
Municipal auction rate securities
|
15
|
|
|
15
|
|
|
15
|
|
|
15
|
|
||||
Corporate notes
|
419
|
|
|
420
|
|
|
546
|
|
|
546
|
|
||||
U.S. agency securities
|
36
|
|
|
36
|
|
|
12
|
|
|
12
|
|
||||
Total available-for-sale debt securities
|
656
|
|
|
657
|
|
|
1,080
|
|
|
1,079
|
|
||||
Other long-term investments
|
13
|
|
|
13
|
|
|
12
|
|
|
12
|
|
||||
Total cash and cash equivalents, investments and funds held for customers
|
$
|
1,411
|
|
|
$
|
1,412
|
|
|
$
|
2,062
|
|
|
$
|
2,061
|
|
|
July 31, 2016
|
|
July 31, 2015
|
||||||||||||
(In millions)
|
Amortized Cost
|
|
Fair Value
|
|
Amortized Cost
|
|
Fair Value
|
||||||||
Due within one year
|
$
|
285
|
|
|
$
|
285
|
|
|
$
|
434
|
|
|
$
|
435
|
|
Due within two years
|
209
|
|
|
210
|
|
|
443
|
|
|
442
|
|
||||
Due within three years
|
143
|
|
|
143
|
|
|
156
|
|
|
156
|
|
||||
Due after three years
|
19
|
|
|
19
|
|
|
47
|
|
|
46
|
|
||||
Total available-for-sale debt securities
|
$
|
656
|
|
|
$
|
657
|
|
|
$
|
1,080
|
|
|
$
|
1,079
|
|
|
Life in
|
|
July 31,
|
||||||
(Dollars in millions)
|
Years
|
|
2016
|
|
2015
|
||||
Equipment
|
3-5
|
|
$
|
533
|
|
|
$
|
447
|
|
Computer software
|
3-6
|
|
619
|
|
|
552
|
|
||
Furniture and fixtures
|
5
|
|
73
|
|
|
71
|
|
||
Leasehold improvements
|
2-16
|
|
296
|
|
|
286
|
|
||
Land
|
NA
|
|
60
|
|
|
7
|
|
||
Buildings
|
5-30
|
|
403
|
|
|
192
|
|
||
Capital in progress
|
NA
|
|
256
|
|
|
188
|
|
||
|
|
|
2,240
|
|
|
1,743
|
|
||
Less accumulated depreciation and amortization
|
|
|
(1,209
|
)
|
|
(1,061
|
)
|
||
Total property and equipment, net
|
|
|
$
|
1,031
|
|
|
$
|
682
|
|
(In millions)
|
Balance
July 31,
2014
|
|
Goodwill
Acquired/
Adjusted
|
|
Goodwill Impairment Charges
|
|
Balance
July 31,
2015
|
|
Goodwill
Acquired/
Adjusted
|
|
Balance
July 31,
2016
|
||||||||||||
Small Business
|
$
|
1,213
|
|
|
$
|
58
|
|
|
$
|
(114
|
)
|
|
$
|
1,157
|
|
|
$
|
16
|
|
|
$
|
1,173
|
|
Consumer Tax
|
17
|
|
|
1
|
|
|
—
|
|
|
18
|
|
|
—
|
|
|
18
|
|
||||||
ProConnect
|
93
|
|
|
(2
|
)
|
|
—
|
|
|
91
|
|
|
—
|
|
|
91
|
|
||||||
Totals
|
$
|
1,323
|
|
|
$
|
57
|
|
|
$
|
(114
|
)
|
|
$
|
1,266
|
|
|
$
|
16
|
|
|
$
|
1,282
|
|
(Dollars in millions)
|
Customer
Lists
|
|
Purchased
Technology
|
|
Trade
Names
and Logos
|
|
Covenants
Not to
Compete
or Sue
|
|
Total
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
At July 31, 2016:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost
|
$
|
241
|
|
|
$
|
369
|
|
|
$
|
23
|
|
|
$
|
32
|
|
|
$
|
665
|
|
Accumulated amortization
|
(240
|
)
|
|
(329
|
)
|
|
(23
|
)
|
|
(29
|
)
|
|
(621
|
)
|
|||||
Acquired intangible assets, net
|
$
|
1
|
|
|
$
|
40
|
|
|
$
|
—
|
|
|
$
|
3
|
|
|
$
|
44
|
|
Weighted average life in years
|
5
|
|
|
6
|
|
|
NA
|
|
|
9
|
|
|
6
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
At July 31, 2015:
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost
|
$
|
243
|
|
|
$
|
371
|
|
|
$
|
24
|
|
|
$
|
32
|
|
|
$
|
670
|
|
Accumulated amortization
|
(239
|
)
|
|
(294
|
)
|
|
(23
|
)
|
|
(27
|
)
|
|
(583
|
)
|
|||||
Acquired intangible assets, net
|
$
|
4
|
|
|
$
|
77
|
|
|
$
|
1
|
|
|
$
|
5
|
|
|
$
|
87
|
|
Weighted average life in years
|
5
|
|
|
5
|
|
|
4
|
|
|
9
|
|
|
5
|
|
(In millions)
|
Expected
Future
Amortization
Expense
|
||
|
|
||
Twelve months ending July 31,
|
|
||
2017
|
$
|
21
|
|
2018
|
14
|
|
|
2019
|
6
|
|
|
2020
|
3
|
|
|
2021
|
—
|
|
|
Thereafter
|
—
|
|
|
Total expected future amortization expense
|
$
|
44
|
|
|
July 31,
|
||
(In millions)
|
2015
|
||
Accounts receivable
|
$
|
19
|
|
Deferred income taxes
|
5
|
|
|
Prepaid and other current assets
|
2
|
|
|
Property and equipment, net
|
25
|
|
|
Goodwill
|
165
|
|
|
Purchased intangible assets, net
|
43
|
|
|
Other assets
|
2
|
|
|
Total assets
|
261
|
|
|
|
|
||
Accounts payable
|
7
|
|
|
Accrued compensation
|
21
|
|
|
Deferred revenue
|
48
|
|
|
Other current liabilities
|
17
|
|
|
Long-term deferred revenue
|
39
|
|
|
Long-term obligations
|
29
|
|
|
Total liabilities
|
161
|
|
|
Net assets
|
$
|
100
|
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Net revenue from discontinued operations:
|
|
|
|
|
|
||||||
Intuit Financial Services
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Intuit Health
|
—
|
|
|
—
|
|
|
1
|
|
|||
Demandforce
|
49
|
|
|
115
|
|
|
107
|
|
|||
QuickBase
|
54
|
|
|
70
|
|
|
57
|
|
|||
Quicken
|
34
|
|
|
51
|
|
|
98
|
|
|||
Total net revenue from discontinued operations
|
$
|
137
|
|
|
$
|
236
|
|
|
$
|
263
|
|
|
|
|
|
|
|
||||||
Income (loss) from discontinued operations before income taxes:
|
|
|
|
|
|
||||||
Intuit Financial Services
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Intuit Health
|
—
|
|
|
—
|
|
|
(1
|
)
|
|||
Demandforce
|
(10
|
)
|
|
(63
|
)
|
|
(51
|
)
|
|||
QuickBase
|
10
|
|
|
11
|
|
|
7
|
|
|||
Quicken
|
(2
|
)
|
|
(136
|
)
|
|
57
|
|
|||
Total income (loss) from discontinued operations before income taxes
|
$
|
(2
|
)
|
|
$
|
(188
|
)
|
|
$
|
12
|
|
|
|
|
|
|
|
||||||
Net income (loss) from discontinued operations:
|
|
|
|
|
|
||||||
Net income from Intuit Financial Services operations
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Net gain on disposal of Intuit Financial Services discontinued operations
|
—
|
|
|
—
|
|
|
36
|
|
|||
Net loss from Intuit Health operations
|
—
|
|
|
—
|
|
|
—
|
|
|||
Net gain on disposal of Intuit Health discontinued operations
|
—
|
|
|
—
|
|
|
10
|
|
|||
Net loss from Demandforce operations
|
(6
|
)
|
|
(39
|
)
|
|
(30
|
)
|
|||
Net income from QuickBase operations
|
6
|
|
|
7
|
|
|
4
|
|
|||
Net income (loss) from Quicken operations
|
—
|
|
|
(140
|
)
|
|
34
|
|
|||
Net gain on disposal of Demandforce, QuickBase, and Quicken
|
173
|
|
|
124
|
|
|
—
|
|
|||
Total net income (loss) from discontinued operations
|
$
|
173
|
|
|
$
|
(48
|
)
|
|
$
|
54
|
|
|
July 31,
|
||||||
(In millions)
|
2016
|
|
2015
|
||||
Reserve for product returns
|
$
|
7
|
|
|
$
|
12
|
|
Reserve for rebates
|
14
|
|
|
12
|
|
||
Current portion of license fee payable
|
10
|
|
|
10
|
|
||
Current portion of deferred rent
|
6
|
|
|
8
|
|
||
Interest payable
|
11
|
|
|
10
|
|
||
Executive deferred compensation plan liabilities
|
69
|
|
|
63
|
|
||
Other
|
44
|
|
|
35
|
|
||
Total other current liabilities
|
$
|
161
|
|
|
$
|
150
|
|
|
July 31,
|
||||||
(In millions)
|
2016
|
|
2015
|
||||
Total deferred rent
|
$
|
56
|
|
|
$
|
49
|
|
Total license fee payable
|
26
|
|
|
34
|
|
||
Long-term income tax liabilities
|
54
|
|
|
45
|
|
||
Long-term deferred income tax liabilities
|
7
|
|
|
50
|
|
||
Other
|
20
|
|
|
13
|
|
||
Total long-term obligations
|
163
|
|
|
191
|
|
||
Less current portion (included in other current liabilities)
|
(17
|
)
|
|
(19
|
)
|
||
Long-term obligations due after one year
|
$
|
146
|
|
|
$
|
172
|
|
(In millions)
|
Purchase
Obligations
|
|
Operating
Lease
Commitments
|
|
Sublease Income
|
|
Net Operating Lease Commitments
|
||||||||
Fiscal year ending July 31,
|
|
|
|
|
|
|
|
||||||||
2017
|
$
|
29
|
|
|
$
|
60
|
|
|
$
|
21
|
|
|
$
|
39
|
|
2018
|
25
|
|
|
58
|
|
|
21
|
|
|
37
|
|
||||
2019
|
7
|
|
|
50
|
|
|
17
|
|
|
33
|
|
||||
2020
|
—
|
|
|
48
|
|
|
16
|
|
|
32
|
|
||||
2021
|
—
|
|
|
46
|
|
|
12
|
|
|
34
|
|
||||
Thereafter
|
—
|
|
|
176
|
|
|
4
|
|
|
172
|
|
||||
Total commitments
|
$
|
61
|
|
|
$
|
438
|
|
|
$
|
91
|
|
|
$
|
347
|
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Current:
|
|
|
|
|
|
||||||
Federal
|
$
|
401
|
|
|
$
|
253
|
|
|
$
|
358
|
|
State
|
33
|
|
|
20
|
|
|
21
|
|
|||
Foreign
|
13
|
|
|
7
|
|
|
10
|
|
|||
Total current
|
447
|
|
|
280
|
|
|
389
|
|
|||
Deferred:
|
|
|
|
|
|
||||||
Federal
|
(42
|
)
|
|
14
|
|
|
51
|
|
|||
State
|
(7
|
)
|
|
1
|
|
|
5
|
|
|||
Foreign
|
(1
|
)
|
|
4
|
|
|
2
|
|
|||
Total deferred
|
(50
|
)
|
|
19
|
|
|
58
|
|
|||
Total provision for income taxes from continuing operations
|
$
|
397
|
|
|
$
|
299
|
|
|
$
|
447
|
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Income from continuing operations before income taxes
|
$
|
1,203
|
|
|
$
|
712
|
|
|
$
|
1,300
|
|
|
|
|
|
|
|
||||||
Statutory federal income tax
|
$
|
421
|
|
|
$
|
249
|
|
|
$
|
455
|
|
State income tax, net of federal benefit
|
17
|
|
|
15
|
|
|
17
|
|
|||
Federal research and experimentation credits
|
(33
|
)
|
|
(19
|
)
|
|
(7
|
)
|
|||
Domestic production activities deduction
|
(34
|
)
|
|
(19
|
)
|
|
(25
|
)
|
|||
Share-based compensation
|
16
|
|
|
15
|
|
|
8
|
|
|||
Effects of non-U.S. operations
|
11
|
|
|
12
|
|
|
1
|
|
|||
Non-deductible goodwill
|
—
|
|
|
40
|
|
|
—
|
|
|||
Other, net
|
(1
|
)
|
|
6
|
|
|
(2
|
)
|
|||
Total provision for income taxes from continuing operations
|
$
|
397
|
|
|
$
|
299
|
|
|
$
|
447
|
|
|
July 31,
|
||||||
(In millions)
|
