10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(MARK ONE) 

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

FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2022

OR 

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

FOR THE TRANSITION PERIOD FROM              TO        

 COMMISSION FILE NUMBER: 001-36334

 KEYSIGHT TECHNOLOGIES, INC.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

Delaware		46-4254555
(State or other jurisdiction of		(IRS employer
incorporation or organization)		Identification no.)
1400 Fountaingrove Parkway
Santa Rosa	California	95403
(Address of principal executive offices)		(Zip Code)

 

Registrant’s telephone number, including area code: (800) 829-4444  

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

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.01 per share	KEYS	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes ☒  No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes ☒  No ☐

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

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section13(a)of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes ☐ No ☒ 

The number of shares of common stock outstanding at May 27, 2022 was 179,945,914.

TABLE OF CONTENTS

			Page Number
Part I.	Financial Information		3
	Item 1.	Condensed Consolidated Financial Statements (Unaudited)	3
		Condensed Consolidated Statement of Operations	3
		Condensed Consolidated Statement of Comprehensive Income	4
		Condensed Consolidated Balance Sheet	5
		Condensed Consolidated Statement of Cash Flows	6
		Condensed Consolidated Statement of Equity	7
		Notes to Condensed Consolidated Financial Statements	8
	Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	23
	Item 3.	Quantitative and Qualitative Disclosures About Market Risk	32
	Item 4.	Controls and Procedures	32
Part II.	Other Information		32
	Item 1.	Legal Proceedings	32
	Item 1A.	Risk Factors	33
	Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	47
	Item 6.	Exhibits	48
Signatures			49

2

PART I. FINANCIAL INFORMATION

Item 1. Condensed Consolidated Financial Statements (Unaudited)

KEYSIGHT TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(in millions, except per share data)

(Unaudited)

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
Revenue:
Products	$	1,112	$	996	$	2,142	$	1,966
Services and other	239		225		459		435
Total revenue	1,351		1,221		2,601		2,401
Costs and expenses:
Cost of products	404		389		765		781
Cost of services and other	88		95		173		176
Total costs	492		484		938		957
Research and development	210		209		420		408
Selling, general and administrative	319		297		645		598
Other operating expense (income), net	3		(4)		—		(9)
Total costs and expenses	1,024		986		2,003		1,954
Income from operations	327		235		598		447
Interest income	1		—		2		1
Interest expense	(19)		(19)		(39)		(39)
Other income (expense), net	(2)		(8)		10		(6)
Income before taxes	307		208		571		403
Provision for income taxes	49		22		84		45
Net income	$	258	$	186	$	487	$	358
Net income per share:
Basic	$	1.42	$	1.01	$	2.67	$	1.93
Diluted	$	1.41	$	0.99	$	2.65	$	1.91
Weighted average shares used in computing net income per share:
Basic	181		185		182		185
Diluted	183		187		183		188

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

3

KEYSIGHT TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME

(in millions)

(Unaudited)

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
Net income	$	258	$	186	$	487	$	358
Other comprehensive income (loss):
Unrealized gain (loss) on derivative instruments, net of tax benefit (expense) of $(9), $(6), $(10) and $(11)	36		22		40		40
Amounts reclassified into earnings related to derivative instruments, net of tax benefit (expense) of zero	(2)		—		(2)		—
Foreign currency translation, net of tax benefit (expense) of zero	(65)		(14)		(86)		17
Net defined benefit pension cost and post retirement plan costs:
Change in net actuarial loss, net of tax expense of $2, $5, $4 and $10	8		17		16		31
Other comprehensive income (loss)	(23)		25		(32)		88
Total comprehensive income	$	235	$	211	$	455	$	446

    

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

4

KEYSIGHT TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEET

(in millions, except par value and share data)

(Unaudited)

	April 30, 2022		October 31, 2021
ASSETS
Current assets:
Cash and cash equivalents	$	1,886	$	2,052
Accounts receivable, net	803		735
Inventory	810		777
Other current assets	387		270
Total current assets	3,886		3,834
Property, plant and equipment, net	664		650
Operating lease right-of-use assets	208		227
Goodwill	1,605		1,628
Other intangible assets, net	228		272
Long-term investments	81		70
Long-term deferred tax assets	673		711
Other assets	419		389
Total assets	$	7,764	$	7,781
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	313	$	287
Employee compensation and benefits	318		355
Deferred revenue	538		478
Income and other taxes payable	52		74
Operating lease liabilities	40		41
Other accrued liabilities	99		74
Total current liabilities	1,360		1,309
Long-term debt	1,792		1,791
Retirement and post-retirement benefits	141		167
Long-term deferred revenue	196		187
Long-term operating lease liabilities	176		191
Other long-term liabilities	320		352
Total liabilities	3,985		3,997
Commitments and contingencies (Note 12)
Stockholders’ equity:
Preferred stock; $0.01 par value; 100 million shares authorized; none issued and outstanding	—		—
Common stock; $0.01 par value; 1 billion shares authorized; 198 million shares at April 30, 2022 and 197 million shares at October 31, 2021 issued	2		2
Treasury stock at cost; 18.1 million shares at April 30, 2022 and 15.1 million shares at October 31, 2021	(1,920)		(1,425)
Additional paid-in-capital	2,254		2,219
Retained earnings	3,917		3,430
Accumulated other comprehensive loss	(474)		(442)
Total stockholders' equity	3,779		3,784
Total liabilities and equity	$	7,764	$	7,781

    

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

5

KEYSIGHT TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

(in millions)

(Unaudited)

	Six Months Ended
	April 30,
	2022		2021
Cash flows from operating activities:
Net income	$	487	$	358
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	59		57
Amortization	53		115
Share-based compensation	77		64
Deferred tax expense (benefit)	13		(18)
Excess and obsolete inventory-related charges	13		14
Loss on settlement of pension plan	—		16
Other non-cash expense (income), net	22		7
Changes in assets and liabilities:
Accounts receivable	(84)		(61)
Inventory	(54)		(23)
Accounts payable	31		18
Employee compensation and benefits	(41)		51
Deferred revenue	90		89
Income taxes payable	(26)		7
Retirement and post-retirement benefits	(14)		4
Other assets and liabilities	(104)		(1)
Net cash provided by operating activities	522		697
Cash flows from investing activities:
Investments in property, plant and equipment	(95)		(61)
Acquisition of businesses and intangible assets, net of cash acquired	(17)		(136)
Purchase of investments	(30)		—
Net cash used in investing activities	(142)		(197)
Cash flows from financing activities:
Proceeds from issuance of common stock under employee stock plans	31		29
Payment of taxes related to net share settlement of equity awards	(74)		(51)
Treasury stock repurchases	(484)		(240)
Payment of acquisition-related contingent consideration	—		(2)
Net cash used in financing activities	(527)		(264)
Effect of exchange rate movements	(21)		6
Net increase (decrease) in cash, cash equivalents, and restricted cash	(168)		242
Cash, cash equivalents, and restricted cash at beginning of period	2,068		1,767
Cash, cash equivalents, and restricted cash at end of period	$	1,900	$	2,009
Supplemental cash flow information:
Interest payments	$	37	$	37
Income tax paid, net	$	122	$	55
Investments in property, plant and equipment included in accounts payable	$	19	$	17

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

6

KEYSIGHT TECHNOLOGIES, INC.

CONDENSED CONSOLIDATED STATEMENT OF EQUITY

(in millions, except number of shares in thousands)

(Unaudited)

	Common Stock					Treasury Stock
	Number of Shares	Par Value		Additional Paid-in Capital		Number of Shares	Treasury Stock at Cost		Retained Earnings		Accumulated Other Comprehensive Loss		Total Stockholders' Equity
Balance as of January 31, 2022	198,195	$	2	$	2,231	(16,223)	$	(1,631)	$	3,659	$	(451)	$	3,810
Net income	—	—		—		—	—		258		—		258
Other comprehensive income (loss), net of tax	—	—		—		—	—		—		(23)		(23)
Issuance of common stock	34	—		—		—	—		—		—		—
Taxes related to net share settlement of equity awards	—	—		(1)		—	—		—		—		(1)
Share-based compensation	—	—		24		—	—		—		—		24
Repurchase of common stock	—	—		—		(1,878)	(289)		—		—		(289)
Balance as of April 30, 2022	198,229	$	2	$	2,254	(18,101)	$	(1,920)	$	3,917	$	(474)	$	3,779
Balance as of October 31, 2021	197,248	$	2	$	2,219	(15,094)	$	(1,425)	$	3,430	$	(442)	$	3,784
Net income	—	—		—		—	—		487		—		487
Other comprehensive income (loss), net of tax	—	—		—		—	—		—		(32)		(32)
Issuance of common stock	981	—		31		—	—		—		—		31
Taxes related to net share settlement of equity awards	—	—		(73)		—	—		—		—		(73)
Share-based compensation	—	—		77		—	—		—		—		77
Repurchase of common stock	—	—		—		(3,007)	(495)		—		—		(495)
Balance as of April 30, 2022	198,229	$	2	$	2,254	(18,101)	$	(1,920)	$	3,917	$	(474)	$	3,779
Balance as of January 31, 2021	196,854	$	2	$	2,134	(10,869)	$	(772)	$	2,708	$	(536)	$	3,536
Net income	—	—		—		—	—		186		—		186
Other comprehensive income (loss), net of tax	—	—		—		—	—		—		25		25
Issuance of common stock	47	—		1		—	—		—		—		1
Taxes related to net share settlement of equity awards	—	—		(2)		—	—		—		—		(2)
Share-based compensation	—	—		19		—	—		—		—		19
Repurchase of common stock	—	—		—		(1,592)	(220)		—		—		(220)
Balance as of April 30, 2021	196,901	$	2	$	2,152	(12,461)	$	(992)	$	2,894	$	(511)	$	3,545
Balance as of October 31, 2020	195,661	$	2	$	2,110	(10,732)	$	(752)	$	2,536	$	(599)	$	3,297
Net income	—	—		—		—	—		358		—		358
Other comprehensive income (loss), net of tax	—	—		—		—	—		—		88		88
Issuance of common stock	1,240	—		29		—	—		—		—		29
Taxes related to net share settlement of equity awards	—	—		(51)		—	—		—		—		(51)
Share-based compensation	—	—		64		—	—		—		—		64
Repurchase of common stock	—	—		—		(1,729)	(240)		—		—		(240)
Balance as of April 30, 2021	196,901	$	2	$	2,152	(12,461)	$	(992)	$	2,894	$	(511)	$	3,545

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

7

KEYSIGHT TECHNOLOGIES, INC.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

1.    OVERVIEW AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Overview. Keysight Technologies, Inc. ("we," "us," "Keysight" or the "company"), incorporated in Delaware on December 6, 2013, is a technology company that helps enterprises, service providers and governments accelerate innovation to connect and secure the world by providing electronic design and test solutions that are used in the simulation, design, validation, manufacture, installation, optimization and secure operation of electronics systems in the communications, networking and electronics industries. We also offer customization, consulting and optimization services throughout the customer's product development lifecycle, including start-up assistance, asset management, up-time services, application services and instrument calibration and repair.

Our fiscal year-end is October 31, and our fiscal quarters end on January 31, April 30 and July 31. Unless otherwise stated, these dates refer to our fiscal year and fiscal quarters.

Basis of Presentation. We have prepared the accompanying financial statements pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the U.S. ("GAAP") have been condensed or omitted pursuant to such rules and regulations. The accompanying financial statements and information should be read in conjunction with our Annual Report on Form 10-K.

In the opinion of management, the accompanying condensed consolidated financial statements contain all normal and recurring adjustments necessary to state fairly our financial position as of April 30, 2022 and October 31, 2021, results of operations for the three and six months ended April 30, 2022 and 2021, and cash flows for the six months ended April 30, 2022 and 2021.

Use of Estimates. The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and various other assumptions believed to be reasonable. Although these estimates are based on management’s knowledge of current events and actions that may impact the company in the future, actual results may be different from the estimates.

Update to Significant Accounting Policies. Except as set forth in the "new accounting pronouncements" section below, there have been no material changes to our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended October 31, 2021.

New Accounting Pronouncements.

ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. In October 2021, the Financial Accounting Standards Board (“FASB”) issued guidance that requires entities to apply Accounting Standards Codification Topic 606 to recognize and measure contract assets and contract liabilities in a business combination. The standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted. We adopted this guidance effective November 1, 2021. The adoption of this guidance did not have a material impact to our condensed consolidated financial statements.

Other amendments to GAAP that do not require adoption until a future date are not expected to have a material impact on our condensed consolidated financial statements upon adoption.

2.    REVENUE

Disaggregation of Revenue

We disaggregate our revenue from contracts with customers by geographic region, end market, and timing of revenue recognition, as we believe these categories best depict how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. Disaggregated revenue is presented for each of our reportable segments, Communications Solutions Group ("CSG") and Electronics Industrial Solutions Group ("EISG").

8

	Three Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Region
Americas	$	468	$	95	$	563	$	409	$	75	$	484
Europe	131		87		218		126		73		199
Asia Pacific	364		206		570		342		196		538
Total revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221
End Market
Aerospace, Defense & Government	$	291	$	—	$	291	$	271	$	—	$	271
Commercial Communications	672		—		672		606		—		606
Electronic Industrial	—		388		388		—		344		344
Total revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221
Timing of Revenue Recognition
Revenue recognized at a point in time	$	805	$	335	$	1,140	$	731	$	301	$	1,032
Revenue recognized over time	158		53		211		146		43		189
Total revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221

	Six Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Region
Americas	$	872	$	174	$	1,046	$	810	$	142	$	952
Europe	274		170		444		258		143		401
Asia Pacific	695		416		1,111		661		387		1,048
Total revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401
End Market
Aerospace, Defense & Government	$	585	$	—	$	585	$	565	$	—	$	565
Commercial Communications	1,256		—		1,256		1,164		—		1,164
Electronic Industrial	—		760		760		—		672		672
Total revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401
Timing of Revenue Recognition
Revenue recognized at a point in time	$	1,535	$	657	$	2,192	$	1,443	$	585	$	2,028
Revenue recognized over time	306		103		409		286		87		373
Total revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401

Our point-in-time revenues are generated predominantly from the sale of various types of design and test software and hardware, and per-incident repair and calibration services. Perpetual software and the portion of term software subscription revenue in this category represents revenue recognized up front upon transfer of control at the time of electronic delivery. Revenue on per-incident repair and calibration services is recognized when services are performed. Over-time revenues are generated predominantly from the repair and calibration contracts, extended warranties, technical support for hardware and software, certain software subscription and Software as a Service ("SaaS") product offerings, and professional services. Technical support for software and when-and-if available software updates and upgrades are sold either together with our software licenses and software subscriptions, including SaaS, or separately as part of our customer support programs.

Additionally, we provide custom solutions that include combinations of hardware, software, software subscriptions, installation, professional services, and other support services, and revenue may be recognized either up front on delivery or over time depending upon the terms of the contract.

9

Contract Balances

Contract assets

Contract assets consist of unbilled receivables and are recorded when revenue is recognized in advance of scheduled billings to our customers. These amounts are primarily related to solutions and support arrangements when transfer of control has occurred but we have not yet invoiced. The contract assets balance was $74 million and $84 million as of April 30, 2022 and October 31, 2021, respectively, and is included in "accounts receivables, net" and "other assets" in our condensed consolidated balance sheet.

Contract costs

We capitalize direct and incremental costs incurred to acquire contracts for which the associated revenue is expected to be recognized in future periods. We have determined that certain employee and third-party representative commission programs meet the requirements to be capitalized. These costs are initially deferred and typically amortized over the term of the customer contract which corresponds to the period of benefit. Capitalized contract costs were $37 million and $39 million as of April 30, 2022 and October 31, 2021, respectively, and are included in “other current assets” and “other assets” in the condensed consolidated balance sheet. The amortization expense associated with these costs was $23 million and $45 million for the three and six months ended April 30, 2022, respectively, and $20 million and $38 million for the corresponding periods last year.

Contract liabilities

Our contract liabilities consist of deferred revenue that arises when we receive consideration in advance of providing the goods or services promised in the contract. Contract liabilities are primarily generated from customer deposits received in advance of shipments for products or rendering of services and are recognized as revenue when services are provided to the customer. We classify deferred revenue as current or non-current based on the timing of when we expect to recognize revenue.

The following table provides a roll-forward of our contract liabilities, current and non-current:

	Six Months Ended
	April 30,
	2022
	(in millions)
Balance at October 31	$	665
Deferral of revenue billed in current period, net of recognition	424
Revenue recognized that was deferred as of the beginning of the period	(337)
Foreign currency translation impact	(18)
Balance at April 30	$	734

Of the $337 million of revenue recognized in the six months ended April 30, 2022 that was deferred as of the beginning of the period, approximately $129 million was recognized in the three months ended April 30, 2022.

Remaining Performance Obligations

Our remaining performance obligations, excluding contracts that have an original expected duration of one year or less, was approximately $407 million as of April 30, 2022, and represents the company’s obligation to deliver products and services and obtain customer acceptance on delivered products. As of April 30, 2022, we expect to fulfill 28 percent of these unsatisfied performance obligations during the remainder of 2022, 39 percent during 2023, and 33 percent thereafter.

3.    SHARE-BASED COMPENSATION

Keysight accounts for share-based awards in accordance with the provisions of the authoritative accounting guidance, which requires the measurement and recognition of compensation expense for all share-based payment awards made to our employees and directors, including restricted stock units ("RSUs"), employee stock purchases made under our Employee Stock Purchase Plan (“ESPP”), and performance share awards granted to selected members of our senior management under the Long-Term Performance (“LTP”) Program, based on estimated fair values. The impact of share-based compensation expense on our condensed consolidated statement of operations was as follows:

10

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Cost of products and services	$	6	$	6	$	14	$	13
Research and development	5		4		16		13
Selling, general and administrative	15		12		47		39
Total share-based compensation expense	$	26	$	22	$	77	$	65

4.    INCOME TAXES

The following table provides details of income taxes:

	Three Months Ended						Six Months Ended
	April 30,						April 30,
	2022			2021			2022			2021
in millions, except percentages
Income before taxes	$	307		$	208		$	571		$	403
Provision for income taxes	$	49		$	22		$	84		$	45
Effective tax rate	16.1		%	10.7		%	14.8		%	11.1		%

The income tax expense for the three and six months ended April 30, 2022 was higher compared to the same periods last year, primarily due to an increase in income before taxes and a decrease in discrete tax benefits.

The income tax expense for the three and six months ended April 30, 2022 included a net discrete benefit of $1 million and $9 million, respectively. The income tax expense for the three and six months ended April 30, 2021 included a net discrete benefit of $10 million and $21 million, respectively. The discrete tax benefit for the three months ended April 30, 2021 included the impact of one-time integration activities for acquired entities that did not reoccur in the three months ended April 30, 2022. The decrease in discrete tax benefit for the six months ended April 30, 2022 is due to the impact of the one-time integration activities for acquired entities and the one-time benefit from U.S. state R&D credits recorded in the six months ended April 30, 2021 that did not reoccur in the six months ended April 30, 2022, partially offset by an increase in discrete benefit from stock compensation in the six months ended April 30, 2022.

Keysight benefits from tax incentives in several jurisdictions, most significantly in Singapore and Malaysia, that will expire or require renewal at various times in the future. The tax incentives provide lower rates of taxation on certain classes of income and require thresholds of investments and employment in those jurisdictions. The Singapore tax incentive is due for renewal in 2024, and the Malaysia incentive is due for renewal in 2025. The impact of the tax incentives decreased the income tax provision by $39 million and $24 million for the six months ended April 30, 2022 and 2021, respectively. The increase in tax benefit for the six months ended April 30, 2022 is primarily due to a change in the jurisdictional mix of non-U.S. earnings, which increased the earnings taxed at incentive tax rates in 2022.

The open tax years for the U.S. federal income tax return and most state income tax returns are from November 1, 2017 through the current tax year. For the majority of our foreign entities, the open tax years are from November 1, 2016 through the current tax year. For certain foreign entities, the tax years remain open, at most, back to the year 2008.

Keysight’s fiscal year 2018 U.S. federal income tax return is currently under examination by the Internal Revenue Service. The Tax Cuts and Jobs Act was enacted in December 2017 and imposed a one-time U.S. tax on foreign earnings not previously repatriated to the U.S., known as the Transition Tax, which was reported in Keysight’s 2018 U.S. federal income tax return.

The company is being audited in Malaysia for the 2008 tax year. This tax year pre-dates our separation from Agilent. However, pursuant to the agreement between Agilent and Keysight pertaining to tax matters, as finalized at the time of separation, for certain entities, including Malaysia, any historical tax liability is the responsibility of Keysight. In the fourth quarter of fiscal year 2017, Keysight paid income taxes and penalties of $68 million on gains related to intellectual property rights. The company believes there are numerous defenses to the current assessment; the statute of limitations for the 2008 tax year in Malaysia was closed, and the income in question is exempt from tax in Malaysia. The company is disputing this assessment and pursuing all avenues to resolve this issue favorably for the company. Our appeals to both the Special Commissioners of Income Tax and the High Court in Malaysia have been unsuccessful. We have filed a Notice of Appeal with the Court of Appeal.

At this time, management believes that it is reasonably possible that the balance of unrecognized tax benefits will decrease by approximately $34 million in the next twelve months, which, if realized, will result in a benefit to the effective tax

11

rate. This potential decrease is expected to arise from the anticipated conclusion of corporate income tax examinations as well as the lapse of statutes of limitations in various jurisdictions for tax years that include uncertain corporate income tax positions. The outcome of corporate income tax examinations cannot be predicted with certainty. Given the numerous tax years and matters that remain subject to examination in various tax jurisdictions, the ultimate resolution of current and future tax examinations could be inconsistent with management’s current expectations. If this were to occur, it could have an impact on our effective tax rate in the period in which such examinations are resolved.

5.    NET INCOME PER SHARE

The following table presents the calculation of basic and diluted net income per share:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
in millions, except per-share amounts
Net income	$	258	$	186	$	487	$	358
Basic weighted-average shares	181		185		182		185
Potential common shares— stock options and other employee stock plans	2		2		1		3
Diluted weighted-average shares	183		187		183		188
Net income per share - basic	$	1.42	$	1.01	$	2.67	$	1.93
Net income per share - diluted	$	1.41	$	0.99	$	2.65	$	1.91

Diluted shares outstanding include the dilutive effect of in-the-money options and non-vested RSUs. The diluted effect of such awards is calculated based on the average share price of each period using the treasury stock method, except where the inclusion of such awards would have an anti-dilutive impact.

6.    GOODWILL AND OTHER INTANGIBLE ASSETS

The goodwill balance as of April 30, 2022 and October 31, 2021 and the activity for the six months ended April 30, 2022 for each of our reportable operating segments were as follows:

	CSG		EISG		Total
	(in millions)
Goodwill at October 31, 2021	$	1,069	$	559	$	1,628
Foreign currency translation impact	(29)		(5)		(34)
Goodwill arising from acquisitions	9		2		11
Goodwill at April 30, 2022	$	1,049	$	556	$	1,605

As of April 30, 2022 and October 31, 2021, accumulated impairment losses on goodwill was $709 million.

Other intangible assets as of April 30, 2022 and October 31, 2021 consisted of the following:

	April 30, 2022						October 31, 2021
	Gross Carrying Amount		Accumulated Amortization		Net Book Value		Gross Carrying Amount		Accumulated Amortization		Net Book Value
	(in millions)
Developed technology	$	976	$	890	$	86	$	969	$	866	$	103
Backlog	17		17		—		17		17		—
Trademark/Tradename	36		30		6		36		28		8
Customer relationships	390		261		129		389		235		154
Total amortizable intangible assets	1,419		1,198		221		1,411		1,146		265
In-Process R&D	7		—		7		7		—		7
Total	$	1,426	$	1,198	$	228	$	1,418	$	1,146	$	272

During the six months ended April 30, 2022, we used $17 million, net of cash acquired, for acquisition activity and recognized goodwill and other intangible assets of $11 million and $9 million, respectively, based on the preliminary allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed.

Goodwill is assessed for impairment on a reporting unit basis at least annually in the fourth quarter of each year, or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The company has not identified any triggering events that indicate an impairment of goodwill for the six months ended April 30, 2022.

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During the six months ended April 30, 2022, other intangible assets decreased $1 million due to the impact of foreign exchange translation. Amortization of other intangible assets was $26 million and $52 million for the three and six months ended April 30, 2022, respectively. Amortization of other intangible assets was $56 million and $114 million for the three and six months ended April 30, 2021, respectively.