2016
|
|
2015
|
||||
Deferred tax assets:
|
|
|
|
||||
Accruals and reserves not currently deductible
|
$
|
33
|
|
|
$
|
24
|
|
Deferred revenue
|
56
|
|
|
12
|
|
||
Deferred rent
|
14
|
|
|
10
|
|
||
Accrued and deferred compensation
|
55
|
|
|
52
|
|
||
Loss and tax credit carryforwards
|
51
|
|
|
44
|
|
||
Share-based compensation
|
62
|
|
|
52
|
|
||
Net basis difference in investments held for sale
|
—
|
|
|
122
|
|
||
Other, net
|
11
|
|
|
7
|
|
||
Total deferred tax assets
|
282
|
|
|
323
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Intangible assets
|
86
|
|
|
87
|
|
||
Property and equipment
|
24
|
|
|
20
|
|
||
Total deferred tax liabilities
|
110
|
|
|
107
|
|
||
Total net deferred tax assets
|
172
|
|
|
216
|
|
||
Valuation allowance
|
(40
|
)
|
|
(30
|
)
|
||
Total net deferred tax assets, net of valuation allowance
|
$
|
132
|
|
|
$
|
186
|
|
|
July 31,
|
||||||
(In millions)
|
2016
|
|
2015
|
||||
Current deferred income taxes
|
$
|
—
|
|
|
$
|
231
|
|
Long-term deferred income taxes
|
139
|
|
|
5
|
|
||
Long-term deferred income taxes included in other long-term obligations
|
(7
|
)
|
|
(50
|
)
|
||
Total net deferred tax assets, net of valuation allowance
|
$
|
132
|
|
|
$
|
186
|
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Gross unrecognized tax benefits, beginning balance
|
$
|
56
|
|
|
$
|
40
|
|
|
$
|
39
|
|
Increases related to tax positions from prior fiscal years, including acquisitions
|
7
|
|
|
15
|
|
|
4
|
|
|||
Decreases related to tax positions from prior fiscal years
|
(7
|
)
|
|
(1
|
)
|
|
(8
|
)
|
|||
Increases related to tax positions taken during current fiscal year
|
15
|
|
|
5
|
|
|
5
|
|
|||
Settlements with tax authorities
|
(11
|
)
|
|
(3
|
)
|
|
—
|
|
|||
Gross unrecognized tax benefits, ending balance
|
$
|
60
|
|
|
$
|
56
|
|
|
$
|
40
|
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions except per share amounts)
|
2016
|
|
2015
|
|
2014
|
||||||
Cost of service and other revenue
|
$
|
8
|
|
|
$
|
6
|
|
|
$
|
7
|
|
Selling and marketing
|
77
|
|
|
69
|
|
|
53
|
|
|||
Research and development
|
90
|
|
|
80
|
|
|
59
|
|
|||
General and administrative
|
103
|
|
|
87
|
|
|
67
|
|
|||
Total share-based compensation expense from continuing operations
|
278
|
|
|
242
|
|
|
186
|
|
|||
Income tax benefit
|
(86
|
)
|
|
(75
|
)
|
|
(60
|
)
|
|||
Decrease in net income from continuing operations
|
$
|
192
|
|
|
$
|
167
|
|
|
$
|
126
|
|
|
|
|
|
|
|
||||||
Decrease in net income per share from continuing operations:
|
|
|
|
|
|
||||||
Basic
|
$
|
0.73
|
|
|
$
|
0.59
|
|
|
$
|
0.44
|
|
Diluted
|
$
|
0.72
|
|
|
$
|
0.58
|
|
|
$
|
0.43
|
|
|
Twelve Months Ended July 31,
|
|||||||
|
2016
|
|
2015
|
|
2014
|
|||
Assumptions for stock options:
|
|
|
|
|
|
|||
Expected volatility (range)
|
22% - 26%
|
|
|
22% - 24%
|
|
|
22% - 24%
|
|
Weighted average expected volatility
|
22
|
%
|
|
23
|
%
|
|
23
|
%
|
Risk-free interest rate (range)
|
0.98% - 1.49%
|
|
|
1.13% - 1.47%
|
|
|
1.01% - 1.40%
|
|
Expected dividend yield
|
1.06% - 1.36%
|
|
|
0.93% - 1.05%
|
|
|
0.92% - 1.06%
|
|
|
|
|
|
|
|
|||
Assumptions for ESPP:
|
|
|
|
|
|
|||
Expected volatility (range)
|
23% - 26%
|
|
|
20% - 23%
|
|
|
19% - 22%
|
|
Weighted average expected volatility
|
25
|
%
|
|
21
|
%
|
|
21
|
%
|
Risk-free interest rate (range)
|
0.06% - 0.47%
|
|
|
0.01% - 0.15%
|
|
|
0.02% - 0.08%
|
|
Expected dividend yield
|
1.13% - 1.34%
|
|
|
0.96% - 1.19%
|
|
|
0.94% - 1.15%
|
|
(Shares in thousands)
|
Shares
Available
for Grant
|
|
Balance at July 31, 2013
|
12,120
|
|
Additional shares authorized
|
19,000
|
|
Options granted
|
(2,206
|
)
|
Restricted stock units granted (1)
|
(8,959
|
)
|
Share-based awards canceled/forfeited/expired (1)(2)
|
4,248
|
|
Balance at July 31, 2014
|
24,203
|
|
Options granted
|
(1,981
|
)
|
Restricted stock units granted (1)
|
(8,053
|
)
|
Share-based awards canceled/forfeited/expired (1)(2)
|
3,014
|
|
Balance at July 31, 2015
|
17,183
|
|
Options granted
|
(2,553
|
)
|
Restricted stock units granted (1)
|
(9,364
|
)
|
Share-based awards canceled/forfeited/expired (1)(2)
|
3,724
|
|
Balance at July 31, 2016
|
8,990
|
|
(1)
|
RSUs granted from the pool of shares available for grant under our 2005 Equity Incentive Plan reduce the pool by
2.3
shares for each share granted. RSUs forfeited and returned to the pool of shares available for grant increase the pool by
2.3
shares for each share forfeited.
|
(2)
|
Stock options and restricted stock units canceled, expired or forfeited under our 2005 Equity Incentive Plan are returned to the pool of shares available for grant. Stock options and restricted stock units canceled, expired or forfeited under older expired plans are not returned to the pool of shares available for grant.
|
|
Options Outstanding
|
|||||
(Shares in thousands)
|
Number of
Shares
|
|
Weighted Average
Exercise Price
Per Share
|
|||
Balance at July 31, 2013
|
14,206
|
|
|
|
$43.77
|
|
Granted
|
2,206
|
|
|
82.15
|
|
|
Assumed in connection with acquisitions
|
261
|
|
|
5.16
|
|
|
Exercised
|
(5,041
|
)
|
|
37.74
|
|
|
Canceled or expired
|
(694
|
)
|
|
54.77
|
|
|
Balance at July 31, 2014
|
10,938
|
|
|
52.67
|
|
|
Granted
|
1,981
|
|
|
106.86
|
|
|
Exercised
|
(3,704
|
)
|
|
41.65
|
|
|
Canceled or expired
|
(502
|
)
|
|
62.32
|
|
|
Balance at July 31, 2015
|
8,713
|
|
|
69.13
|
|
|
Granted
|
2,553
|
|
|
113.08
|
|
|
Exercised
|
(2,566
|
)
|
|
48.93
|
|
|
Canceled or expired
|
(354
|
)
|
|
74.56
|
|
|
Balance at July 31, 2016
|
8,346
|
|
|
|
$88.55
|
|
|
Number
of Shares
(in thousands)
|
|
Weighted
Average
Remaining
Contractual
Life
(in Years)
|
|
Weighted
Average
Exercise
Price per
Share
|
|
Aggregate
Intrinsic
Value
(in millions)
|
|||||
Options outstanding
|
8,346
|
|
|
6.07
|
|
|
$88.55
|
|
|
|
$206
|
|
Options vested and expected to vest
|
7,693
|
|
|
5.89
|
|
|
$86.76
|
|
|
|
$203
|
|
Options exercisable
|
3,757
|
|
|
3.81
|
|
|
$68.38
|
|
|
|
$168
|
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions except per share amounts)
|
2016
|
|
2015
|
|
2014
|
||||||
Weighted average fair value of options granted (per share)
|
$
|
20.35
|
|
|
$
|
19.39
|
|
|
$
|
21.34
|
|
|
|
|
|
|
|
||||||
Total grant date fair value of options vested
|
$
|
32
|
|
|
$
|
36
|
|
|
$
|
28
|
|
|
|
|
|
|
|
||||||
Aggregate intrinsic value of options exercised
|
$
|
134
|
|
|
$
|
191
|
|
|
$
|
177
|
|
|
|
|
|
|
|
||||||
Share-based compensation expense for stock options and ESPP
|
$
|
48
|
|
|
$
|
48
|
|
|
$
|
43
|
|
|
|
|
|
|
|
||||||
Total tax benefit for stock option and ESPP share-based compensation
|
$
|
13
|
|
|
$
|
11
|
|
|
$
|
11
|
|
|
|
|
|
|
|
||||||
Cash received from option exercises
|
$
|
126
|
|
|
$
|
154
|
|
|
$
|
190
|
|
|
|
|
|
|
|
||||||
Cash tax benefits realized related to tax deductions for non-qualified option exercises and disqualifying dispositions under all share-based payment arrangements
|
$
|
47
|
|
|
$
|
68
|
|
|
$
|
63
|
|
(Shares in thousands)
|
Number
of Shares
|
|
Weighted
Average
Grant Date
Fair Value
|
|||
Nonvested at July 31, 2013
|
9,184
|
|
|
|
$55.23
|
|
Granted
|
3,896
|
|
|
71.37
|
|
|
Assumed or granted in connection with acquisitions
|
782
|
|
|
71.00
|
|
|
Vested
|
(2,820
|
)
|
|
53.98
|
|
|
Forfeited
|
(1,587
|
)
|
|
61.76
|
|
|
Nonvested at July 31, 2014
|
9,455
|
|
|
62.46
|
|
|
Granted
|
3,501
|
|
|
89.58
|
|
|
Assumed or granted in connection with acquisitions
|
292
|
|
|
91.87
|
|
|
Vested
|
(3,155
|
)
|
|
67.00
|
|
|
Forfeited
|
(1,177
|
)
|
|
62.32
|
|
|
Nonvested at July 31, 2015
|
8,916
|
|
|
72.48
|
|
|
Granted
|
4,072
|
|
|
99.30
|
|
|
Vested
|
(2,392
|
)
|
|
78.07
|
|
|
Forfeited
|
(1,557
|
)
|
|
77.03
|
|
|
Nonvested at July 31, 2016
|
9,039
|
|
|
|
$82.30
|
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions)
|
2016
|
|
2015
|
|
2014
|
||||||
Total fair market value of shares vested
|
$
|
288
|
|
|
$
|
282
|
|
|
$
|
204
|
|
|
|
|
|
|
|
||||||
Share-based compensation for RSUs
|
$
|
230
|
|
|
$
|
194
|
|
|
$
|
143
|
|
|
|
|
|
|
|
||||||
Total tax benefit related to RSU share-based compensation expense
|
$
|
73
|
|
|
$
|
64
|
|
|
$
|
49
|
|
|
|
|
|
|
|
||||||
Cash tax benefits realized for tax deductions for RSUs
|
$
|
92
|
|
|
$
|
96
|
|
|
$
|
134
|
|
|
July 31,
|
||||||
(In millions)
|
2016
|
|
2015
|
||||
Unrealized gains on available-for-sale debt securities
|
$
|
1
|
|
|
$
|
—
|
|
Foreign currency translation adjustments
|
(33
|
)
|
|
(30
|
)
|
||
Total accumulated other comprehensive loss
|
$
|
(32
|
)
|
|
$
|
(30
|
)
|
•
|
QuickBooks financial and business management online services and desktop software; QuickBooks technical support; financial supplies; and third-party applications that integrate with our offerings.
|
•
|
QuickBooks Online Accountant, QuickBooks Accountant Desktop, and QuickBooks Desktop Accountant Plus, as well as the QuickBooks ProAdvisor Program, all of which are intended for the accounting professionals who serve small businesses.
|
•
|
Small business payroll products and services, including online payroll offerings such as QuickBooks Online Payroll and Intuit Online Payroll; desktop payroll offerings such as QuickBooks Basic Payroll and QuickBooks Enhanced Payroll; and full-service payroll offerings such as QuickBooks Assisted Payroll and Intuit Full Service Payroll.
|
•
|
Payment processing services for small businesses, including merchant services such as credit and debit card processing; Web-based transaction processing services for online merchants; secure online payments for small businesses and their customers through the Intuit Commerce Network; GoPayment mobile payment processing services; and QuickBooks Point of Sale solutions.
|
|
Twelve Months Ended July 31,
|
||||||||||
(In millions)
|
2016
|
|
2015
|
|
2014
|
||||||
|
|
|
|
|
|
||||||
Net revenue:
|
|
|
|
|
|
||||||
Small Business
|
$
|
2,293
|
|
|
$
|
2,108
|
|
|
$
|
2,158
|
|
Consumer Tax
|
1,973
|
|
|
1,800
|
|
|
1,663
|
|
|||
ProConnect
|
428
|
|
|
284
|
|
|
422
|
|
|||
Total net revenue
|
$
|
4,694
|
|
|
$
|
4,192
|
|
|
$
|
4,243
|
|
|
|
|
|
|
|
||||||
Operating income from continuing operations:
|
|
|
|
|
|
||||||
Small Business
|
874
|
|
|
696
|
|
|
852
|
|
|||
Consumer Tax
|
1,287
|
|
|
1,131
|
|
|
1,075
|
|
|||
ProConnect
|
268
|
|
|
108
|
|
|
268
|
|
|||
Total segment operating income
|
2,429
|
|
|
1,935
|
|
|
2,195
|
|
|||
Unallocated corporate items:
|
|
|
|
|
|
||||||
Share-based compensation expense
|
(278
|
)
|
|
(242
|
)
|
|
(186
|
)
|
|||
Other common expenses
|
(875
|
)
|
|
(765
|
)
|
|
(684
|
)
|
|||
Amortization of acquired technology
|
(22
|
)
|
|
(30
|
)
|
|
(18
|
)
|
|||
Amortization of other acquired intangible assets
|
(12
|
)
|
|
(12
|
)
|
|
(7
|
)
|
|||
Goodwill and intangible asset impairment charges
|
—
|
|
|
(148
|
)
|
|
—
|
|
|||
Total unallocated corporate items
|
(1,187
|
)
|
|
(1,197
|
)
|
|
(895
|
)
|
|||
Total operating income from continuing operations
|
$
|
1,242
|
|
|
$
|
738
|
|
|
$
|
1,300
|
|
|
Fiscal 2016 Quarter Ended
|
||||||||||||||
(In millions, except per share amounts)
|
October 31
|
|
January 31
|
|
April 30
|
|
July 31
|
||||||||
Total net revenue
|
$
|
713
|
|
|
$
|
923
|
|
|
$
|
2,304
|
|
|
$
|
754
|
|
Cost of revenue
|
166
|
|
|
199
|
|
|
216
|
|
|
171
|
|
||||
All other costs and expenses
|
576
|
|
|
682
|
|
|
803
|
|
|
639
|
|
||||
Operating income (loss) from continuing operations
|
(29
|
)
|
|
42
|
|
|
1,285
|
|
|
(56
|
)
|
||||
Net income (loss) from continuing operations
|
(31
|
)
|
|
29
|
|
|
848
|
|
|
(40
|
)
|
||||
Net income (loss) from discontinued operations
|
—
|
|
|
(5
|
)
|
|
178
|
|
|
—
|
|
||||
Net income (loss)
|
(31
|
)
|
|
24
|
|
|
1,026
|
|
|
(40
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Basic net income (loss) per share from continuing operations
|
$
|
(0.11
|
)
|
|
$
|
0.11
|
|
|
$
|
3.30
|
|
|
$
|
(0.16
|
)
|
Basic net income (loss) per share from discontinued operations
|
—
|
|
|
(0.02
|
)
|
|
0.70
|
|
|
—
|
|
||||
Basic net income (loss) per share
|
$
|
(0.11
|
)
|
|
$
|
0.09
|
|
|
$
|
4.00
|
|
|
$
|
(0.16
|
)
|
|
|
|
|
|
|
|
|
||||||||
Diluted net income (loss) per share from continuing operations
|
$
|
(0.11
|
)
|
|
$
|
0.11
|
|
|
$
|
3.26
|
|
|
$
|
(0.16
|
)
|
Diluted net income (loss) per share from discontinued operations
|
—
|
|
|
(0.02
|
)
|
|
0.68
|
|
|
—
|
|
||||
Diluted net income (loss) per share
|
$
|
(0.11
|
)
|
|
$
|
0.09
|
|
|
$
|
3.94
|
|
|
$
|
(0.16
|
)
|
|
Fiscal 2015 Quarter Ended
|
||||||||||||||
(In millions, except per share amounts)
|
October 31
|
|
January 31
|
|
April 30
|
|
July 31
|
||||||||
Total net revenue
|
$
|
612
|
|
|
$
|
749
|
|
|
$
|
2,135
|
|
|
$
|
696
|
|
Cost of revenue
|
159
|
|
|
188
|
|
|
202
|
|
|
176
|
|
||||
All other costs and expenses
|
562
|
|
|
650
|
|
|
867
|
|
|
650
|
|
||||
Operating income (loss) from continuing operations
|
(109
|
)
|
|
(89
|
)
|
|
1,066
|
|
|
(130
|
)
|
||||
Net income (loss) from continuing operations
|
(81
|
)
|
|
(60
|
)
|
|
656
|
|
|
(102
|
)
|
||||
Net income (loss) from discontinued operations
|
(3
|
)
|
|
(6
|
)
|
|
(155
|
)
|
|
116
|
|
||||
Net income (loss)
|
(84
|
)
|
|
(66
|
)
|
|
501
|
|
|
14
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Basic net income (loss) per share from continuing operations
|
$
|
(0.28
|
)
|
|
$
|
(0.21
|
)
|
|
$
|
2.37
|
|
|
$
|
(0.37
|
)
|
Basic net income (loss) per share from discontinued operations
|
(0.01
|
)
|
|
(0.02
|
)
|
|
(0.56
|
)
|
|
0.42
|
|
||||
Basic net income (loss) per share
|
$
|
(0.29
|
)
|
|
$
|
(0.23
|
)
|
|
$
|
1.81
|
|
|
$
|
0.05
|
|
|
|
|
|
|
|
|
|
||||||||
Diluted net income (loss) per share from continuing operations
|
$
|
(0.28
|
)
|
|
$
|
(0.21
|
)
|
|
$
|
2.33
|
|
|
$
|
(0.37
|
)
|
Diluted net income (loss) per share from discontinued operations
|
(0.01
|
)
|
|
(0.02
|
)
|
|
(0.55
|
)
|
|
0.42
|
|
||||
Diluted net income (loss) per share
|
$
|
(0.29
|
)
|
|
$
|
(0.23
|
)
|
|
$
|
1.78
|
|
|
$
|
0.05
|
|
(In millions)
|
Beginning
Balance
|
|
Additions
Charged to
Expense/
Revenue
|
|
Deductions
|
|
Ending
Balance
|
||||||||
Year ended July 31, 2016
|
|
|
|
|
|
|
|
||||||||
Allowance for doubtful accounts
|
$
|
45
|
|
|
$
|
49
|
|
|
$
|
(43
|
)
|
|
$
|
51
|
|
Reserve for product returns
|
12
|
|
|
70
|
|
|
(75
|
)
|
|
7
|
|
||||
Reserve for rebates
|
12
|
|
|
103
|
|
|
(101
|
)
|
|
14
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Year ended July 31, 2015
|
|
|
|
|
|
|
|
||||||||
Allowance for doubtful accounts
|
$
|
40
|
|
|
$
|
57
|
|
|
$
|
(52
|
)
|
|
$
|
45
|
|
Reserve for product returns
|
15
|
|
|
79
|
|
|
(82
|
)
|
|
12
|
|
||||
Reserve for rebates
|
21
|
|
|
97
|
|
|
(106
|
)
|
|
12
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Year ended July 31, 2014
|
|
|
|
|
|
|
|
||||||||
Allowance for doubtful accounts
|
$
|
38
|
|
|
$
|
50
|
|
|
$
|
(48
|
)
|
|
$
|
40
|
|
Reserve for product returns
|
14
|
|
|
87
|
|
|
(86
|
)
|
|
15
|
|
||||
Reserve for rebates
|
14
|
|
|
103
|
|
|
(96
|
)
|
|
21
|
|
Notes:
|
The table above excludes balances and activity for our discontinued operations for all periods presented.