Estimated intangible assets amortization expense for each of the five succeeding fiscal years is as follows:

	Amortization expense
	(in millions)
2022 (remainder)	$	50
2023	$	80
2024	$	40
2025	$	23
2026	$	12
Thereafter	$	16

7.    FAIR VALUE MEASUREMENTS

The authoritative guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, we consider the principal or most advantageous market and assumptions that market participants would use when pricing the asset or liability.

Fair Value Hierarchy

The guidance establishes a fair value hierarchy that prioritizes inputs used in valuation techniques into three levels. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. There are three levels of inputs that may be used to measure fair value:

Level 1 - applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

Level 2 - applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly, for the asset or liability such as: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in less active markets; or other inputs that can be derived principally from, or corroborated by, observable market data.

Level 3 - applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

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Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis

Financial assets and liabilities measured at fair value on a recurring basis as of April 30, 2022 and October 31, 2021 were as follows:

	Fair Value Measurements at
	April 30, 2022										October 31, 2021
	Total		Level 1		Level 2		Level 3		Other		Total		Level 1		Level 2		Level 3		Other
	(in millions)
Assets:
Short-term
Cash equivalents
Money market funds	$	1,103	$	1,103	$	—	$	—	$	—	$	1,296	$	1,296	$	—	$	—	$	—
Derivative instruments (foreign exchange contracts)	23		—		23		—		—		6		—		6		—		—
Long-term
Derivative instruments (interest rate swaps)	96		—		96		—		—		48		—		48		—		—
Equity investments	71		71		—		—		—		60		60		—		—		—
Equity investments - other	9		—		—		—		9		10		—		—		—		10
Total assets measured at fair value	$	1,302	$	1,174	$	119	$	—	$	9	$	1,420	$	1,356	$	54	$	—	$	10
Liabilities:
Short-term
Derivative instruments (foreign exchange contracts)	$	14	$	—	$	14	$	—	$	—	$	4	$	—	$	4	$	—	$	—
Long-term
Deferred compensation liability	22		—		22		—		—		24		—		24		—		—
Total liabilities measured at fair value	$	36	$	—	$	36	$	—	$	—	$	28	$	—	$	28	$	—	$	—

During the three and six months ended April 30, 2022, we made an equity investment of $30 million. The changes in fair value of the equity investment are recorded within "other income (expense), net" in the condensed consolidated statement of operations.

Net realized gains (losses) on sale of our equity investments were zero for both the three and six months ended April 30, 2022 and 2021. Net unrealized losses on our equity investments were $12 million and $16 million for the three and six months ended April 30, 2022, respectively. Net unrealized gains on our equity investments were $3 million and $1 million for the three and six months ended April 30, 2021, respectively.

Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis

For the three and six months ended April 30, 2022, our held and used long-lived assets in Russia with a carrying amount of $3 million were written down to a fair value of zero, resulting in an impairment of $3 million on assets that are expected to generate zero cash flows in the future.

8.    DERIVATIVES

We are exposed to foreign currency exchange rate fluctuations and interest rate changes in the normal course of our business. As part of our risk management strategy, we use derivative instruments, primarily forward contracts, to hedge economic and/or accounting exposures resulting from changes in foreign currency exchange rates.

Cash Flow Hedges

We enter into foreign exchange contracts to hedge our forecasted operational cash flow exposures resulting from changes in foreign currency exchange rates. These foreign exchange contracts, carried at fair value, have maturities based on a rolling period of up to twelve months. These derivative instruments are designated and qualify as cash flow hedges under the criteria prescribed in the authoritative guidance.

In fiscal 2020, we entered into forward starting interest rate swaps with an aggregate notional amount of $600 million associated with future interest payments on anticipated debt issuances through fiscal year 2024. The contract terms allow us to lock-in a treasury rate on anticipated debt issuances. These derivative instruments are designated and qualify as cash flow hedges under the criteria prescribed in the authoritative guidance.

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Non-designated Hedges

Additionally, we enter into foreign exchange contracts to hedge monetary assets and liabilities that are denominated in currencies other than the functional currency of our subsidiaries. These foreign exchange contracts are carried at fair value and do not qualify for hedge accounting treatment and are not designated as hedging instruments.

The number of open foreign exchange forward contracts designated as "cash flow hedges" and "not designated as hedging instruments" was 222 and 67, respectively, as of April 30, 2022. The aggregated notional amounts by currency and designation as of April 30, 2022 were as follows:

	Derivatives in Cash Flow Hedging Relationships		Derivatives Not Designated as Hedging Instruments
	Forward Contracts		Forward Contracts
Currency	Buy/(Sell)		Buy/(Sell)
	(in millions)
Euro	$	33	$	38
British Pound	24		(96)
Singapore Dollar	25		16
Malaysian Ringgit	99		14
Japanese Yen	(128)		(83)
Other currencies	18		(9)
Total	$	71	$	(120)

Derivative instruments are subject to master netting arrangements and are disclosed gross in the condensed consolidated balance sheet. The gross fair values and balance sheet presentation of derivative instruments held as of April 30, 2022 and October 31, 2021 were as follows:

Fair Values of Derivative Instruments
Assets Derivatives					Liabilities Derivatives
	Fair Value					Fair Value
Balance Sheet Location	April 30, 2022		October 31, 2021		Balance Sheet Location	April 30, 2022		October 31, 2021
(in millions)
Derivatives designated as hedging instruments:
Cash flow hedges
Foreign exchange contracts
Other current assets	$	13	$	5	Other accrued liabilities	$	9	$	1
Interest rate swap contracts:
Other assets	96		48
Derivatives not designated as hedging instruments:
Foreign exchange contracts
Other current assets	10		1		Other accrued liabilities	5		3
Total derivatives	$	119	$	54		$	14	$	4

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The effect of derivative instruments for foreign exchange contracts designated as hedging instruments and for those not designated as hedging instruments in our condensed consolidated statement of operations was as follows:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Derivatives designated as hedging instruments:
Cash Flow Hedges
Interest rate swap contracts:
Gain (loss) recognized in accumulated other comprehensive income (loss)	$	40	$	27	$	48	$	48
Foreign exchange contracts:
Gain (loss) recognized in accumulated other comprehensive income (loss)	$	5	$	1	$	2	$	3
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings:
Cost of products	$	3	$	(1)	$	4	$	(2)
Selling, general and administrative	$	(1)	$	1	$	(2)	$	2
Amount excluded from effectiveness testing recognized in earnings based on amortization approach:
Selling, general and administrative	$	1	$	—	$	1	$	—
Derivatives not designated as hedging instruments:
Gain (loss) recognized in:
Cost of products	$	—	$	—	$	—	$	1
Other income (expense), net	$	10	$	1	$	13	$	(3)

The estimated amount at April 30, 2022 expected to be reclassified from accumulated other comprehensive income (loss) to earnings within the next twelve months is a gain of $3 million.

9.    DEBT

The following table summarizes the components of our long-term debt:

	April 30, 2022		October 31, 2021
	(in millions)
2024 Senior Notes at 4.55% ($600 face amount less unamortized costs of $1 and $1)	$	599	$	599
2027 Senior Notes at 4.60% ($700 face amount less unamortized costs of $3 and $4)	697		696
2029 Senior Notes at 3.00% ($500 face amount less unamortized costs of $4 and $4)	496		496
Total debt	$	1,792	$	1,791

Short-Term Debt

Revolving Credit Facility

On July 30, 2021, we entered into a new credit agreement that amended and restated our existing credit agreement dated February 15, 2017 in its entirety, and provides for a $750 million five-year unsecured revolving credit facility (the “Revolving Credit Facility”) that will expire on July 30, 2026 and bears interest at an annual rate of LIBOR + 1 percent along with a facility fee of 0.125 percent per annum. In addition, the new credit agreement permits the company, subject to certain customary conditions, on one or more occasions to request to increase the total commitments under the Revolving Credit Facility by up to $250 million in the aggregate. We may use amounts borrowed under the facility for general corporate purposes. As of April 30, 2022 and October 31, 2021, we had no borrowings outstanding under the Revolving Credit Facility. We were in compliance with the covenants of the Revolving Credit Facility during the six months ended April 30, 2022.

Long-Term Debt

There have been no changes to the principal, maturity, interest rates and interest payment terms of the senior notes during the six months ended April 30, 2022 as compared to the senior notes described in our Annual Report on Form 10-K for the fiscal year ended October 31, 2021. We were in compliance with the covenants of our senior notes during the six months ended April 30, 2022.

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As of April 30, 2022 and October 31, 2021, we had $39 million and $40 million, respectively, of outstanding letters of credit and surety bonds unrelated to the credit facility that were issued by various lenders.

The fair value of our long-term debt, which is calculated from quoted prices that are primarily Level 1 inputs under the accounting guidance fair value hierarchy, exceeded the carrying value less debt issuance costs by approximately $20 million and $178 million as of April 30, 2022 and October 31, 2021, respectively.

10.    RETIREMENT PLANS AND POST-RETIREMENT BENEFIT PLANS

For the three and six months ended April 30, 2022 and 2021, our net pension and post-retirement benefit cost (benefit) was comprised of the following:

	Pensions
	U.S. Defined Benefit Plans				Non-U.S. Defined Benefit Plans				U.S. Post-Retirement Benefit Plan
	Three Months Ended
	April 30,
	2022		2021		2022		2021		2022		2021
	(in millions)
Service cost—benefits earned during the period	$	6	$	6	$	4	$	3	$	—	$	—
Interest cost on benefit obligation	6		6		4		4		1		1
Expected return on plan assets	(15)		(13)		(15)		(19)		(3)		(3)
Amortization of net actuarial loss	2		6		6		11		1		2
Settlement loss	—		—		—		16		—		—
Net periodic benefit cost (benefit)	$	(1)	$	5	$	(1)	$	15	$	(1)	$	—

	Pensions
	U.S. Defined Benefit Plans				Non-U.S. Defined Benefit Plans				U.S. Post-Retirement Benefit Plan
	Six Months Ended
	April 30,
	2022		2021		2022		2021		2022		2021
	(in millions)
Service cost—benefits earned during the period	$	12	$	12	$	7	$	7	$	—	$	—
Interest cost on benefit obligation	$	12	11		8		8		2		2
Expected return on plan assets	$	(30)	(26)		(30)		(39)		(7)		(6)
Amortization of net actuarial loss	$	5	12		12		21		1		5
Settlement loss	—		—		—		16		—		—
Net periodic benefit cost (benefit)	$	(1)	$	9	$	(3)	$	13	$	(4)	$	1

We record the service cost component of net periodic benefit cost (benefit) in the same line item as other employee compensation costs. The non-service components of net periodic benefit cost (benefit), such as interest cost, expected return on assets, amortization of prior service cost, and actuarial gains or losses, are recorded within "other income (expense), net" in the condensed consolidated statement of operations.

In March 2021, we substantially transferred the assets and obligations of our Netherlands defined benefit plan (“The Netherlands DB plan”) to an insurance company. The partial settlement resulted in a loss of $16 million which is included in other operating expense (income) in the condensed consolidated statement of operations. We received a net refund of $3 million due to the partial settlement of the Netherlands DB plan.

We did not contribute to our U.S. defined benefit plans or U.S. post-retirement benefit plan during the three and six months ended April 30, 2022 and 2021. We contributed $1 million and $4 million to our non-U.S. defined benefit plans during the three and six months ended April 30, 2022. We contributed $2 million and $5 million to our non-U.S. defined benefit plans during the three and six months ended April 30, 2021, respectively.

For the remainder of 2022, we do not expect to contribute to our U.S. defined benefit plan and U.S. post-retirement benefit plan, and we expect to contribute $5 million to our non-U.S. defined benefit plans. The amounts we contribute depend upon, among other things, legal requirements, underlying asset returns, the plan’s funded status, the anticipated tax deductibility of the contribution, local practices, market conditions, interest rates and other factors.

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11.    SUPPLEMENTAL FINANCIAL INFORMATION

The following tables provide details of selected balance sheet items:

Cash, cash equivalents, and restricted cash

	April 30, 2022		October 31, 2021
	(in millions)
Cash and cash equivalents	$	1,886	$	2,052
Restricted cash included in other assets	14		16
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows	$	1,900	$	2,068

Restricted cash primarily relates to deficit reduction contributions to an escrow account for one of our non-U.S. defined benefit pension plans and deposits held as collateral against bank guarantees.