|
Name
|
|
Age
|
|
Position
|
|
|
|
|
|
|
|
Brad D. Smith
|
|
52
|
|
|
Chairman of the Board of Directors, President and Chief Executive Officer
|
Scott D. Cook
|
|
64
|
|
|
Chairman of the Executive Committee
|
Laura A. Fennell
|
|
55
|
|
|
Executive Vice President, General Counsel and Corporate Secretary
|
Sasan K. Goodarzi
|
|
48
|
|
|
Executive Vice President and General Manager, Small Business Group
|
H. Tayloe Stansbury
|
|
55
|
|
|
Executive Vice President and Chief Technology Officer
|
Daniel A. Wernikoff
|
|
44
|
|
|
Executive Vice President and General Manager, Consumer Tax Group
|
R. Neil Williams
|
|
63
|
|
|
Executive Vice President and Chief Financial Officer
|
Mark J. Flournoy
|
|
50
|
|
|
Vice President, Corporate Controller and Chief Accounting Officer
|
(a)
|
The following documents are filed as part of this report:
|
1.
|
Financial Statements
– See Index to Consolidated Financial Statements in Part II, Item 8.
|
2.
|
Financial Statement Schedules
– See Index to Consolidated Financial Statements in Part II, Item 8.
|
3.
|
Exhibits
– See Exhibit Index immediately following the signature page of this Annual Report on Form 10-K.
|
|
|
|
INTUIT INC.
|
|
|
Dated:
|
September 1, 2016
|
By:
|
/s/ R. NEIL WILLIAMS
|
|
|
|
|
|
R. Neil Williams
|
|
|
|
|
|
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
|
|
Name
|
|
Title
|
|
Date
|
Principal Executive Officer:
|
|
|
|
|
/s/ BRAD D. SMITH
|
|
Chairman of the Board of Directors, President and Chief Executive Officer
|
|
September 1, 2016
|
Brad D. Smith
|
|
|
|
|
|
|
|
|
|
Principal Financial Officer:
|
|
|
|
|
/s/ R. NEIL WILLIAMS
|
|
Executive Vice President and Chief Financial Officer
|
|
September 1, 2016
|
R. Neil Williams
|
|
|
|
|
|
|
|
|
|
Principal Accounting Officer:
|
|
|
|
|
/s/ MARK J. FLOURNOY
|
|
Vice President, Corporate Controller and Chief Accounting Officer
|
|
September 1, 2016
|
Mark J. Flournoy
|
|
|
|
|
|
|
|
|
|
Additional Directors:
|
|
|
|
|
/s/ EVE BURTON
|
|
Director
|
|
September 1, 2016
|
Eve Burton
|
|
|
|
|
|
|
|
|
|
/s/ SCOTT D. COOK
|
|
Director
|
|
September 1, 2016
|
Scott D. Cook
|
|
|
|
|
|
|
|
|
|
/s/ RICHARD DALZELL
|
|
Director
|
|
September 1, 2016
|
Richard Dalzell
|
|
|
|
|
|
|
|
|
|
/s/ DIANE B. GREENE
|
|
Director
|
|
September 1, 2016
|
Diane B. Greene
|
|
|
|
|
|
|
|
|
|
/s/ SUZANNE NORA JOHNSON
|
|
Director
|
|
September 1, 2016
|
Suzanne Nora Johnson
|
|
|
|
|
|
|
|
|
|
/s/ DENNIS D. POWELL
|
|
Director
|
|
September 1, 2016
|
Dennis D. Powell
|
|
|
|
|
|
|
|
|
|
/s/ RAUL VAZQUEZ
|
|
Director
|
|
September 1, 2016
|
Raul Vazquez
|
|
|
|
|
|
|
|
|
|
/s/ JEFF WEINER
|
|
Director
|
|
September 1, 2016
|
Jeff Weiner
|
|
|
|
|
Exhibit Number
|
|
Exhibit Description
|
|
Filed Herewith
|
|
Incorporated by Reference Form/File No.
|
Date
|
|
|
|
|
|
|
|
|
3.01
|
|
Restated Intuit Certificate of Incorporation, dated as of January 19, 2000
|
|
|
|
10-Q
|
6/14/2000
|
|
|
|
|
|
|
|
|
3.02
|
|
Bylaws of Intuit, as amended and restated effective May 5, 2016
|
|
|
|
8-K
|
5/9/2016
|
|
|
|
|
|
|
|
|
4.01
|
|
Form of Specimen Certificate for Intuit’s Common Stock
|
|
|
|
10-K
|
9/15/2009
|
|
|
|
|
|
|
|
|
4.02
|
|
Indenture, dated as of March 7, 2007, between Intuit and The Bank of New York Trust Company, N.A. as trustee
|
|
|
|
8-K
|
3/7/2007
|
|
|
|
|
|
|
|
|
4.03
|
|
Forms of Global Note for Intuit’s 5.40% Senior Notes due 2012 and 5.75% Senior Notes due 2017
|
|
|
|
8-K
|
3/12/2007
|
|
|
|
|
|
|
|
|
10.01+
|
|
Intuit Inc. 2005 Equity Incentive Plan, as amended April 23, 2008
|
|
|
|
8-K
|
4/28/2008
|
|
|
|
|
|
|
|
|
10.02+
|
|
Intuit Inc. 2005 Equity Incentive Plan, as amended December 16, 2008
|
|
|
|
S-8
333-156205
|
12/17/2008
|
|
|
|
|
|
|
|
|
10.03+
|
|
Intuit Inc. 2005 Equity Incentive Plan, as amended December 15, 2009
|
|
|
|
S-8
333-163728
|
12/15/2009
|
|
|
|
|
|
|
|
|
10.04+
|
|
Intuit Inc. Amended and Restated 2005 Equity Incentive Plan, as approved January 19, 2011
|
|
|
|
S-8
333-171768
|
1/19/2011
|
|
|
|
|
|
|
|
|
10.05+
|
|
Intuit Inc. Amended and Restated 2005 Equity Incentive Plan, as amended through July 24, 2012
|
|
|
|
8-K
|
7/27/2012
|
|
|
|
|
|
|
|
|
10.06+
|
|
Intuit Inc. Amended and Restated 2005 Equity Incentive Plan, as amended through January 23, 2014
|
|
|
|
S-8 333-193551
|
1/24/2014
|
|
|
|
|
|
|
|
|
10.07+
|
|
2005 Equity Incentive Plan Form of Non-Qualified Stock Option – New Hire, Promotion or Retention Grant
|
|
|
|
10-Q
|
12/10/2004
|
|
|
|
|
|
|
|
|
10.08+
|
|
2005 Equity Incentive Plan Form of Non-Qualified Stock Option – Focal Grant
|
|
|
|
10-Q
|
12/10/2004
|
|
|
|
|
|
|
|
|
10.09+
|
|
2005 Equity Incentive Plan Form of Non-Employee Director Option – Initial Grant
|
|
|
|
10-Q
|
12/10/2004
|
|
|
|
|
|
|
|
|
10.10+
|
|
2005 Equity Incentive Plan Form of Non-Employee Director Option – Succeeding Grant
|
|
|
|
10-Q
|
12/10/2004
|
|
|
|
|
|
|
|
|
10.11+
|
|
2005 Equity Incentive Plan Form of Non-Employee Director Option – Committee Grant
|
|
|
|
10-Q
|
12/10/2004
|
|
|
|
|
|
|
|
|
10.12+
|
|
Form of Director Restricted Stock Unit Grant Agreement
|
|
|
|
8-K
|
12/18/2009
|
|
|
|
|
|
|
|
|
10.13+
|
|
Form of Director Restricted Stock Unit Grant Agreement
|
|
|
|
10-Q
|
12/1/2011
|
|
|
|
|
|
|
|
|
10.14+
|
|
Non-employee Director Compensation Program, effective January 21, 2016
|
|
|
|
10-Q
|
2/25/2016
|
|
|
|
|
|
|
|
|
10.15+
|
|
Summary of Director Compensation Program effective January 1, 2014
|
|
|
|
10-Q
|
2/21/2014
|
|
|
|
|
|
|
|
|
10.16+
|
|
Form of Director Restricted Stock Units Initial Grant Agreement
|
|
|
|
10-Q
|
3/1/2013
|
|
|
|
|
|
|
|
|
10.17+
|
|
Form of Director Restricted Stock Units Initial Grant Agreement for Mid-Year Directors
|
|
|
|
10-Q
|
3/1/2013
|
|
|
|
|
|
|
|
|
Exhibit Number
|
|
Exhibit Description
|
|
Filed Herewith
|
|
Incorporated by Reference Form/File No.
|
Date
|
10.18+
|
|
Form of Director Restricted Stock Units Succeeding Grant Agreement
|
|
|
|
10-Q
|
3/1/2013
|
|
|
|
|
|
|
|
|
10.19+
|
|
Form of Director Restricted Stock Units Succeeding Grant Agreement for Mid-Year Directors
|
|
|
|
10-Q
|
3/1/2013
|
|
|
|
|
|
|
|
|
10.20+
|
|
Form of Director Restricted Stock Units Conversion Grant Agreement
|
|
|
|
10-Q
|
3/1/2013
|
|
|
|
|
|
|
|
|
10.21+
|
|
Forms of Equity Grant Agreements: CEO Restricted Stock Unit, CEO TSR Performance-Based Restricted Stock Unit, Executive Restricted Stock Unit, EVP/SVP TSR Performance-Based Restricted Stock Unit, Restricted Stock Unit, and Stock Option Agreement
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
10.22+
|
|
Form of Amended and Restated 2005 Equity Incentive Plan Non-Qualified Stock Option Grant Agreement: New Hire, Promotion, Retention or Focal Grant
|
|
|
|
10-K
|
9/13/2013
|
|
|
|
|
|
|
|
|
10.23+
|
|
Form of Amended and Restated 2005 Equity Incentive Plan Grant Agreement - Restricted Stock Unit (Performance-Based Vesting QBO Subscriptions)
|
|
|
|
10-Q
|
11/21/2014
|
|
|
|
|
|
|
|
|
10.24+
|
|
Form of CEO Restricted Stock Unit Agreement - time-based vesting (deferred release)
|
|
|
|
10-K
|
9/1/2015
|
|
|
|
|
|
|
|
|
10.25+
|
|
Form of CEO Restricted Stock Unit Agreement - performance-based - Total Shareholder Return Goals (deferred release)
|
|
|
|
10-K
|
9/1/2015
|
|
|
|
|
|
|
|
|
10.26+
|
|
Form of Restricted Stock Unit Agreement (service-based vesting)
|
|
|
|
10-K
|
9/13/2012
|
|
|
|
|
|
|
|
|
10.27+
|
|
Form of Restricted Stock Unit Agreement (executive vesting)
|
|
|
|
10-K
|
9/13/2012
|
|
|
|
|
|
|
|
|
10.28+
|
|
Form of Executive Performance-Based Restricted Stock Unit Agreement (three year operating goals)
|
|
|
|
10-K
|
9/13/2012
|
|
|
|
|
|
|
|
|
10.29+
|
|
Form of Executive Performance-Based Restricted Stock Unit Agreement (total shareholder return objectives)
|
|
|
|
10-K
|
9/13/2012
|
|
|
|
|
|
|
|
|
10.30+
|
|
Form of Restricted Stock Unit Agreement (CEO vesting)
|
|
|
|
10-K
|
9/13/2012
|
|
|
|
|
|
|
|
|
10.31+
|
|
Form of CEO Performance-Based Restricted Stock Unit Agreement (three year operating goals)
|
|
|
|
10-K
|
9/13/2012
|
|
|
|
|
|
|
|
|
10.32+
|
|
Form of CEO Performance-Based Restricted Stock Unit Agreement (total shareholder return objectives)
|
|
|
|
10-K
|
9/13/2012
|
|
|
|
|
|
|
|
|
10.33+
|
|
Form of Performance-Based Restricted Stock Unit Agreement (total shareholder return goals)
|
|
|
|
10-K
|
9/12/2014
|
|
|
|
|
|
|
|
|
10.34+
|
|
Form of CEO Performance-Based Restricted Stock Unit Agreement (one year operating goal)
|
|
|
|
10-K
|
9/16/2010
|
|
|
|
|
|
|
|
|
10.35+
|
|
Form of CEO Performance-Based Restricted Stock Unit Agreement (three year operating goals)
|
|
|
|
10-K
|
9/16/2010
|
|
|
|
|
|
|
|
|
10.36+
|
|
Form of CEO Performance-Based Restricted Stock Unit Agreement (total shareholder return objectives)
|
|
|
|
10-K
|
9/16/2010
|
|
|
|
|
|
|
|
|
10.37+
|
|
Third Amended and Restated Management Stock Purchase Program
|
|
|
|
10-Q
|
5/24/2016
|
|
|
|
|
|
|
|
|
10.38+
|
|
Second Amended and Restated Management Stock Purchase Program
|
|
|
|
10-Q
|
2/29/2012
|
|
|
|
|
|
|
|
|
Exhibit Number
|
|
Exhibit Description
|
|
Filed Herewith
|
|
Incorporated by Reference Form/File No.
|
Date
|
10.39+
|
|
Form of Restricted Stock Unit Grant Agreement for MSPP Purchased Award
|
|
|
|
10-K
|
9/13/2012
|
|
|
|
|
|
|
|
|
10.40+
|
|
Form of Restricted Stock Unit Grant Agreement for MSPP Matching Award
|
|
|
|
10-K
|
9/13/2012
|
|
|
|
|
|
|
|
|
10.41+
|
|
Form of Restricted Stock Unit Grant Agreement for MSPP Purchased Award
|
|
|
|
10-Q
|
12/1/2006
|
|
|
|
|
|
|
|
|
10.42+
|
|
Form of Restricted Stock Unit Grant Agreement for MSPP Matching Award
|
|
|
|
10-Q
|
12/1/2006
|
|
|
|
|
|
|
|
|
10.43+
|
|
Form of Intuit Inc. Stock Option Assumption Agreement
|
|
|
|
S-8
|
2/9/2007
|
|
|
|
|
|
|
|
|
10.44+
|
|
Forms of Restricted Stock Unit Agreements: Intuit Inc. MSPP Matching Award Agreement; Intuit Inc. Performance-Based Vesting Agreement; Homestead Technologies Inc. Service-Based Vesting Agreement; and Intuit Inc. Service-Based Vesting Agreement
|
|
|
|
10-Q
|
12/4/2008
|
|
|
|
|
|
|
|
|
10.45+
|
|
Form of Intuit Inc. Stock Option Assumption Agreement
|
|
|
|
S-8
|
8/5/2009
|
|
|
|
|
|
|
|
|
10.46+
|
|
Form of Executive Promotion/New Hire Stock Option Agreement
|
|
|
|
10-K
|
9/12/2008
|
|
|
|
|
|
|
|
|
10.47+
|
|
Form of Executive Restricted Stock Unit Agreement (performance vesting)
|
|
|
|
10-K
|
9/12/2008
|
|
|
|
|
|
|
|
|
10.48+
|
|
Intuit Executive Relocation Policy
|
|
|
|
10-K
|
9/15/2009
|
|
|
|
|
|
|
|
|
10.49+
|
|
Intuit Inc. 2005 Executive Deferred Compensation Plan, effective January 1, 2005
|
|
|
|
10-Q
|
12/10/2004
|
|
|
|
|
|
|
|
|
10.50+
|
|
Intuit Inc. Performance Incentive Plan for Fiscal Year 2015
|
|
|
|
10-K
|
9/12/2014
|
|
|
|
|
|
|
|
|
10.51+
|
|
Intuit Inc. Performance Incentive Plan for Fiscal Year 2016
|
|
|
|
10-K
|
9/1/2015
|
|
|
|
|
|
|
|
|
10.52+
|
|
Intuit Inc. Performance Incentive Plan for Fiscal Year 2017
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
10.53+
|
|
Intuit Executive Deferred Compensation Plan, effective March 15, 2002
|
|
|
|
10-Q
|
5/31/2002
|
|
|
|
|
|
|
|
|
10.54+
|
|
Intuit Senior Executive Incentive Plan amended and restated effective August 1, 2012 and approved by stockholders on January 17, 2013
|
|
|
|
10-K
|
9/13/2013
|
|
|
|
|
|
|
|
|
10.55+
|
|
Form of Indemnification Agreement entered into by Intuit with each of its directors and certain officers
|
|
|
|
10-K
|
9/25/2002
|
|
|
|
|
|
|
|
|
10.56+
|
|
Amendment dated December 1, 2008 to Letter Regarding Terms of Employment by and between Intuit Inc. and Mr. R. Neil Williams dated November 2, 2007
|
|
|
|
10-Q
|
12/4/2008
|
|
|
|
|
|
|
|
|
10.57+
|
|
Employment offer letter between Intuit Inc. and Sasan Goodarzi dated June 24, 2011 and Employment memo dated July 23, 2013 to Sasan Goodarzi
|
|
|
|
10-K
|
9/13/2013
|
|
|
|
|
|
|
|
|
10.58+
|
|
Employment memo dated August 14, 2014 to Sasan Goodarzi
|
|
|
|
10--K
|
9/12/2014
|
|
|
|
|
|
|
|
|
10.59+
|
|
Employment memo dated August 20, 2015 to Sasan Goodarzi
|
|
|
|
10-K
|
9/1/2015
|
|
|
|
|
|
|
|
|
10.60+
|
|
Employment offer letter between Intuit Inc. and Daniel Wernikoff dated February 12, 2003
|
|
|
|
10-K
|
9/13/2013
|
|
|
|
|
|
|
|
|
10.61+
|
|
Employment memo dated August 29, 2016 to Daniel Wernikoff
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
Exhibit Number
|
|
Exhibit Description
|
|
Filed Herewith
|
|
Incorporated by Reference Form/File No.
|
Date
|
10.62+
|
|
Amendment dated December 1, 2008 to Letter Regarding Terms of Employment by and between Intuit Inc. and Mr. Brad D. Smith dated October 1, 2007
|
|
|
|
10-Q
|
12/4/2008
|
|
|
|
|
|
|
|
|
10.63+
|
|
Letter Regarding Terms of Employment by and between Intuit Inc. and Mr. Brad D. Smith, dated October 1, 2007
|
|
|
|
8-K
|
10/5/2007
|
|
|
|
|
|
|
|
|
10.64+
|
|
Letter Regarding Terms of Employment by and between Intuit Inc. and Mr. R. Neil Williams, dated November 2, 2007
|
|
|
|
8-K
|
11/8/2007
|
|
|
|
|
|
|
|
|
10.65+
|
|
Employment offer letter between Intuit Inc. and Tayloe Stansbury dated April 27, 2009
|
|
|
|
10-K
|
9/12/2014
|
|
|
|
|
|
|
|
|
10.66
|
|
Credit Agreement by and among Intuit, the Lenders parties thereto (the “Lenders”), Bank of America, N.A. and JPMorgan Chase Bank, N.A., as co-administrative agents, U.S. Bank National Association and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as co-syndication agents for the Lenders, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities L.L.C., U.S. Bank National Association and The Bank of Tokyo-Mitsubishi UFJ, Ltd., as joint lead arrangers and joint bookrunners dated February 1, 2016
|
|
|
|
10-Q
|
2/25/2016
|
|
|
|
|
|
|
|
|
10.67
|
|
Five Year Credit Agreement dated as of February 17, 2012, by and among Intuit Inc., the Lenders parties thereto, JPMorgan Chase Bank, N.A. as administrative agent, U.S. Bank National Association and Wells Fargo Bank, National Association, as co-syndication agents, and Union Bank, N.A. as documentation agent
|
|
|
|
10-Q
|
2/29/2012
|
|
|
|
|
|
|
|
|
10.68
|
|
Free On-Line Electronic Tax Filing Agreement Amendment, effective as of October 30, 2005 between the Internal Revenue Service and the Free File Alliance, LLC
|
|
|
|
10-Q
|
12/5/2005
|
|
|
|
|
|
|
|
|
10.69
|
|
Free On-Line Electronic Tax Filing Agreement Amendment dated November 5, 2009 between the Internal Revenue Service and the Free File Alliance, LLC
|
|
|
|
10-Q
|
12/4/2009
|
|
|
|
|
|
|
|
|
10.70
|
|
Free On-Line Electronic Tax Filing Agreement Amendment, effective as of October 30, 2014, between the Internal Revenue Service and Free File, Inc.
|
|
|
|
10-K
|
9/12/2014
|
|
|
|
|
|
|
|
|
10.71
|
|
Seventh Memorandum of Understanding on Service Standards and Disputes between the Internal Revenue Service and Free File, Incorporated, effective October 31, 2015
|
|
|
|
10-K
|
9/1/2015
|
|
|
|
|
|
|
|
|
10.72#
|
|
Master Services Agreement between Intuit and Arvato Services, Inc., dated May 28, 2003
|
|
|
|
10-K
|
9/19/2003
|
|
|
|
|
|
|
|
|
10.73
|
|
Second Amendment to Master Service Agreement between Intuit and Arvato Services, Inc., effective May 29, 2007
|
|
|
|
10-K
|
9/14/2007
|
|
|
|
|
|
|
|
|
10.74#
|
|
Amendment 3 to Master Services Agreement between Intuit and Arvato Services, Inc., effective April 1, 2008
|
|
|
|
10-Q
|
5/30/2008
|
|
|
|
|
|
|
|
|
10.75#
|
|
Amendment 5 to the Master Services Agreement between Intuit and Arvato Digital Services LLC effective August 19, 2010
|
|
|
|
10-Q
|
12/6/2010
|
|
|
|
|
|
|
|
|
10.76
|
|
Amended and Restated Amendment Seven to the Master Service Agreement by and between Intuit and Arvato Digital Services effective September 1, 2013
|
|
|
|
10-Q
|
11/22/2013
|
|
|
|
|
|
|
|
|
10.77
|
|
Amendment 8 to the Master Services Agreement between Intuit and Arvato Digital Services LLC effective August 1, 2014
|
|
|
|
10-K
|
9/12/2014
|
|
|
|
|
|
|
|
|
10.78#
|
|
Agreement of Purchase and Sale and Joint Escrow Instructions by and between Intuit Inc. and Kilroy Realty, L.P.
|
|
|
|
8-K
|
11/16/2015
|
Exhibit Number
|
|
Exhibit Description
|
|
Filed Herewith
|
|
Incorporated by Reference Form/File No.