Inventory

	April 30, 2022		October 31, 2021
	(in millions)
Finished goods	$	306	$	329
Purchased parts and fabricated assemblies	504		448
Total inventory	$	810	$	777

The increase in inventory for the six months ended April 30, 2022, was primarily driven by higher material costs and incremental stock build-up to secure supply in the current supply-constrained environment.

Property, plant and equipment

	April 30, 2022		October 31, 2021
	(in millions)
Land	$	54	$	61
Buildings and leasehold improvements	801		785
Machinery and equipment	1,348		1,328
Total property, plant and equipment	2,203		2,174
Accumulated depreciation of property, plant and equipment	(1,539)		(1,524)
Property, plant and equipment, net	$	664	$	650

The increase in property, plant and equipment, net, for the six months ended April 30, 2022, was primarily driven by increased capital spending for capacity and technology investments. Depreciation expense was $59 million and $57 million for the six months ended April 30, 2022 and 2021, respectively.

Leases

The following table summarizes the components of our lease cost:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)				(in millions)
Operating lease cost	$	12	$	13	$	25	$	26
Variable lease cost	$	4	$	5	$	8	$	10

Supplemental cash flow information related to our operating leases was as follows:

	Six Months Ended
	April 30,
	2022		2021
	(in millions)
Cash payment for operating leases	$	24	$	27
ROU assets obtained in exchange for operating lease obligations	$	11	$	70

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The decrease in ROU assets obtained in exchange for operating lease obligations was primarily driven by reassessment of a lease term in the prior year triggered by significant leasehold improvements.

As of April 30, 2022, we have additional operating leases, primarily for real estate, that have not yet commenced of $17 million. These operating leases will commence in the remainder of fiscal year 2022 and fiscal year 2023 with lease terms of up to 15 years.

Standard warranty

Our warranties on products sold through direct sales channels are primarily for one year. Warranties for products sold through distribution channels are primarily for three years. We accrue for standard warranty costs based on historical trends in warranty charges. The accrual is reviewed regularly and periodically adjusted to reflect changes in warranty cost estimates. Estimated warranty charges are recorded within cost of products at the time related product revenue is recognized.

Activity related to the standard warranty accrual, which is included in other accrued and other long-term liabilities in our condensed consolidated balance sheet, is as follows:

	Six Months Ended
	April 30,
	2022		2021
	(in millions)
Beginning balance	$	34	$	33
Accruals for warranties, including change in estimates	11		15
Settlements made during the period	(12)		(14)
Ending balance	$	33	$	34
Accruals for warranties due within one year	$	19	$	21
Accruals for warranties due after one year	14		13
Ending balance	$	33	$	34

12.    COMMITMENTS AND CONTINGENCIES

Commitments

Our non-cancellable commitments to contract manufacturers and suppliers increased to $518 million as of April 30, 2022 from $444 million as of October 31, 2021, driven by higher revenue, advance purchase orders to secure capacity for critical parts due to global supply shortages and higher material costs. During the six months ended April 30, 2022, there were no other material changes to the purchase commitments as reported in our Annual Report on Form 10-K for the fiscal year ended October 31, 2021.

Contingencies

On August 3, 2021, we entered into a Consent Agreement with the Directorate of Defense Trade Controls, Bureau of Political-Military Affairs, Department of State to resolve alleged violations of the Arms Export Control Act and the International Traffic in Arms Regulations ("ITAR"). Pursuant to the Consent Agreement, we were assessed a penalty of $6.6 million to be paid over three years, $2.5 million of which is suspended and designated for remediation activities, including employment of a special compliance officer for three years. We have paid $1.1 million of the assessed amount as of April 30, 2022. We are also involved in lawsuits, claims, investigations and proceedings, including, but not limited to, patent, commercial and environmental matters, which arise in the ordinary course of business. In October 2019, Keysight entered into a license agreement with Centripetal Networks in conjunction with the resolution of a patent infringement lawsuit brought by Centripetal against Keysight. Royalties owed under the license, which expired on December 31, 2021, are the primary subject of pending arbitration. On January 1, 2022, Centripetal filed a lawsuit in Federal District Court in Virginia, alleging that additional Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022, Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022, Centripetal filed a complaint with the International Trade Commission (“ITC”) requesting that they investigate whether Keysight should be enjoined from importing certain products that are manufactured outside of the U.S. and are alleged to infringe Centripetal patents. We deny the allegations and intend to aggressively defend each case. Although we do not currently believe that these or other matters are reasonably possible of having a material impact on our business, consolidated financial position, results of operations or cash flows, the outcome of litigation is inherently uncertain and the outcome is difficult to predict. Management’s expectations, if proved to be incorrect, could impact our results in a financial period.

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13.    STOCKHOLDERS' EQUITY

Stock Repurchase Program

On November 18, 2021, our board of directors approved a new stock repurchase program authorizing the purchase of up to $1,200 million of the company’s common stock, replacing the previously approved November 2020 program, under which $77 million remained. Under our stock repurchase program, shares may be purchased from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions or other means. All such shares and related costs are held as treasury stock and accounted for at trade date using the cost method. The stock repurchase program may be commenced, suspended or discontinued at any time at the company’s discretion and does not have an expiration date.

For the six months ended April 30, 2022, we repurchased 3,006,809 shares of common stock for $495 million. All such shares and related costs are held as treasury stock and accounted for at trade date using the cost method. There were $11 million stock repurchases pending settlement as of April, 30 2022, which is included in other accrued liabilities in our condensed consolidated balance sheet. For the six months ended April 30, 2021, we repurchased 1,728,800 shares of common stock for $240 million.

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Accumulated Other Comprehensive Loss

Changes in accumulated other comprehensive loss by component and related tax effects for the three and six months ended April 30, 2022 and 2021 were as follows:

	Foreign currency translation		Net defined benefit pension cost and post retirement plan costs				Unrealized gains (losses) on derivatives		Total
			Actuarial losses		Prior service credits
	(in millions)
As of January 31, 2022	$	(41)	$	(448)	$	(6)	$	44	$	(451)
Other comprehensive income (loss) before reclassifications	(65)		—		—		45		(20)
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		10		—		(2)		8
Tax benefit (expense)	—		(2)		—		(9)		(11)
Other comprehensive income (loss)	(65)		8		—		34		(23)
As of April 30, 2022	$	(106)	$	(440)	$	(6)	$	78	$	(474)
As of October 31, 2021	$	(20)	$	(456)	$	(6)	$	40	$	(442)
Other comprehensive income (loss) before reclassifications	(86)		—		—		50		(36)
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		20		—		(2)		18
Tax benefit (expense)	—		(4)		—		(10)		(14)
Other comprehensive income (loss)	(86)		16		—		38		(32)
As of April 30, 2022	$	(106)	$	(440)	$	(6)	$	78	$	(474)
As of January 31, 2021	$	21	$	(586)	$	(5)	$	34	$	(536)
Other comprehensive income (loss) before reclassifications	(14)		(14)		—		28		—
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		36		—		—		36
Tax benefit (expense)	—		(5)		—		(6)		(11)
Other comprehensive income (loss)	(14)		17		—		22		25
As of April 30, 2021	$	7	$	(569)	$	(5)	$	56	$	(511)
As of October 31, 2020	$	(10)	$	(600)	$	(5)	$	16	$	(599)
Other comprehensive income (loss) before reclassifications	17		(14)		—		51		54
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		55		—		—		55
Tax benefit (expense)	—		(10)		—		(11)		(21)
Other comprehensive income (loss)	17		31		—		40		88
As of April 30, 2021	$	7	$	(569)	$	(5)	$	56	$	(511)

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Reclassifications out of accumulated other comprehensive loss for the three and six months ended April 30, 2022 and 2021 were as follows:

Details about accumulated other comprehensive loss components	Amounts reclassified from other comprehensive loss								Affected line item in statement of operations
	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Unrealized gain (loss) on derivatives	$	3	$	(1)	$	4	$	(2)	Cost of products
	(1)		1		(2)		2		Selling, general and administrative
	—		—		—		—		Benefit (provision) for income tax
	2		—		2		—		Net of income tax
Net defined benefit pension cost and post retirement plan costs:
Net actuarial loss	(10)		(36)		(20)		(55)
	2		9		4		14		Benefit (provision) for income tax
	(8)		(27)		(16)		(41)		Net of income tax
Total reclassifications for the period	$	(6)	$	(27)	$	(14)	$	(41)

An amount in parentheses indicates a reduction to income and an increase to accumulated other comprehensive loss.

Reclassifications of prior service benefit and actuarial net loss related to retirement plans and post retirement pension plans are included in the computation of net periodic cost (see Note 10, "Retirement Plans and Post-Retirement Benefit Plans").

14.     SEGMENT INFORMATION

We report our results in two reportable segments: Communications Solutions Group ("CSG") and Electronic Industrial Solutions Group ("EISG"). The results of our reportable segments are based on our management reporting system and are not necessarily in conformity with GAAP. The performance of each segment is measured based on several metrics, including income from operations. These results are used, in part, by the chief operating decision maker in evaluating the performance of, and in allocating resources to each of the segments.

The profitability of each of the segments is measured after excluding share-based compensation expense, amortization of acquisition-related balances, acquisition and integration costs, restructuring costs, interest income, interest expense and other items as noted in the reconciliations below.

	Three Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221
Segment income from operations	$	271	$	118	$	389	$	222	$	98	$	320

	Six Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401
Segment income from operations	$	508	$	232	$	740	$	446	$	194	$	640

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The following table reconciles total reportable operating segments’ income from operations to our income before taxes, as reported:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Total reportable operating segments' income from operations	$	389	$	320	$	740	$	640
Share-based compensation	(26)		(22)		(77)		(65)
Amortization of acquisition-related balances	(26)		(56)		(52)		(114)
Acquisition and integration costs	(2)		(3)		(5)		(6)
Restructuring and others	(8)		(4)		(8)		(8)
Income from operations, as reported	327		235		598		447
Interest income	1		—		2		1
Interest expense	(19)		(19)		(39)		(39)
Other income (expense), net	(2)		(8)		10		(6)
Income before taxes, as reported	$	307	$	208	$	571	$	403

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations (Unaudited)

The following discussion should be read in conjunction with the condensed consolidated financial statements and notes thereto included elsewhere in this Form 10-Q and our Annual Report on Form 10-K. This report contains forward-looking statements including, without limitation, statements regarding trends, seasonality, cyclicality and growth in, and drivers of, the markets we sell into, our strategic direction, earnings from our foreign subsidiaries, remediation activities, new solution and service introductions, the ability of our solutions to meet market needs, changes to our manufacturing processes, the use of contract manufacturers, the impact of local government regulations on our ability to pay vendors or conduct operations, our liquidity position, our ability to generate cash from operations, growth in our businesses, our investments, the potential impact of adopting new accounting pronouncements, our financial results, our purchase commitments, our contributions to our pension plans, the selection of discount rates and recognition of any gains or losses for our benefit plans, our cost-control activities, savings and headcount reduction recognized from our restructuring programs and other cost saving initiatives, and other regulatory approvals, the integration of our completed acquisitions and other transactions, our transition to lower-cost regions, the existence of political or economic instability, increasing geopolitical tension in regions outside of the U.S., including the conflict between Russia and Ukraine, the impact of increased trade tension and tightening of export control regulations, the impact of compliance with the August 3, 2021 Consent Agreement with the Directorate of Defense Trade Controls, Bureau of Political-Military Affairs, Department of State, the impact of new and ongoing litigation, continued impacts to the supply chain, impacts related to endemic and pandemic conditions, net zero emissions commitments, the impact of volatile weather caused by environmental conditions such as climate change, increases in attrition and our ability to retain key personnel, and our estimated or anticipated future results of operations that involve risks and uncertainties. Our actual results could differ materially from the results contemplated by these forward-looking statements due to various factors, including but not limited to those risks and uncertainties discussed in Part II Item 1A and elsewhere in this Form 10-Q.

Basis of Presentation

The financial information presented in this Form 10-Q is not audited and is not necessarily indicative of our future consolidated financial position, results of operations or cash flows. Our fiscal year-end is October 31, and our fiscal quarters end on January 31, April 30 and July 31. Unless otherwise stated, these dates refer to our fiscal year and fiscal quarter periods.

Overview and Executive Summary

Keysight Technologies, Inc. ("we," "us," "Keysight" or the "company"), incorporated in Delaware on December 6, 2013, is a technology company that helps enterprises, service providers and governments accelerate innovation to connect and secure the world by providing electronic design and test solutions that are used in the simulation, design, validation, manufacture, installation, optimization and secure operation of electronics systems in the communications, networking and electronics industries. We also offer customization, consulting and optimization services throughout the customer's product development lifecycle, including start-up assistance, asset management, up-time services, application services and instrument calibration and repair.