|
Date
|
|
|
|
|
|
|
|
|
10.79
|
|
Lease Agreement dated as of July 31, 2003 between Intuit and Charleston Properties for 2475, 2500, 2525, 2535 and 2550 Garcia Avenue, Mountain View, CA
|
|
|
|
10-K
|
9/19/2003
|
|
|
|
|
|
|
|
|
10.80
|
|
Lease Agreement dated as of July 31, 2003 between Intuit and Charleston Properties for 2650, 2675, 2700 and 2750 Coast Avenue and 2600 Casey Avenue, Mountain View, California
|
|
|
|
10-K
|
9/19/2003
|
|
|
|
|
|
|
|
|
10.81
|
|
Second Amendment to Lease Agreement Phase 1, effective January 1, 2011, between Intuit Inc. and Charleston Properties
|
|
|
|
10-Q
|
3/1/2011
|
|
|
|
|
|
|
|
|
10.82
|
|
Third Amendment to Lease Agreement Phase 2, effective January 1, 2011, between Intuit Inc. and Charleston Properties
|
|
|
|
10-Q
|
3/1/2011
|
|
|
|
|
|
|
|
|
21.01
|
|
List of Intuit’s Subsidiaries
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
23.01
|
|
Consent of Independent Registered Public Accounting Firm
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
24.01
|
|
Power of Attorney (see signature page)
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
31.01
|
|
Certification of Chief Executive Officer
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
31.02
|
|
Certification of Chief Financial Officer
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
32.01*
|
|
Section 1350 Certification (Chief Executive Officer)
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
32.02*
|
|
Section 1350 Certification (Chief Financial Officer)
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.INS
|
|
XBRL Instance Document
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
X
|
|
|
|
|
|
|
|
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase
|
|
X
|
|
|
|
+
|
|
Indicates a management contract or compensatory plan or arrangement.
|
#
|
|
We have requested confidential treatment for certain portions of this document pursuant to an application for confidential treatment sent to the Securities and Exchange Commission (SEC). We omitted such portions from this filing and filed them separately with the SEC.
|
*
|
|
This certification is not deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent that Intuit specifically incorporates it by reference.
|
Name of Participant:
|
***
|
Number of Shares:
|
***
|
(a)
|
Following a Vesting Date, the Company will issue you the Shares that became vested on such Vesting Date as soon as reasonably possible after the earlier of (i) the date that is one year following the applicable Vesting Date, or (ii) the date of your death or termination of employment on account of Disability, or (iii) the occurrence of a Corporate Transaction that is a 409A Change in Control (as defined below). In the event that the 409A Change in Control precedes such Vesting Date, the Company will issue you the Shares that become vested on such Vesting Date as soon as reasonably possible following such Vesting Date. For avoidance of doubt, the occurrence of a Corporate Transaction that is not a 409A Change in Control will not trigger the issuance of Shares prior to the date that is one year following the applicable Vesting Date.
|
(b)
|
Upon the occurrence of an event described in Sections 1(b), 1(c) or 1(d), any Shares that become vested on account of the application of Sections 1(b), 1(c) or 1(d) will be issued to you by the Company as soon as reasonably possible after the occurrence thereof. In addition, upon the occurrence of an event described in Sections 1(b), 1(c) or 1(d) after a Vesting Date, any Shares that previously became vested on account of the occurrence of such Vesting Date but have not yet been issued to you shall be issued by the Company as soon as reasonably possible after the occurrence of the event described in Section 1(b), 1(c) or 1(d), but in any event in compliance with Section 409A of the Code, including the provisions of Section 6(f) below.
|
(c)
|
A “409A Change in Control” shall mean a “change in the ownership or effective control” of the Company or “change in the ownership of a substantial portion of the assets” of the Company within the meaning of Treasury Regulations §§1.409A-3(a)(5) and 1.409A-3(i).
|
(d)
|
For purposes of this Award, each date on which the shares are issued to you in respect of the Award is referred to as a “Settlement Date.” Until the date the Shares are issued to you, you will have no rights as a stockholder of the Company. All issuances of Shares will be subject to the requirements of Section 409A of the Code.
|
(e)
|
Notwithstanding the foregoing, upon your Termination by the Company for Cause (as defined below), any portion of the Award that has not been previously settled will terminate, be forfeited, and you will have no further right or claim to anything under this Award. “Cause” means, for purposes of this Agreement, (i) gross negligence or willful misconduct in the performance of your duties to the Company (other than as a result of a Disability) that has resulted or is likely to result in material damage to the Company, after a written demand for substantial performance is delivered to you by the Board of Directors which specifically identifies the manner in which you have not substantially performed your duties and you have been provided with a reasonable opportunity of not less than 30 days to cure any alleged gross negligence or willful misconduct; (ii) commission of any act of fraud with respect to the Company; or (iii) conviction of a felony or a crime involving moral turpitude. No act or failure to act by you will be considered “willful” if done or omitted by you in good faith with reasonable belief that your action or omission was in the best interests of the Company. If the term “Cause” is defined in a separate agreement between you and the Company setting forth the terms of your employment relationship with the Company, that definition of “Cause” shall apply in lieu of the definition set forth in this Section 2(e).
|
3.
|
Rights as a Stockholder; Dividend Equivalent Rights
. You shall have no voting or other rights as a stockholder with respect to the Shares of Common Stock underlying the Award until such Shares of Common Stock have been issued to you. Notwithstanding the preceding sentence, you shall be entitled to receive payment of the equivalent of any and all dividends declared by the Company on its Common Stock on each date on which dividends are paid on and after the date of grant of the Award in an amount equal to the amount of such dividends multiplied by the number of Shares of Common Stock underlying the then outstanding portion of the Award. These dividend equivalents shall be paid upon the later of (a) the date dividends are paid to the common stockholders of the Company, or (b) the date the Restricted Stock Units with respect to which such dividend equivalents are payable become vested and the underlying Shares of Common Stock are issued (it being understood that no dividend equivalents will be paid with respect to Shares underlying any Restricted Stock Units that do not vest, but that dividend equivalent rights equal to the dividends declared on the Company’s Common Stock from and after the date of grant of the unvested Restricted Stock Units shall be paid as and when such Restricted Stock Units vest and the underlying Shares of Common Stock are issued).
|
4.
|
Withholding Taxes
. This Award is generally taxable for purposes of United States federal income upon a Settlement Date based on the Fair Market Value on such date; provided that this Award may become taxable for purposes of employment taxes upon vesting, if earlier than a Settlement Date. To the extent required by applicable federal, state or other law, you shall make arrangements satisfactory to the Company for the payment and satisfaction of any income tax, social security tax, payroll tax, payment on account or other tax related to withholding obligations that arise under this Award and, if applicable, any sale of Shares. The Company shall not be required to issue Shares pursuant to this Award or to recognize any purported transfer of Shares until such obligations are satisfied. Unless otherwise agreed to by the Company and you, these obligations will be satisfied by the Company withholding a number of Shares that would otherwise be issued under this Award that the Company determines has a Fair Market Value sufficient to meet the tax withholding obligations, including but not limited to withholding with respect to income and/or employment taxes on this Award, including any dividend equivalent rights paid with respect to any Shares of Common Stock underlying this Award. For purposes of this Award, “Fair Market Value” is defined in Section 27(
l
) of the Plan.
|
(f)
|
This Award, and any issuance of Shares thereunder, is intended to comply and shall be interpreted in accordance with Section 409A of the Code. Should any payments made to you in accordance with this Agreement be determined to be payments from a nonqualified deferred compensation plan, as defined by Section 409A of the Code and are payable in connection with your Separation from Service, that are not exempt from Section 409A of the Code as a short-term deferral or otherwise, these payments, to the extent otherwise payable within six (6) months after your date of Separation from Service, will be paid in a lump sum on the earlier of the date that is six (6) months after your date of Separation from Service or the date of your death. For purposes of this Agreement, a “Separation from Service” means an anticipated permanent reduction in the level of bona fide services to twenty percent (20%) or less of the average level of bona fide services performed over the immediately preceding thirty-six (36) month period. For purposes of Section 409A of the Code, the payments to be made to you in accordance with this Agreement shall be treated as a right to a series of separate payments.
|
(g)
|
Communications regarding the Plan and this Award may be made by electronic delivery through an online or electronic system established and maintained by the Company or a third party designated by the Company (currently through the Morgan Stanley StockPlan Connect website, from which you may easily access, review and print the communications posted thereon).
|
3.
|
Rights as a Stockholder; Dividend Equivalent Rights
. You shall have no voting or other rights as a stockholder with respect to the Shares of Common Stock underlying the Award until such Shares of Common Stock have been issued to you. Notwithstanding the preceding sentence, you shall be entitled to receive payment of the equivalent of any and all dividends declared by the Company on its Common Stock on each date on which dividends are paid on and after the date of grant of the Award in an amount equal to the amount of such dividends multiplied by the number of Shares of Common Stock underlying the then outstanding portion of the Award. These dividend equivalents shall be paid upon the later of (a) the date dividends are paid to the common stockholders of the Company, or (b) the date the Restricted Stock Units with respect to which such dividend equivalents are payable become vested and the underlying Shares of Common Stock are issued (it being understood that no dividend equivalents will be paid with respect to Shares underlying any Restricted Stock Units that do not vest, but that dividend equivalent rights equal to the dividends declared on the Company’s Common Stock from and after the date of grant of the unvested Restricted Stock Units shall be paid as and when such Restricted Stock Units vest and the underlying Shares of Common Stock are issued).
|
4.
|
Withholding Taxes
. This Award is generally taxable for purposes of United States federal income taxes on vesting based on the Fair Market Value on the Settlement Date; provided that this Award may become taxable for purposes of employment taxes upon vesting, if earlier than a Settlement Date. To the extent required by applicable federal, state or other law, you will make arrangements satisfactory to the Company for the payment and satisfaction of any income tax, social security tax, payroll tax, payment on account or other tax related to withholding obligations that arise under this Award and, if applicable, any sale of Shares. The Company will not be required to issue Shares pursuant to this Award or to recognize any purported transfer of Shares until such obligations are satisfied. Unless otherwise agreed to by the Company and you, these obligations will be satisfied by the Company withholding a number of Shares that would otherwise be issued under this Award that the Company determines has a Fair Market Value sufficient to meet the tax withholding obligations, including but not limited to withholding with respect to income and/or employment taxes on this Award, including any dividend equivalent rights paid with respect to any Shares of Common Stock underlying this Award. “Fair Market Value” is defined in Section 27(
l
) of the Plan.
|
(f)
|
This Award, and any issuance of Shares thereunder, is intended to comply and will be interpreted in accordance with Section 409A of the Code. Should any payments made to you in accordance with this Agreement be determined to be payments from a nonqualified deferred compensation plan, as defined by Section 409A of the Code and are payable in connection with your Separation from Service, that are not exempt from Section 409A of the Code as a short-term deferral or otherwise, these payments, to the extent otherwise payable within six (6) months after your date of Separation from Service, will be paid in a lump sum on the earlier of the date that is six (6) months after your date of Separation from Service or the date of your death. For purposes of this Agreement, a “Separation from Service” means an anticipated permanent reduction in the level of bona fide services to twenty percent (20%) or less of the average level of bona fide services performed over the immediately preceding thirty-six (36) month period. For purposes of Section 409A of the Code, the payments to be made to you in accordance with this Agreement shall be treated as a right to a series of separate payments.
|
(g)
|
Communications regarding the Plan and this Award may be made by electronic delivery through an online or electronic system established and maintained by the Company or a third party designated by the Company (currently through the Morgan Stanley StockPlan Connect website, from which you may easily access, review and print the communications posted thereon).
|
Name of Participant:
|
***
|
Number of Shares:
|
***
|
3.
|
Rights as a Stockholder; Dividend Equivalent Rights
. You shall have no voting or other rights as a stockholder with respect to the Shares of Common Stock underlying the Award until such Shares of Common Stock have been issued to you. Notwithstanding the preceding sentence, you shall be entitled to receive payment of the equivalent of any and all dividends declared by the Company on its Common Stock on each date on which dividends are paid on and after the date of grant of the Award in an amount equal to the amount of such dividends multiplied by the number of Shares of Common Stock underlying the then outstanding portion of the Award. These dividend equivalents shall be paid upon the later of (a) the date dividends are paid to the common stockholders of the Company, or (b) the date the Restricted Stock Units with respect to which such dividend equivalents are payable become vested (it being understood that no dividend equivalents will be paid with respect to Shares underlying any Restricted Stock Units that do not vest, but that dividend equivalent rights equal to the dividends declared on the Company’s Common Stock from and after the date of grant of the unvested Restricted Stock Units shall be paid as and when such Restricted Stock Units vest).
|
4.
|
Withholding Taxes
. This Award is generally taxable for purposes of United States federal income and employment taxes upon vesting based on the Fair Market Value on the date the Award (or portion thereof) vests. To the extent required by applicable federal, state or other law, you shall make arrangements satisfactory to the Company for the payment and satisfaction of any income tax, social security tax, payroll tax, payment on account or other tax related to withholding obligations that arise under this Award and, if applicable, any sale of Shares. The Company shall not be required to issue Shares pursuant to this Award or to recognize any purported transfer of Shares until such obligations are satisfied. Unless otherwise agreed to by the Company and you, these obligations will be satisfied by the Company withholding a number of Shares that would otherwise be issued under this Award that the Company determines has a Fair Market Value sufficient to meet the tax withholding obligations. For purposes of this Award, “Fair Market Value” is defined in Section 27(
l
) of the Plan.
|
(f)
|
This Award, and any issuance of Shares thereunder, is intended to comply and shall be interpreted in accordance with Section 409A of the Code. Should any payments made to you in accordance with this Agreement be determined to be payments from a nonqualified deferred compensation plan, as defined by Section 409A of the Code and are payable in connection with your Separation from Service, that are not exempt from Section 409A of the Code as a short-term deferral or otherwise, these payments, to the extent otherwise payable within six (6) months after your date of Separation from Service, will be paid in a lump sum on the earlier of the date that is six (6) months after your date of Separation from Service or the date of your death. For purposes of this Agreement, a “Separation from Service” means an anticipated permanent reduction in the level of bona fide services to twenty percent (20%) or less of the average level of bona fide services performed over the immediately preceding thirty-six (36) month period. For purposes of Section 409A of the Code, the payments to be made to you in accordance with this Agreement shall be treated as a right to a series of separate payments.
|
(g)
|
Communications regarding the Plan and this Award may be made by electronic delivery through an online or electronic system established and maintained by the Company or a third party designated by the Company (currently through the Morgan Stanley StockPlan Connect website, from which you may easily access, review and print the communications posted thereon).
|
3.
|
Rights as a Stockholder; Dividend Equivalent Rights
. You shall have no voting or other rights as a stockholder with respect to the Shares of Common Stock underlying the Award until such Shares of Common Stock have been issued to you. Notwithstanding the preceding sentence, you shall be entitled to receive payment of the equivalent of any and all dividends declared by the Company on its Common Stock on each date on which dividends are paid on and after the date of grant of the Award in an amount equal to the amount of such dividends multiplied by the number of Shares of Common Stock underlying the then outstanding portion of the Award. These dividend equivalents shall be paid upon the later of (a) the date dividends are paid to the common stockholders of the Company, or (b) the date the Restricted Stock Units with respect to which such dividend equivalents are payable become vested (it being understood that no dividend equivalents will be paid with respect to Shares underlying any Restricted Stock Units that do not vest, but that dividend equivalent rights equal to the dividends declared on the Company’s Common Stock from and after the date of grant of the unvested Restricted Stock Units shall be paid as and when such Restricted Stock Units vest).
|
4.
|
Withholding Taxes
. This Award is generally taxable for purposes of United States federal income and employment taxes on vesting based on the Fair Market Value on the Vesting Date. To the extent required by applicable federal, state or other
|
(f)
|
This Award, and any issuance of Shares thereunder, is intended to comply and will be interpreted in accordance with Section 409A of the Code. Should any payments made to you in accordance with this Agreement be determined to be payments from a nonqualified deferred compensation plan, as defined by Section 409A of the Code and are payable in connection with your Separation from Service, that are not exempt from Section 409A of the Code as a short-term deferral or otherwise, these payments, to the extent otherwise payable within six (6) months after your date of Separation from Service, will be paid in a lump sum on the earlier of the date that is six (6) months after your date of Separation from Service or the date of your death. For purposes of this Agreement, a “Separation from Service” means an anticipated permanent reduction in the level of bona fide services to twenty percent (20%) or less of the average level of bona fide services performed over the immediately preceding thirty-six (36) month period. For purposes of Section 409A of the Code, the payments to be made to you in accordance with this Agreement shall be treated as a right to a series of separate payments.
|
(g)
|
Communications regarding the Plan and this Award may be made by electronic delivery through an online or electronic system established and maintained by the Company or a third party designated by the Company (currently through the Morgan Stanley StockPlan Connect website, from which you may easily access, review and print the communications posted thereon).
|
Name of Participant:
|
***
|
Number of Shares:
|
***
|
4.
|
Withholding Taxes
: This Award is generally taxable for purposes of United States federal income and employment taxes upon vesting based on the Fair Market Value on the date the Award (or portion thereof) vests. To the extent required by applicable federal, state or other law, you shall make arrangements satisfactory to the Company for the payment and satisfaction of any income tax, social security tax, payroll tax, payment on account or other tax related to withholding obligations that arise under this Award and, if applicable, any sale of Shares. The Company shall not be required to issue Shares pursuant to this Award or to recognize any purported transfer of Shares until such obligations are satisfied. Unless otherwise agreed to by the Company and you, these obligations will be satisfied by the Company withholding a number of Shares that would otherwise be issued under this Award that the Company determines has a Fair Market Value sufficient to meet the tax withholding obligations. For purposes of this Award, “Fair Market Value” is defined in Section 27(
l
) of the Plan.
|
(f)
|
This Award, and any issuance of Shares thereunder, is intended to comply and shall be interpreted in accordance with Section 409A of the Code. Should any payments made to you in accordance with this Agreement be determined to be payments from a nonqualified deferred compensation plan, as defined by Section 409A of the Code and are payable in connection with your Separation from Service, that are not exempt from Section 409A of the Code as a short-term deferral or otherwise, these payments, to the extent otherwise payable within six (6) months after your date of Separation from Service, will be paid in a lump sum on the earlier of the date that is six (6) months after your date of Separation from Service or the date of your death. For purposes of this Agreement, a “Separation from Service” means an anticipated permanent reduction in the level of bona fide services to twenty percent (20%) or less of the average level of bona fide services performed over the immediately preceding thirty-six (36) month period. For purposes of Section 409A of the Code, the payments to be made to you in accordance with this Agreement shall be treated as a right to a series of separate payments.
|
(g)
|
Communications regarding the Plan and this Award may be made by electronic delivery through an online or electronic system established and maintained by the Company or a third party designated by the Company (currently through the Morgan Stanley StockPlan Connect website, from which you may easily access, review and print the communications posted thereon).
|
Vesting Schedule:
|
So long as you are providing services to the Company, 33 1/3% of the Shares will vest on the First Vesting Date; then 2.778% of the Shares will vest on each monthly anniversary of the first Vesting Date until 100% vested.
|
1.
|
Overview:
Intuit Inc.’s Performance Incentive Plan (“IPI”) is a program under which Intuit Inc. (“Intuit”) pays discretionary cash bonus awards to select employees located in the United States of America. Bonus awards under the IPI are paid annually. The amount of a bonus award is based upon the employee’s bonus target, Intuit’s performance during the fiscal year and the employee’s performance during the fiscal year. The IPI is intended to provide employees with “performance-based compensation” within the meaning of Section 409A of the Internal Revenue Code (“Code”).
|
2.
|
Purposes
: The IPI is a component of Intuit’s overall strategy to pay its employees for performance. The purposes of IPI are to: (i) attract and retain top performing employees; (ii) motivate employees by tying compensation to Intuit’s performance; and (iii) reward exceptional individual performance that supports overall Intuit objectives.
|
3.
|
Effective Date
: The terms of this IPI document will be applicable to bonuses for services during Intuit’s 2017 fiscal year that begins August 1, 2016 and ends on July 31, 2017 (“Fiscal Year”).
|
4.
|
Eligibility
: All employees on the payroll of Intuit are eligible to participate in the IPI for the Fiscal Year, except for employees who (i) are classified as seasonal employees, (ii) are classified as interns/project employees, (iii) participate in Intuit’s Senior Executive Incentive Plan, unless such employee is specifically approved by the Compensation and Organizational Development Committee (“Compensation Committee”) also to participate in the IPI, (iv) participate in other Intuit incentive compensation plans that specifically exclude an employee’s participation in the IPI, including, but not limited to, Intuit’s sales incentive compensation plans and contact center incentive compensation plans, (v) participate in an incentive compensation plan sponsored by Intuit or an Intuit subsidiary for international employees that is designed to provide a cash incentive benefit to such employees comparable to or in lieu of the IPI, (vi) work for Intuit on a purely commission basis, (vii) participate in the Performance Incentive Plan for Employees of International Subsidiaries of Intuit Inc., (viii) commence employment pursuant to an offer letter which excludes participation in the IPI, (ix) as otherwise determined by the Compensation Committee at any time in its sole discretion, or (x) as otherwise determined under Paragraph 9 of the IPI. Those employees who are determined to be eligible for bonus awards under the IPI are called “Participants”. Participants in the IPI (other than Senior Officers, which term means the Chief Financial Officer, any Executive Vice President or Senior Vice President, the Vice President of Internal Audit and any other officer who is a Section 16 officer or any other officer who reports to the President and Chief Executive Officer) are not eligible to simultaneously participate in any other bonus or cash incentive plan, unless the Senior Vice President of Human Resources or his/her delegate otherwise specifically approves such participation. Senior Officers who are Participants in the IPI are not eligible to simultaneously participate in any other bonus or cash incentive plan, unless the Compensation Committee otherwise specifically approves such participation. An employee must commence employment or otherwise become eligible to participate in the IPI no later than April 1, 2017 to be eligible for a bonus award under the IPI for the Fiscal Year. Being a Participant does not entitle the individual to receive a bonus award. Bonus awards are payable to Participants who meet the criteria set forth in Paragraph 6 below.
|
5.
|
Plan Year
: The IPI operates on a fiscal year basis, August 1, 2016 through July 31, 2017.
|
6.
|
Bonus Awards
: Bonus awards are discretionary payments. A Participant must be an active employee in good standing and on Intuit’s or an Intuit subsidiary’s payroll on July 31, 2017 to receive a bonus payment. A Participant who is not actively employed and on the payroll of Intuit or an Intuit subsidiary for any reason on July 31, 2017 is not entitled to a partial or pro rata bonus award. Intuit may make exceptions in its sole discretion, provided, however, any such exception must be made by the
|
a.
|
Bonus Targets
:
|
b.
|
Determination of a Bonus Award Amount
|
i.
|
The amount of a bonus award to a Participant who is a Senior Officer shall be determined by the Compensation Committee, in consultation with Intuit’s President and Chief Executive Officer. The amount of a bonus award to a Participant who is not a Senior Officer shall be determined by the executive leader of the Participant’s business unit or functional group and Intuit’s President and Chief Executive Officer in consultation with the Participant’s direct manager and the Senior Vice President of Human Resources or his/her delegate.
|
ii.