We invest in research and development ("R&D") to align our business with available markets and position the company for growth. Our R&D efforts focus on improvements to existing software and hardware products and development to support new software and hardware product introductions and complete customer solutions aligned to the industries we serve. We anticipate that we will continue to have significant R&D expenditures in order to maintain our competitive position with a

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continuous flow of innovative, high-quality software, customer solutions, products and services. We remain committed to investment in R&D and have focused our development efforts on strategic opportunities to capture future growth.

Supply chain disruptions and the challenging geopolitical and macro-economic environment

Our global operations have been affected by many headwinds, including the pandemic, ongoing global supply chain disruptions, market volatility, increased geopolitical tensions, including the conflict between Russia and Ukraine, and inflationary pressures. These headwinds, specifically the supply chain disruptions, have adversely impacted our ability to procure certain components, which in some cases is impacting our ability to manufacture products, causing delays in delivery of our solutions to our customers and higher material procurement costs. We have been able to navigate through this environment on the strength of our strong portfolio and global teams application of the Keysight Leadership Model, which enables us to deliver consistent value to our customers.

In February 2022, the U.S. imposed economic sanctions and other restrictions on Russia following its invasion of Ukraine. As a result, we have suspended our operations in Russia. Our business in Russia was not material to our results and accounted for approximately 1 percent of total revenue for the fiscal year ended October 31, 2021.

For discussion of risks related to supply chain, geopolitical and macro-economic environment related challenges on our operations, business results and financial condition, see “Item 1A. Risk Factors.”

Three and six months ended April 30, 2022 and 2021

Total orders for the three and six months ended April 30, 2022 were $1,458 million and $2,953 million, respectively, an increase of 9 percent and 16 percent compared to the same periods last year. For the three months ended April 30, 2022, orders grew in Asia Pacific and the Americas, partially offset by a decline in Europe primarily due to Russia cancellations. For the six months ended April 30, 2022, orders grew across all regions. Foreign currency movements had an unfavorable impact of 1 percentage point on year-over-year order growth for both the three and six months ended April 30, 2022. Orders associated with acquisitions had an immaterial impact on the year-over-year order growth for both the three and six months ended April 30, 2022.

Revenue for the three and six months ended April 30, 2022 was $1,351 million and $2,601 million, respectively, an increase of 11 percent and 8 percent compared to the same periods last year. Foreign currency movements for the three and six months ended April 30, 2022 had an unfavorable impact of 2 percentage points and 1 percentage point, respectively, on the year-over-year revenue growth. Revenue associated with acquisitions had an immaterial impact on the year-over-year revenue growth for both the three and six months ended April 30, 2022. For the three and six months ended April 30, 2022, revenue for both the Communications Solutions Group and the Electronic Industrial Solutions Group increased year-over-year driven by strength in all end markets and regions. Revenue from the Communications Solutions Group and the Electronic Industrial Solutions Group represented 71 percent and 29 percent, respectively, of total revenue for both the three and six months ended April 30, 2022.

Net income for the three and six months ended April 30, 2022 was $258 million and $487 million, respectively, compared to $186 million and $358 million, respectively, for the same periods last year. The increase in net income for the three and six months ended April 30, 2022 was primarily driven by higher revenue volume, lower amortization of acquisition-related balances, lower variable people-related costs and favorable mix, partially offset by increases in selling, general and administrative, income tax and R&D expenses.

Outlook

Our first-to-market solutions strategy enables customers to develop new technologies and accelerate innovation and provides a platform for long-term growth. Our customers are expected to continue to make R&D investments in certain next-generation technologies, such as 5G/6G, next-generation automotive, internet of things ("IoT") and defense modernization, which are still in the early market stages. We continue to closely monitor the current macro environment related to trade, tariffs, monetary and fiscal policies, endemic and pandemic conditions, and the related global supply chain challenges and increasing geopolitical tension in regions outside of the U.S., including the conflict between Russia and Ukraine. We remain confident in our long-term secular market growth trends and the strength of our operating model.

Critical Accounting Policies and Estimates

Effective November 1, 2021, we adopted ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers that requires entities to apply Accounting Standards Codification Topic 606 to recognize and measure contract assets and contract liabilities in a business combination. The adoption of this guidance did not have a material impact to our condensed consolidated financial statements. See Note 1, "Overview and Summary of Significant Accounting Policies," to the condensed consolidated financial statements for further details. There were no other material changes during the three and six months ended April 30, 2022 to the critical accounting

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estimates described in "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the fiscal year ended October 31, 2021.

Adoption of New Accounting Pronouncements

See Note 1, "Overview and Summary of Significant Accounting Policies," to the condensed consolidated financial statements for a description of new accounting pronouncements.

Currency Exchange Rate Exposure

Our revenues, costs and expenses, and monetary assets and liabilities are exposed to changes in foreign currency exchange rates as a result of our global operating and financing activities. We hedge revenues, expenses and balance sheet exposures that are not denominated in the functional currencies of our subsidiaries on a short-term and anticipated basis. The result of the hedging has been included in our condensed consolidated balance sheet and statement of operations. We experience some fluctuations within individual lines of the condensed consolidated balance sheet and condensed consolidated statement of operations because our hedging program is not designed to offset the currency movements in each category of revenues, expenses, monetary assets and liabilities. Our hedging program is designed to hedge short-term currency movements based on a rolling period of up to twelve months. Therefore, we are exposed to currency fluctuations over the longer term. To the extent that we are required to pay for all, or portions, of an acquisition price in foreign currencies, we may enter into foreign exchange contracts to reduce the risk that currency movements will impact the U.S. dollar cost of the transaction.

Results from Operations - Three and six months ended April 30, 2022 and 2021

A summary of our results is as follows:

	Three Months Ended						Six Months Ended						Year over Year Change
	April 30,						April 30,						Three	Six
	2022			2021			2022			2021			Months	Months
in millions, except margin data
Revenue	$	1,351		$	1,221		$	2,601		$	2,401		11%	8%
Gross margin	63.6		%	60.4		%	63.9		%	60.1		%	3 ppts	4 ppts
Research and development	$	210		$	209		$	420		$	408		1%	3%
Percentage of revenue	16		%	17		%	16		%	17		%	(1) ppt	(1) ppt
Selling, general and administrative	$	319		$	297		$	645		$	598		7%	8%
Percentage of revenue	24		%	24		%	25		%	25		%	—	—
Other operating expense (income), net	$	3		$	(4)		$	—		$	(9)		—	—
Income from operations	$	327		$	235		$	598		$	447		39%	34%
Operating margin	24.2		%	19.3		%	23.0		%	18.6		%	5 ppts	4 ppts
Interest income	$	1		$	—		$	2		$	1		—	63%
Interest expense	$	(19)		$	(19)		$	(39)		$	(39)		—	—
Other income (expense), net	$	(2)		$	(8)		$	10		$	(6)		(75)%	—
Income before taxes	$	307		$	208		$	571		$	403		47%	42%
Provision for income taxes	$	49		$	22		$	84		$	45		123%	88%
Net income	$	258		$	186		$	487		$	358		38%	36%

Revenue

Revenue is recognized upon transfer of control of the promised products or services to customers in an amount that reflects the consideration we expect to receive in exchange for those products or services. Returns are recorded in the period received from the customer and historically have not been material.

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The following table provides the percent change in revenue for the three and six months ended April 30, 2022 by geographic region and the impact of foreign currency movements as compared to the same periods last year.

	Year over Year Change
	Three Months Ended		Six Months Ended
	April 30, 2022		April 30, 2022
Geographic Region	Actual	Currency Impact Favorable (Unfavorable)	Actual	Currency Impact Favorable (Unfavorable)
Americas	16%	—	10%	—
Europe	9%	(2.9)%	11%	(1.9)%
Asia Pacific	6%	(2.6)%	6%	(2.3)%
Total revenue	11%	(1.6)%	8%	(1.3)%

Gross Margin, Operating Margin and Income before taxes

Gross margin for the three and six months ended April 30, 2022 increased 3 percentage points and 4 percentage points, respectively, compared to the same periods last year, primarily driven by lower amortization of acquisition-related balances, favorable mix, lower variable people-related costs and higher revenue volume, partially offset by higher material costs.

R&D expense for the three and six months ended April 30, 2022 increased 1 percent and 3 percent, respectively, compared to the same periods last year, primarily driven by greater investments in key growth opportunities in our end markets and leading-edge technologies as well as incremental costs of acquired businesses, partially offset by lower variable people-related costs. As a percentage of revenue, R&D expense was 16 percent for both the three and six months ended April 30, 2022, as compared to 17 percent for the same periods last year.

Selling, general and administrative expense for the three and six months ended April 30, 2022 increased 7 percent and 8 percent, respectively, compared to the same periods last year, primarily driven by higher investments in sales resources, infrastructure-related, marketing and travel-related costs and incremental costs of acquired businesses, partially offset by lower variable people-related costs.

Other operating expense (income), net for the three and six months ended April 30, 2022 was expense of $3 million and zero, respectively, compared to income of $4 million and $9 million for the same periods last year. The increase in other operating expense (income), net for both three and six months ended April 30, 2022 was primarily driven by asset impairment charges related to suspension of our Russia operations.

Operating margin for the three and six months ended April 30, 2022 increased 5 percentage points and 4 percentage points, respectively, compared to the same periods last year, primarily driven by gross margin gains and lower operating expenses as a percentage of sales.

Interest income for the three and six months ended April 30, 2022 was $1 million and $2 million, respectively, as compared to zero and $1 million, respectively, for the comparable periods last year and primarily relates to interest earned on our cash balances. Interest expense for both the three and six months ended April 30, 2022 and 2021 was $19 million and $39 million, respectively, and primarily relates to interest on our senior notes.

Other income (expense), net for the three and six months ended April 30, 2022 was an expense of $2 million and income of $10 million, respectively, compared to an expense of $8 million and $6 million, respectively, for the same periods last year and primarily includes income related to our defined benefit and post-retirement benefit plans and the change in fair value of our equity investments. The increase in net other income for the six months ended April 30 2022 compared to the same period last year was primarily due to a prior-period loss on a partial settlement of a non-U.S. pension plan, lower amortization of net actuarial losses, partially offset by change in fair value of our equity investments and currency loss.

As of April 30, 2022, our headcount was approximately 14,500 compared to approximately 14,000 at April 30, 2021.

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Income Taxes

The following table provides details of income taxes:

	Three Months Ended						Six Months Ended
	April 30,						April 30,
	2022			2021			2022			2021
in millions, except percentages
Income before taxes	$	307		$	208		$	571		$	403
Provision for income taxes	$	49		$	22		$	84		$	45
Effective tax rate	16.1		%	10.7		%	14.8		%	11.1		%

The income tax expense for the three and six months ended April 30, 2022 was higher compared to the same periods last year, primarily due to an increase in income before taxes and a decrease in discrete tax benefits.

The income tax expense for the three and six months ended April 30, 2022 included a net discrete benefit of $1 million and $9 million, respectively. The income tax expense for the three and six months ended April 30, 2021 included a net discrete benefit of $10 million and $21 million, respectively. The discrete tax benefit for the three months ended April 30, 2021 included the impact of one-time integration activities for acquired entities that did not reoccur in the three months ended April 30, 2022. The decrease in discrete tax benefit for the six months ended April 30, 2022 is due to the impact of the one-time integration activities for acquired entities and the one-time benefit from U.S. state R&D credits recorded in the six months ended April 30, 2021 that did not reoccur in the six months ended April 30, 2022, partially offset by an increase in discrete benefit from stock compensation in the six months ended April 30, 2022.

Keysight benefits from tax incentives in several jurisdictions, most significantly in Singapore and Malaysia, that will expire or require renewal at various times in the future. The tax incentives provide lower rates of taxation on certain classes of income and require thresholds of investments and employment in those jurisdictions. The Singapore tax incentive is due for renewal in 2024, and the Malaysia incentive is due for renewal in 2025. The impact of the tax incentives decreased the income tax provision by $39 million and $24 million for the six months ended April 30, 2022 and 2021, respectively. The increase in tax benefit for the six months ended April 30, 2022 is primarily due to a change in the jurisdictional mix of non-U.S. earnings, which increased the earnings taxed at incentive tax rates in 2022.

The open tax years for the U.S. federal income tax return and most state income tax returns are from November 1, 2017 through the current tax year. For the majority of our foreign entities, the open tax years are from November 1, 2016 through the current tax year. For certain foreign entities, the tax years remain open, at most, back to the year 2008.

Keysight’s fiscal year 2018 U.S. federal income tax return is currently under examination by the Internal Revenue Service. The Tax Cuts and Jobs Act was enacted in December 2017 and imposed a one-time U.S. tax on foreign earnings not previously repatriated to the U.S., known as the Transition Tax, which was reported in Keysight’s 2018 U.S. federal income tax return.

The company is being audited in Malaysia for the 2008 tax year. This tax year pre-dates our separation from Agilent. However, pursuant to the agreement between Agilent and Keysight pertaining to tax matters, as finalized at the time of separation, for certain entities, including Malaysia, any historical tax liability is the responsibility of Keysight. In the fourth quarter of fiscal year 2017, Keysight paid income taxes and penalties of $68 million on gains related to intellectual property rights. The company believes there are numerous defenses to the current assessment; the statute of limitations for the 2008 tax year in Malaysia was closed, and the income in question is exempt from tax in Malaysia. The company is disputing this assessment and pursuing all avenues to resolve this issue favorably for the company. Our appeals to both the Special Commissioners of Income Tax and the High Court in Malaysia have been unsuccessful. We have filed a Notice of Appeal with the Court of Appeal.

At this time, management believes that it is reasonably possible that the balance of unrecognized tax benefits will decrease by approximately $34 million in the next twelve months, which, if realized, will result in a benefit to the effective tax rate. This potential decrease is expected to arise from the anticipated conclusion of corporate income tax examinations as well as the lapse of statutes of limitations in various jurisdictions for tax years that include uncertain corporate income tax positions. The outcome of corporate income tax examinations cannot be predicted with certainty. Given the numerous tax years and matters that remain subject to examination in various tax jurisdictions, the ultimate resolution of current and future tax examinations could be inconsistent with management’s current expectations. If this were to occur, it could have an impact on our effective tax rate in the period in which such examinations are resolved.

We do not recognize deferred taxes for temporary differences expected to impact the GILTI tax expense in future years. We recognize the tax expense related to GILTI in each year in which the tax is incurred.

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Segment Overview

We have two reportable operating segments, the Communications Solutions Group and the Electronic Industrial Solutions Group. The profitability of each of the segments is measured after excluding share-based compensation expense, amortization of acquisition-related balances, acquisition and integration costs, restructuring costs, interest income, interest expense and other items.

Communications Solutions Group

The Communications Solutions Group serves customers spanning the worldwide commercial communications and aerospace, defense, and government end markets. The group’s solutions consist of electronic design and test software, electronic measurement instruments, systems and related services. These solutions are used in the simulation, design, validation, manufacturing, installation, and optimization of electronic equipment and networks.

Revenue

	Three Months Ended				Six Months Ended				Year over Year Change
	April 30,				April 30,				Three	Six
	2022		2021		2022		2021		Months	Months
in millions
Total revenue	$	963	$	877	$	1,841	$	1,729	10%	6%

The Communications Solutions Group revenue for the three and six months ended April 30, 2022 increased 10 percent and 6 percent, respectively, when compared to the same periods last year. Revenue grew in both the commercial communications and the aerospace, defense and government end markets. Foreign currency movements had an unfavorable impact of 1 percentage point on year-over-year revenue growth for both the three and six months ended April 30, 2022. For both the three and six months ended April 30, 2022, revenue grew across all regions.

The commercial communications end market revenue for the three and six months ended April 30, 2022 increased 11 percent and 8 percent, respectively, year-over-year, and represented 70 percent and 68 percent, respectively, of the total Communications Solutions Group revenue. The revenue growth was driven by strong market demand across the communications ecosystem. Revenue grew across all the regions for both the three and six months ended April 30, 2022. We continue to see ongoing investments in 5G and other wireless and wired communications technologies, fueled by new standards and the redesign of every aspect of communications systems, including wireless access, infrastructure, wireline technologies, data centers and the cloud.

The aerospace, defense and government end market revenue for the three and six months ended April 30, 2022 increased 7 percent and 4 percent, respectively year-over-year, and represented 30 percent and 32 percent, respectively, of the total Communications Solutions Group revenue. For the three months ended April 30, 2022, revenue grew across the Americas and Europe, while Asia Pacific was flat. For the six months ended April 30, 2022, revenue growth in Asia Pacific and Europe was partially offset by a slight decline in the Americas. The revenue growth was driven by strong customer demand and continued investment in signal monitoring, cyber, space, satellite and new commercial technologies like 5G and early 6G research applications, partially offset by the impact of supply chain constraints.

Gross Margin and Operating Margin

	Three Months Ended						Six Months Ended						Year over Year Change
	April 30,						April 30,						Three	Six
	2022			2021			2022			2021			Months	Months
in millions, except margin data
Gross margin	66.2		%	64.7		%	66.7		%	64.7		%	2 ppts	2 ppts
Research and development	$	154		$	150		$	303		$	293		2%	3%
Selling, general and administrative	$	215		$	197		$	422		$	385		9%	10%
Other operating expense (income), net	$	(3)		$	(3)		$	(5)		$	(7)		—	(27)%
Income from operations	$	271		$	222		$	508		$	446		22%	14%
Operating margin	28.2		%	25.4		%	27.6		%	25.8		%	3 ppts	2 ppts

Gross margin for both the three and six months ended April 30, 2022 increased 2 percentage points as compared to the same periods last year, primarily driven by favorable mix, lower variable people-related costs and higher revenue volume, partially offset by higher material costs.

R&D expense for the three and six months ended April 30, 2022 increased 2 percent and 3 percent, respectively, compared to the same periods last year, primarily driven by greater investments in key growth opportunities in our end markets

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and leading-edge technologies as well as incremental costs of acquired businesses, partially offset by lower variable people-related costs.

Selling, general and administrative expense for the three and six months ended April 30, 2022 increased 9 percent and 10 percent, respectively, compared to the same periods last year, primarily driven by higher investments in sales resources, higher infrastructure-related, marketing and travel-related costs, and incremental costs of acquired businesses, partially offset by lower variable people-related costs.

Other operating expense (income), net for the three and six months ended April 30, 2022 was income of $3 million and $5 million, respectively, compared to income of $3 million and $7 million, respectively, for the same periods last year.

Operating margin for the three months ended April 30, 2022 increased 3 percentage points, compared to the same period last year, primarily driven by gross margin gains and lower operating expenses as a percentage of sales. Operating margin for the six months ended April 30,2022 increased 2 percentage points, compared to the same period last year, primarily driven by gross margin gains.

Electronic Industrial Solutions Group

The Electronic Industrial Solutions Group provides test and measurement solutions and related services across a broad set of electronic industrial end markets, focusing on high-value applications in the automotive and energy industries and measurement solutions for consumer electronics, education, general electronics design and manufacturing, and semiconductor design and manufacturing. The group provides electronic measurement instruments, design and test software and systems and related services used in the simulation, design, validation, manufacturing, installation and optimization of electronic equipment, and automated software test that include artificial intelligence and machine learning to automatically identify, build and execute tests critical to digital business success and a strong customer experience.

Revenue

	Three Months Ended				Six Months Ended				Year over Year Change
	April 30,				April 30,				Three	Six
	2022		2021		2022		2021		Months	Months
in millions
Total revenue	$	388	$	344	$	760	$	672	13%	13%

The Electronic Industrial Solutions Group revenue for both the three and six months ended April 30, 2022 increased 13 percent compared to the same periods last year. Foreign currency movements had an unfavorable impact of 2 percentage points on the year-over-year revenue growth for both the three and six months ended April 30, 2022. The revenue growth was driven by continued investments in next-generation semiconductor and new mobility technologies coupled with improved macro conditions in the automotive market. Revenue grew across all regions for both the three and six months ended April 30, 2022.

Gross Margin and Operating Margin

	Three Months Ended						Six Months Ended						Year over Year Change
	April 30,						April 30,						Three	Six
	2022			2021			2022			2021			Months	Months
in millions, except margin data
Gross margin	62.0		%	64.0		%	62.3		%	63.7		%	(2) ppts	(1) ppt
Research and development	$	52		$	53		$	101		$	101		(3)%	—
Selling, general and administrative	$	73		$	70		$	143		$	135		3%	5%
Other operating expense (income), net	$	(1)		$	(1)		$	(2)		$	(2)		—	—
Income from operations	$	118		$	98		$	232		$	194		20%	20%
Operating margin	30.3		%	28.4		%	30.5		%	28.9		%	2 ppts	2 ppts

Gross margin for the three and six months ended April 30, 2022 decreased 2 percentage points and 1 percentage point, respectively, compared to the same periods last year, primarily driven by higher material costs, partially offset by higher revenue volume and lower variable people-related costs.

R&D expense for the three months ended April 30, 2022 decreased 3 percent compared to the same period last year, primarily driven by lower variable people-related costs, partially offset by greater investments in key growth opportunities in our end markets and leading-edge technologies. R&D expense for the six months ended April 30, 2022 was flat compared to the same period last year, primarily driven by lower variable people-related costs offset by greater investments in key growth opportunities in our end markets and leading-edge technologies.

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Selling, general and administrative expense for the three and six months ended April 30, 2022 increased 3 percent and 5 percent, respectively, compared to the same periods last year, primarily due to higher investments in sales resources and higher infrastructure and marketing-related costs, partially offset by lower variable and other people-related costs.

Other operating expense (income), net for both the three and six months ended April 30, 2022 and 2021 was income of $1 million and $2 million, respectively.

Operating margin for both the three and six months ended April 30, 2022 increased 2 percentage points compared to the same periods last year, primarily driven by lower operating expenses as a percentage of sales, partially offset by gross margin declines.

Financial Condition

Liquidity and Capital Resources

Our liquidity is affected by many factors, some of which are based on normal ongoing operations of our business and some of which arise from fluctuations related to global economics and markets. Our cash balances are generated and held in many locations throughout the world. Under certain circumstances, U.S. and local government regulations may limit our ability to move cash balances to meet cash needs.

Overview of Cash Flows

Our key cash flow activities were as follows:

	Six Months Ended
	April 30,
	2022		2021
	(in millions)
Net cash provided by operating activities	$	522	$	697
Net cash used in investing activities	$	(142)	$	(197)
Net cash used in financing activities	$	(527)	$	(264)

Operating Activities

Cash flows from operating activities can fluctuate significantly from period to period as working capital needs, the timing of payments for income taxes, variable pay, pension funding and other items impact reported cash flows.

Net cash provided by operating activities decreased $175 million during the six months ended April 30, 2022 compared to the same period last year.

•Net income for the six months ended April 30, 2022 increased $129 million compared to the same period last year. Non-cash adjustments to net income were lower by $18 million primarily due to a $62 million decrease in amortization expense and a prior-period loss of $16 million on a partial settlement of a non-U.S. pension plan, partially offset by a $31 million increase in deferred tax expense, a $13 million increase in share-based compensation expense and a $16 million increase in other non-cash adjustments, which was primarily driven by an increase in unrealized loss on equity investments and asset impairment charges related to suspension of our Russia operations.

•The aggregate of accounts receivable, inventory and accounts payable used net cash of $107 million during the first six months of fiscal 2022 compared to net cash used of $66 million in the same period last year, primarily due to higher inventory driven by higher material procurement costs and incremental stock build-up to secure supply, higher revenue volume, net of collections and payments. The amount of cash flow generated from or used by the aggregate of accounts receivable, inventory and accounts payable depends upon the cash conversion cycle, which represents the number of days that elapse from the day we pay for the purchase of raw materials and components to the collection of cash from our customers and can be significantly impacted by the timing of shipments and purchases, as well as collections and payments in a period.

•Other movements in assets and liabilities used net cash of $95 million during the first six months of fiscal 2022 compared to net cash provided of $150 million in the same period last year, primarily due to higher variable compensation and other payroll-related payments, net of accruals, higher income tax payments and higher prepaid inventory deposits driven by supply chain constraints.

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Investing Activities

Net cash changes in investing activities primarily relate to investments in property, plant and equipment and acquisitions of businesses to support our growth.

Net cash used in investing activities decreased $55 million during the six months ended April 30, 2022 compared to the same period last year. For the six months ended April 30, 2022, we used $17 million, net of cash acquired, for acquisition activity. For the six months ended April 30, 2021, we used $102 million, net of $11 million cash acquired, for the acquisition of Sanjole Inc. and an additional $34 million, net, for other acquisition activity. For the six months ended April 30, 2022 and 2021, investments in property, plant and equipment were $95 million and $61 million, respectively. For the six months ended April 30, 2022, we used $30 million for purchase of an equity investment.