|
A Participant’s bonus award shall be linked to an assessment of Intuit’s achievement of corporate and financial goals and the Participant’s total job performance for the Fiscal Year. Factors that may be considered, include but are not limited to, what the Participant does to advance Intuit’s success and how the Participant does it, especially leadership, balance of short-term actions with long-term goals, resource allocation and maintenance by the Participant of focus on Intuit while prioritizing the needs of customers, employees and stockholders.
|
iii.
|
There is neither a minimum nor maximum amount of a bonus award that may be paid to a Participant for the Fiscal Year. Subject to the terms and conditions of Section 6, at Intuit’s discretion, a bonus award amount may be prorated based on the length of a Participant’s service or other factors, provided, however, that decisions relating to Senior Officers must be made by the Compensation Committee.
|
iv.
|
Any bonus award paid to a Participant is subject to all applicable taxes and withholding.
|
c.
|
When Bonus Awards are Paid
: The timing for payment of a bonus award shall be determined by the Senior Vice President of Human Resources or his/her delegate in consultation with Intuit’s President and Chief Executive Officer and other senior management. A Participant has no right to a bonus award or any portion of a bonus award until it is earned. Notwithstanding the foregoing, in the event of an administrative error in the calculation or payment of a bonus award to a Participant, Intuit reserves the right to seek recovery from a Participant of an erroneously paid excessive bonus amount. Once a bonus award is no longer subject to a “substantial risk of forfeiture” (as determined pursuant to regulations and/or other guidance promulgated under Section 409A of the Code), then it shall be paid not later than the later of: (i) 2½ months after the end of Intuit’s first taxable year when the bonus award is no longer subject to such “substantial risk of forfeiture”, or (ii) 2½ months after the end of such Participant’s first taxable year when the bonus award is no longer subject to such “substantial risk of forfeiture”; unless a later date is established by Intuit, or Intuit permits the Participant to designate a later date, in either case only as permitted under Section 409A of the Code.
|
7.
|
Unfunded
: The IPI is not funded. Bonus awards, if any, shall be made from the general assets of Intuit. The Compensation Committee shall determine in its sole discretion the amount of funds that shall be made available for bonus awards under the IPI based on Intuit’s performance for the Fiscal Year, but which may not in any event exceed 150% of the bonus targets for all Participants, calculated on an aggregate, company-wide basis. Intuit’s performance for this purpose may be measured in a number of ways, including but not limited to: financial measures, such as revenue and operating income; qualitative measures, such as accomplishments to position Intuit for the future; the year’s market conditions; stockholder returns; and progress of Intuit’s business model. Intuit shall have no obligation to pay any bonus awards under the IPI simply because the Compensation Committee has determined that a certain sum has been made available from which to pay bonus awards.
|
8.
|
Amendment
: The Compensation Committee has the authority to terminate, change, modify or amend the provisions of the IPI at any time in its sole discretion, including during or after the Fiscal Year. Notwithstanding the foregoing, Intuit’s President and Chief Executive Officer, Chief Financial Officer and Senior Vice President of Human Resources each individually, has the authority to make amendments to the IPI that do not significantly increase the cost of the IPI and which in such individual’s determination (i) clarify the terms of the IPI; (ii) assist in the administration of the IPI; (iii) are necessary or advisable for the IPI to comply with applicable law; or (iv) are necessary or advisable for the IPI to provide “performance-based compensation” within the meaning of Code Section 409A.
|
9.
|
Administration and Discretion
: Except as otherwise required for Senior Officers under the Charter of the Compensation Committee or as otherwise expressly provided in the IPI, Intuit’s President and Chief Executive Officer and the Senior Vice President of Human Resources or his/her delegate each have the discretion to: (a) adopt such rules, regulations, agreements and instruments as deemed necessary to administer the IPI; (b) interpret the terms of the IPI; (c) determine an employee’s eligibility under the IPI; (d) determine whether a Participant is to receive a bonus award under the IPI; (e) determine the amount of any bonus award to a Participant, if any; (f) determine when a bonus award is to be paid to a Participant and whether any such bonus award should be prorated based on the Participant’s service or
|
10.
|
Participation Provides No Guarantee of Employment
: Employment at Intuit is at-will and participation in the IPI in no way constitutes an employment contract conferring either a right or obligation of continued employment.
|
11.
|
Governing Law
: The IPI will be governed by and construed in accordance with the laws of the State of California, without regard to choice of law principles of California or other jurisdictions. Any action, suit, or proceeding relating to the IPI or any bonus award target or bonus award granted under the IPI shall be brought in the state or federal courts of competent jurisdiction in Santa Clara County in the State of California.
|
Entity
|
Formation
|
Acrede Consulting Limited
|
Jersey
|
Acrede HR and Payroll Solutions Iberia SL
|
Spain
|
Acrede HR and Payroll Solutions (Jersey) Limited
|
Jersey
|
Acrede Technology Group Holdings Limited
|
Jersey
|
AisleBuyer, LLC
|
Delaware
|
Apps.com, Inc.
|
Delaware
|
CBS Corporate Services, Inc.
|
Texas
|
CBS Employer Services, Inc.
|
Texas
|
CBS Properties, Inc.
|
Texas
|
Computing Resources, Inc.
|
Nevada
|
Dallas Innovative Merchant Solutions, LLC
|
Texas
|
Docstoc Inc.
|
Delaware
|
Electronic Clearing House, Inc.
|
Nevada
|
EmployeeMatters Insurance Agency, Inc.
|
Connecticut
|
FTP Holdings Ltd
|
Jersey
|
GoodApril, Inc.
|
Delaware
|
INTU Holdings, Ltd.
|
Mauritius
|
Intuit Administrative Services, Inc.
|
Delaware
|
Intuit Australia Pty Limited
|
Australia
|
Intuit Brasil Participações Ltda.
|
Brazil
|
Intuit (Check) Software Ltd.
|
Israel
|
Intuit Canada Tax ULC
|
Canada
|
Intuit Canada ULC
|
Canada
|
Intuit Consumer Group Inc.
|
California
|
Intuit Distribution Inc.
|
California
|
Intuit Do-It-Yourself Payroll
|
California
|
Intuit Financing Inc.
|
Delaware
|
Intuit France SAS
|
France
|
Intuit Holding Ltd
|
United Kingdom
|
Intuit India Product Development Centre Private Ltd.
|
India
|
Intuit India Software Solutions Private Limited
|
India
|
Intuit Insurance Services Inc.
|
California
|
Intuit Limited
|
United Kingdom
|
Intuit Mint Bills, Inc.
|
Delaware
|
Intuit Mint Bills Payments, Inc.
|
Delaware
|
Intuit Payment Solutions, LLC
|
California
|
Intuit Payments Inc.
|
Delaware
|
Intuit Payroll Holding, LLC
|
Delaware
|
Intuit Payroll Services, LLC
|
Delaware
|
Intuit Singapore Pte. Limited
|
Singapore
|
Investment Solution Inc.
|
Delaware
|
KDK Softwares
|
India
|
Lacerte Software Corporation
|
Delaware
|
Lettuce Inc.
|
Delaware
|
Level Up Analytics GmbH
|
Germany
|
Lion’s Partners, LLC
|
Delaware
|
MerchantAmerica, Inc.
|
California
|
Mint Software Inc.
|
Delaware
|
Nuance Data, Inc.
|
Delaware
|
PayCycle, Inc.
|
Delaware
|
Payroll Solution, Inc.
|
Texas
|
Porticor Inc.
|
Delaware
|
Porticor Ltd.
|
Israel
|
Quicken Investment Services, Inc.
|
Delaware
|
Quincy Data Center, LLC
|
Washington
|
SecureTax.com, Inc.
|
Delaware
|
Superior Bankcard Service LLC
|
Delaware
|
XpressCheX, Inc.
|
California
|
|
|
|
Form S-8 No.
|
|
Plan
|
333-121170
|
|
Intuit Inc. 2005 Equity Incentive Plan
|
|
|
|
333-130453
|
|
Intuit Inc. 2005 Equity Incentive Plan
|
|
|
|
333-139452
|
|
Intuit Inc. 2005 Equity Incentive Plan; Intuit Inc. Employee Stock Purchase Plan
|
|
|
|
333-148112
|
|
Intuit Inc. 2005 Equity Incentive Plan
|
|
|
|
333-148580
|
|
Homestead.com Incorporated 1996 Stock Option Plan; Homestead Technologies Inc. 2006 Equity Incentive Plan
|
|
|
|
333-156205
|
|
Intuit Inc. 2005 Equity Incentive Plan
|
|
|
|
333-161044
|
|
PayCycle, Inc. 1999 Equity Incentive Plan
|
|
|
|
333-163145
|
|
Mint Software Inc. Third Amended and Restated 2006 Stock Plan
|
|
|
|
333-163728
|
|
Intuit Inc. 2005 Equity Incentive Plan; Intuit Inc. Employee Stock Purchase Plan
|
|
|
|
333-171768
|
|
Intuit Inc. Amended and Restated 2005 Equity Incentive Plan
|
|
|
|
333-179110
|
|
Intuit Inc. Employee Stock Purchase Plan
|
|
|
|
333-181732
|
|
Demandforce, Inc. 2007 Equity Incentive Plan
|
|
|
|
333-192062
|
|
Amended and Restated Level Up Analytics, Inc. 2012 Stock Plan
|
|
|
|
333-193184
|
|
Docstoc Inc. 2007 Stock Plan
|
|
|
|
333-193551
|
|
Intuit Inc. Amended and Restated 2005 Equity Incentive Plan
|
|
|
|
333-196197
|
|
Restricted stock units granted under the Lettuce Inc. 2014 Equity Incentive Plan, and assumed by the Registrant
|
|
|
|
333-197082
|
|
Check Inc. Second Restated 2007 Stock Option Incentive Plan and Netgate Software Ltd. Israeli Sub-Plan to the Check Inc. Second Restated 2007 Stock Option Incentive Plan
|
|
|
|
333-201426
|
|
Acrede Technology Group Holdings Limited 2014 Equity Incentive Plan
|
|
|
|
333-201671
|
|
Intuit Inc. Employee Stock Purchase Plan
|
|
|
|
333-202214
|
|
Porticor Ltd. 2015 Incentive Plan
|
|
|
|
Form S-3 No.
|
|
Prospectus
|
333-50417
|
|
$500,000,000 in the aggregate of common stock, preferred stock and debt securities
|
|
|
|
333-63739
|
|
$500,000,000 in the aggregate of common stock, preferred stock and debt securities
|
|
|
|
333-54610
|
|
$1,000,000,000 in the aggregate of common stock, preferred stock and debt securities
|
|
|
|
333-192130
|
|
$8,257,953.60 in the aggregate of common stock
|
|
|
|
Form S-4 No.
|
|
Prospectus
|
333-71097
|
|
$500,000,000 in the aggregate of common stock
|
/s/ Ernst & Young LLP
|
||
San Jose, California
|
||
September 1, 2016
|
1.
|
I have reviewed this annual report on Form 10-K of Intuit Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
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a.
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All significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b.
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Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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1.
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I have reviewed this annual report on Form 10-K of Intuit Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
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Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
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The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
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a.
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Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b.
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Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, 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;
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c.
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d.
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
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•
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
•
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ BRAD D. SMITH
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Brad D. Smith
|
|
Chairman and Chief Executive Officer
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(Principal Executive Officer)
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|
|
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Date:
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September 1, 2016
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•
|
The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
•
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
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/s/ R. NEIL WILLIAMS
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|
R. Neil Williams
|
|
Executive Vice President and Chief Financial Officer
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|
(Principal Financial Officer)
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|
|
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Date:
|
September 1, 2016
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