Financing Activities

Net cash changes in financing activities primarily relate to proceeds from issuance of common stock under employee stock plans, tax payments related to net share settlement of equity awards and treasury stock repurchases.

Net cash used in financing activities increased $263 million during the six months ended April 30, 2022 compared to the same period last year, primarily due to higher treasury stock repurchases and payment of taxes related to net share settlement of equity awards.

Treasury Stock Repurchases

On November 18, 2021, our board of directors approved a new stock repurchase program authorizing the purchase of up to $1,200 million of the company’s common stock. The stock repurchase program may be commenced, suspended or discontinued at any time at the company’s discretion and does not have an expiration date. See "Issuer Purchases of Equity Securities" under Part II Item 2 for additional information.

Debt

	April 30, 2022		October 31, 2021
	(in millions)
Total debt (par value)	$	1,800	$	1,800
Revolving credit facility	$	750	$	750

On July 30, 2021, we entered into a new credit agreement that amended and restated our existing credit agreement dated February 15, 2017 in its entirety, and provides for a $750 million five-year unsecured revolving credit facility (the “Revolving Credit Facility”) that will expire on July 30, 2026 and bears interest at an annual rate of LIBOR + 1 percent along with a facility fee of 0.125 percent per annum. In addition, the new credit agreement permits the company, subject to certain customary conditions, on one or more occasions to request to increase the total commitments under the Revolving Credit Facility by up to $250 million in the aggregate. We may use amounts borrowed under the facility for general corporate purposes. As of April 30, 2022 and October 31, 2021, we had no borrowings outstanding under the Revolving Credit Facility. We were in compliance with the covenants of the Revolving Credit Facility and senior notes during the six months ended April 30, 2022. See note 9, "Debt" for additional information.

Cash and cash requirements

Cash

	April 30, 2022		October 31, 2021
	(in millions)
Cash, cash equivalents and restricted cash	$	1,900	$	2,068
U.S.	$	376	$	427
Non U.S.	$	1,524	$	1,641

Our cash and cash equivalents mainly consist of investments in institutional money market funds, short-term deposits held at major global financial institutions and similar short duration instruments with original maturities of 90 days or less. We continuously monitor the creditworthiness of the financial institutions and money market fund asset managers with whom we invest our funds. We utilize a variety of funding strategies in an effort to ensure that our worldwide cash is available in the locations in which it is needed. Most significant international locations have access to internal funding through an offshore cash pool for working capital needs. In addition, a few locations that are unable to access internal funding have access to temporary local overdraft and short-term working capital lines of credit.

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Cash requirements

We have cash requirements to support working capital needs, capital expenditures, business acquisitions, contractual obligations, commitments, principal and interest payments on debt, and other liquidity requirements associated with our operations. We generally intend to use available cash and funds generated from our operations to meet these cash requirements, but in the event that additional liquidity is required, we may also borrow under our revolving credit facility.

Our non-cancellable commitments to contract manufacturers and suppliers increased to $518 million as of April 30, 2022 from $444 million as of October 31, 2021, driven by higher revenue, advance purchase orders to secure capacity for critical parts due to global supply shortages and higher material costs. There were no other material changes to the cash requirements from our Annual Report on Form 10-K for the fiscal year ended October 31, 2021.

There were no material changes in our liabilities toward uncertain tax positions from our Annual Report on Form 10-K for the fiscal year ended October 31, 2021. We are unable to accurately predict when these will be realized or released. However, it is reasonably possible that there could be significant changes to our unrecognized tax benefits in the next 12 months due to either the expiration of a statute of limitations or a tax audit settlement.

For the remainder of fiscal 2022, we do not expect to contribute to our U.S. defined benefit plan and U.S. post-retirement benefit plan, and we expect to contribute $5 million to our non-U.S. defined benefit plans. The ultimate amounts we will contribute depend upon, among other things, legal requirements, underlying asset returns, the plan’s funded status, the anticipated tax deductibility of the contribution, local practices, market conditions, interest rates and other factors. See note 10, "Retirement plans and post-retirement benefit plans."

Additionally, we expect capital spending to be between approximately $240 million and $260 million in fiscal 2022, with increasing capacity and technology investments.

As of April 30, 2022, we believe our cash and cash equivalents, cash generated from operations, and our ability to access capital markets and credit lines will satisfy our cash needs for the foreseeable future both globally and domestically.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

Quantitative and qualitative disclosures about market risk appear in “Item 7A. Quantitative and Qualitative Disclosures About Market Risk” in Part II of our Annual Report on Form 10-K for the fiscal year ended October 31, 2021. There were no material changes during the six months ended April 30, 2022 to this information reported in the company’s 2021 Annual Report on Form 10-K.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including the Chief Executive Officer and Chief Financial Officer, we have evaluated the effectiveness of our disclosure controls and procedures as required by Exchange Act Rule 13a-15(b) as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer have concluded that these disclosure controls and procedures are effective.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting during the second quarter of fiscal 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

On August 3, 2021, we entered into a Consent Agreement with the Directorate of Defense Trade Controls, Bureau of Political-Military Affairs, Department of State to resolve alleged violations of the Arms Export Control Act and the International Traffic in Arms Regulations ("ITAR"). Pursuant to the Consent Agreement, we were assessed a penalty of $6.6 million to be paid over three years, $2.5 million of which is suspended and designated for remediation activities, including employment of a special compliance officer for three years. We have paid $1.1 million of the assessed amount as of April 30, 2022. We are also involved in lawsuits, claims, investigations and proceedings, including, but not limited to, patent, commercial and environmental matters, which arise in the ordinary course of business. In October 2019, Keysight entered into a license agreement with Centripetal Networks in conjunction with the resolution of a patent infringement lawsuit brought by Centripetal against Keysight. Royalties owed under the license, which expired on December 31, 2021, are the primary subject of pending arbitration. On January 1, 2022, Centripetal filed a lawsuit in Federal District Court in Virginia, alleging that additional Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022, Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022, Centripetal filed a complaint with

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the International Trade Commission (“ITC”) requesting that they investigate whether Keysight should be enjoined from importing certain products that are manufactured outside of the U.S. and are alleged to infringe Centripetal patents. We deny the allegations and intend to aggressively defend each case. Although we do not currently believe that these or other matters are reasonably possible of having a material impact to our business, consolidated financial position, results of operations or cash flows, the outcome of litigation is inherently uncertain and the outcome is difficult to predict. Management’s expectations, if proved to be incorrect, could impact our results in a financial period.

Item 1A. Risk Factors

Risks, Uncertainties and Other Factors That May Affect Future Results

Risks Related to Our Business

Global health crises, such as the COVID-19 pandemic, have had an impact on our supply chain and could have a material impact on our global operations, our customers and vendors, which could adversely impact our business results and financial condition.

In March 2020, the World Health Organization declared COVID-19 a global pandemic. In response to the rapid global spread of the virus, national, state, and local governments issued orders and recommendations to attempt to reduce spread of the disease. Fluctuation in infection rates have continued, and the appearance of new and more easily transmitted variants of COVID-19 have resulted in periodic changes in restrictions that vary from region to region and require vigilant attention and rapid response.

The uncertain duration and severity of the pandemic caused by COVID-19 and its variants, as well as periodic spikes in infection rates, local outbreaks of the virus and its variants or potential outbreaks on our sites or supplier, customer or vendor sites, in spite of safety measures or vaccinations, where available, could cause disruptions to our operations or those of our suppliers, customers or vendors. Outbreaks causing new or renewed government orders could impact the availability of our employees or other workers or could lead to attrition of key employees, which could further impact our ability to manufacture, ship or deliver products and solutions to customers. As new variants of the virus appear, especially variants that are more easily spread, cause more serious outcomes, or are resistant to existing vaccines, new health orders and safety protocols could further impact our on-site operations and our ability to collaborate globally with customers, suppliers, and internal colleagues.

The pandemic has led to global supply chain challenges, which have adversely impacted our ability to procure certain components and could impact our ability to manufacture products and cause delays in delivery of our solutions to our customers. Global shifts in customer demand and raw material supply could result in delayed or canceled orders and our customers’ reduced spending, reduced demand for products and solutions, and their inability to pay for products and solutions.

These factors could materially and negatively impact our business results, operations, revenue, growth and overall financial condition.

Uncertainty in general economic conditions may adversely affect our operating results and financial condition.

Our business is sensitive to negative changes in general economic conditions, both inside and outside the United States. Global and regional economic uncertainty, recession, depression or inflation may impact our business, resulting in:

•increased cost to manufacture products or deliver solutions;

•reduced customer purchasing power;

•reduced demand for our solutions, delays in the shipment of orders or increases in order cancellations;

•increased risk of excess and obsolete inventory;

•increased price pressure for our solutions and services; and

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

In addition, global and regional macroeconomic developments, such as increased unemployment, decreased income, uncertainty related to future economic activity, reduced access to credit, increased interest rates, volatility in capital markets, decreased liquidity, uncertain or destabilizing national election results in the U.S., Europe, and Asia, and negative changes or volatility in general economic conditions in the U.S., Europe, and Asia could negatively affect our ability to conduct business in those territories. Financial difficulties experienced by our suppliers and customers, including distributors, due to economic volatility or negative changes could result in product delays, reduced purchasing power, delays in payment or inability to pay us, and inventory issues. Economic risks related to accounts receivable could result in delays in collection and greater bad debt expense.

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

Visibility into our markets is limited. Our quarterly sales and operating results are highly dependent on the volume and timing of technology-related spending and orders received during the fiscal quarter, which are difficult to forecast and may be cancelled by our customers. In addition, our revenues and earnings forecasts for future fiscal quarters are often based on the expected seasonality or cyclicality of our markets. However, due to the uncertainties and volatile economic environment created by increased geopolitical tensions, including the conflict between Russia and Ukraine, the impact of inflation and the continuing impact of the global pandemic, the markets we serve may experience increased volatility and may not experience the seasonality or cyclicality that we expect. Any decline in our customers' markets would likely result in a reduction in demand for our solutions and services. The current global supply chain constraints could impact our markets and harm our business. Also, if our customers' markets decline, we may not be able to collect on outstanding amounts due to us. Such declines could harm our financial position, results of operations, cash flows and stock price, and could limit our profitability. Also, in such an environment, pricing pressures could intensify. Since a significant portion of our operating expenses is relatively fixed in nature due to sales, R&D and manufacturing costs, if we were unable to respond quickly enough, these pricing pressures could further reduce our operating margins.

Economic and political policies favoring national interests could adversely affect our results of operations.

Nationalistic economic policies and political trends in the United States, the United Kingdom, the European Union, Singapore, Malaysia and China among other countries, such as opposition to globalization and free trade, sanctions or trade restrictions, withdrawal from or re-negotiation of global trade agreements, tax policies that favor domestic industries and interests, the distancing or potential exit of other countries from the European Union, and other similar actions may result in increased transaction costs, reduced ability to hire employees, reduced access to supplies and materials, reduced demand or access to customers in international markets, and inability to conduct our operations as they have been conducted historically. Each of these factors may adversely affect our business.

International trade disputes and increased tariffs between the United States and such jurisdictions could substantially change our expectations and ability to operate in such jurisdictions as we have done historically. Many of our suppliers, vendors, customers, partners, and other entities with whom we do business have strong ties to doing business in China. Their ability to supply materials to us, buy products or services from us, or otherwise work with us is affected by their ability to do business in China. If the U.S.’s relationship with China results in additional trade disputes, trade protection measures, retaliatory actions, tariffs and increased barriers, policies that favor domestic industries, or increased import or export licensing requirements or restrictions, then our deployment of resources in jurisdictions affected by such measures could be misaligned and our operations may be adversely affected due to such changes in the economic and political ecosystem in which our suppliers, vendors, customers, partners, and other entities with whom we do business operate.

A decreased demand for our customers’ products or trade restrictions could adversely affect our results of operations.

Our business depends on our customers’ ability to manufacture, design, and sell their products in the marketplace. International trade disputes affecting our customers could adversely affect our business. Tariffs on imports to or from China could increase the cost of our customers’ components and raw materials, which could make our customers’ products and services more expensive and could reduce demand for our customers’ products. Protectionist and retaliatory trade measures by either China or the United States could limit our customers’ ability to sell their products and services and could reduce demand for our customers’ products. Our customers and other entities in our customer chain could decide to take actions in response to international trade disputes that we could not foresee. A decrease in demand or significant change in operations from our customers due to international trade disputes could adversely affect our operating results and financial condition.

In addition to the above, our customers and suppliers have become subject to U.S. export restrictions and sanctions, such as being added to the U.S. Department of Commerce’s “Lists of Parties of Concern” and having U.S. export privileges denied or suspended. When a customer or supplier of ours becomes subject to such sanctions, we suspend our business with such customer or supplier. Because of the continued tense political and economic relationship between the U.S. and China and between the U.S. and Russia, new sanctions could be imposed with little notice, which could leave us without an adequate alternative solution to compensate for our inability to continue to do business with such customer or supplier. Some of our suppliers and customers in the supply chain are working on unique solutions and products in the market, and it may be difficult if not impossible to replace them, especially with short notice. We cannot predict what impact future sanctions could have on our customers or suppliers, and therefore, our business. Any export restrictions or sanctions and any tariffs or other trade restriction imposed on our customers or suppliers could adversely affect our financial condition and business.

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

Because we sell our solutions worldwide, our business is subject to risks associated with doing business internationally. We anticipate that revenue from international operations will continue to represent a majority of our total revenue. However, there can be no assurances that our international sales will continue at existing levels or grow in accordance with our effort to increase foreign market penetration. In addition, many of our employees, contract manufacturers, suppliers and manufacturing facilities are located outside the United States. Accordingly, our future results could be harmed by a variety of factors, including but not limited to:

•negative impact of a country’s response to the global COVID-19 pandemic or an imposed reduction in economic activity and other economic and political measures taken to contain the spread of COVID-19;

•changes in a specific country's or region's political, economic or other conditions, including but not limited to changes that favor national interests and economic volatility;

•negative consequences from changes in tax laws;

•difficulty in protecting intellectual property;

•injunctions or exclusion orders related to intellectual property disputes;

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

•changes in foreign currency exchange rates;

•difficulty in staffing and managing foreign operations;

•local competition;

•differing labor regulations;

•unexpected changes in regulatory requirements;

•inadequate local infrastructure; and

•potential incidences of corruption and fraudulent business practices.

We centralize most of our accounting processes at two locations: India and Malaysia. These processes include general accounting, inventory cost accounting, accounts payable and accounts receivables functions. If conditions change in those countries, it may adversely affect operations, including impairing our ability to pay our suppliers. Our results of operations, as well as our liquidity, may be adversely affected and possible delays may occur in reporting financial results.

Further, even if we are able to successfully manage the risks of international operations, our business may be adversely affected if our business partners are not able to successfully manage similar risks.

Volatile geopolitical turmoil, including popular uprisings, regional conflicts, terrorism and war could result in market instability, which could negatively impact our business results.

We are a global company with international operations, and we sell our products and solutions in countries throughout the world. Recent escalation in regional conflicts, including the Russian invasion of Ukraine and increasing tensions between China and Taiwan, have resulted in economic sanctions that could limit or prohibit our ability to transfer certain technologies, to sell our products and solutions, and could result in closure of facilities in sanctioned countries. In addition, international conflict could result in increased energy costs, which could increase the cost of manufacturing, selling and delivering products and solutions; inflation, which could result in increases in the cost of manufacturing products and solutions, reduced customer purchasing power, increased price pressure, and reduced or cancelled orders; increased risk of cyber attacks; and market instability, which could adversely impact our financial results.

Failure to introduce successful new solutions and services in a timely manner to address increased competition, rapid technological changes, and changing industry standards could result in our solutions and services becoming obsolete.

We generally sell our solutions in industries that are characterized by increased competition through frequent new solution and service introductions, rapid technological changes and changing industry standards. In addition, many of the markets in which we operate are seasonal and cyclical. Without the timely introduction of new solutions, services and enhancements, our solutions and services will become technologically obsolete over time, in which case our revenue and operating results would suffer. Our ability to offer new solutions and services and to deploy them in a timely manner depend on several factors, including but not limited to our ability to:

•properly identify and assess customer needs;

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•innovate and develop new technologies, services and applications;

•successfully commercialize new technologies in a timely manner;

•manufacture and deliver our solutions in sufficient volumes and on time;

•differentiate our offerings from our competitors' offerings;

•price our solutions competitively;

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

•control product quality in our manufacturing process.

Our future operating results may fluctuate significantly if our investments in innovative technologies are not as profitable as we anticipate.

On a regular basis, we review the existing technologies available in the market and identify strategic new technologies to develop and invest in. We are currently devoting significant resources to new technologies in the communications, automotive, battery, Internet of Things, and mobile industries. We are investing in R&D, developing relationships with customers and suppliers, and re-directing our corporate and operational resources to grow within these innovative technologies. Our income could be harmed if we fail to expand our customer base, if demand for our solutions is lower than we expect, or if our income related to the innovative technologies is lower than we anticipate. We provide solutions for the design, development, and manufacturing stages of our customers’ workflow. Our customers who currently use our solutions in one stage of their workflow may not use our solutions in other aspects of their manufacturing process.

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

Our income could be harmed if we are unable to adjust our purchases to market fluctuations, including those caused by the seasonal or cyclical nature of the markets in which we operate. The sale of our solutions and services are dependent, to a large degree, on customers whose industries are subject to seasonal or cyclical trends in the demand for their products. For example, the consumer electronics market is particularly volatile, making demand difficult to anticipate. Making such estimations in an economic climate affected by the global pandemic, international conflict, inflation or recession is particularly difficult as increased volatility may impact seasonal trends making it more difficult to anticipate demand fluctuations. Additionally, the current disruption to the global supply chain has impacted our ability to purchase parts and components to meet increasing product demand, which has increased lead times, delayed shipments and could materially affect our results. We have seen a shortage of parts for some of our products. In addition, some of the parts that require custom design are not readily available from alternate suppliers due to their unique design or the length of time necessary for design work. Should a supplier cease manufacturing such a component, we would be forced to re-engineer our solution. In addition to discontinuing parts, suppliers may also extend lead times, limit supplies or increase prices due to capacity constraints or other factors. In order to secure components for the production of products, we may continue to enter into non-cancellable purchase commitments with vendors, or at times make advance payments to suppliers, which could impact our ability to adjust our inventory to declining market demands. Prior commitments of this type have resulted in an excess of parts when demand for electronic products has decreased. If demand for our solutions is less than we expect, we may experience additional excess and obsolete inventories and be forced to incur additional charges.

Dependence on contract manufacturing and outsourcing other portions of our supply chain may adversely affect our ability to bring solutions to market and damage our reputation. Dependence on outsourced information technology and other administrative functions may impair our ability to operate effectively.

As part of our efforts to streamline operations and to cut costs, we outsource aspects of our manufacturing processes and other functions and continue to evaluate additional outsourcing. If our contract manufacturers or other outsourcers fail to perform their obligations in a timely manner or at satisfactory quality levels, our ability to bring solutions to market and our reputation could suffer. For example, during a market upturn, our contract manufacturers may be unable to meet our demand requirements, which may preclude us from fulfilling our customers' orders on a timely basis. The ability of these manufacturers to perform is largely outside of our control. Additionally, changing or replacing our contract manufacturers or other outsourced vendors could cause disruptions or delays. In addition, we outsource significant portions of our information technology ("IT") and other administrative functions. Since IT is critical to our operations, any failure of our IT providers to perform could impair our ability to operate effectively. In addition to the risks outlined above, problems with manufacturing or IT outsourcing could result in lower revenues and unrealized efficiencies and could impact our results of operations and stock price. Much of our outsourcing takes place in developing countries and, as a result, may be subject to geopolitical uncertainty.

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

Because we cannot immediately adapt our production capacity and related cost structures to rapidly changing market conditions, when demand is lower than our expectations, our manufacturing capacity will likely exceed our production requirements. During a general market upturn or an upturn in our business, if we cannot increase our manufacturing capacity to meet product demand, we will not be able to fulfill orders in a timely manner, which could lead to order cancellations, contract breaches or indemnification obligations. This inability could materially and adversely limit our ability to improve our income, margin and operating results. By contrast, if, during an economic downturn, we had excess manufacturing capacity, then our fixed costs associated with excess manufacturing capacity would adversely affect our income, margins and operating results.

Key customers or large orders may expose us to additional business and legal risks that could have a material adverse impact on our operating results and financial condition.

As a global company, we have key customers all over the world, although no one customer makes up more than 10 percent of our revenue. Sales to those customers could be reduced or eliminated as a result of failure to respond to customer needs, reduced customer demand, increased sales to our competitors, inability to manufacture or ship products and solutions, supply chain constraints, trade restrictions, sanctions and embargoes. We have experienced forced reductions in sales and been prevented from selling large orders to certain key customers due to trade restrictions, which we have been able to mitigate with the addition of new customers and new business. If we have future reductions in sales or lose key customers, there is no guarantee that we will be able to mitigate the impact of such reductions or losses, which could negatively impact our income, operating results and financial condition.

Certain key customers have substantial purchasing power and leverage in negotiating contractual arrangements with us. These customers may demand contract terms that differ considerably from our standard terms and conditions. Large orders may also include severe contractual liabilities if we fail to provide the quantity and quality of product at the required delivery times or fail to meet other obligations. While we attempt to contractually limit our potential liability, we may agree to some or all of these provisions to secure these orders and grow our business. Such actions expose us to significant additional risks, which could result in a material adverse impact on our operating results and financial condition.

Industry consolidation and consolidation among our customer base may lead to increased competition and may harm our operating results.

There is potential for industry consolidation in our markets. As companies attempt to strengthen or hold their market positions in an evolving industry, companies could be acquired or may be unable to continue operations. Companies that are strategic alliance partners in some areas of our business may acquire or form alliances with our competitors, thereby reducing their business with us. We believe that industry consolidation may result in stronger competitors and could lead to more variability in our operating results and could have a material adverse effect on our business, operating results, and financial condition. Furthermore, particularly in the communications market, rapid consolidation would lead to fewer customers, with the effect that loss of a major customer could have a material impact on results not anticipated in a customer marketplace composed of more numerous participants.

Additionally, if there is consolidation among our customer base, our customers may be able to command increased leverage in negotiating prices and other terms of sale, which could adversely affect our profitability. In addition, if, as a result of increased leverage, customer pressures require us to reduce our pricing such that our gross margins are diminished, we could decide not to sell our solutions under such less favorable terms, which would decrease our revenue. Consolidation among our customer base may also lead to reduced demand for our solutions, replacement of our products by the combined entity with those of our competitors and cancellations of orders, each of which could harm our operating results.

Our acquisitions, strategic alliances, joint ventures, internal reorganizations and divestitures may result in financial results that are different than expected.

In the normal course of business, we may engage in discussions with third parties relating to possible acquisitions, strategic alliances, joint ventures and divestitures. Additionally, we occasionally make changes to our internal structure to align business products, services and solutions with market demands and to obtain cost synergies and operational efficiencies. As a result of such transactions, our financial results may differ from our own or the investment community's expectations in a given fiscal quarter, or over the long term. If market conditions or other factors lead us to change our strategic direction, we may not realize the expected value from such transactions or reorganizations. Further, such third-party transactions often have post-closing arrangements, including, but not limited to, post-closing adjustments, transition services, escrows or indemnifications, the financial results of which can be difficult to predict. In addition, acquisitions and strategic alliances may require us to integrate a different company culture, management team, employees and business infrastructure into our existing operations without impacting the business operations of the newly acquired company. We may have difficulty developing, manufacturing and marketing the products of a newly acquired company in a way that enhances performance and expands the markets of the newly acquired company. The acquired company may not enhance the performance of our businesses or product lines such that

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we do not realize the value from expected synergies. Depending on the size and complexity of an acquisition, the successful integration of the entity depends on a variety of factors, including but not limited to:

•the achievement of anticipated cost savings, synergies, business opportunities and growth prospects from combining the acquired company;

•the scalability of production, manufacturing and marketing of products of a newly acquired company to broader adjacent markets;

•the ability to cohesively integrate operations, product definitions, price lists, delivery, and technical support for products and solutions of a newly acquired company into our existing operations;

•the compatibility of our infrastructure, operations, policies and organizations with those of the acquired company;

•the retention of key employees and/or customers;

•the management of facilities and employees in different geographic areas; and

•the management of relationships with our strategic partners, suppliers, and customer base.

If we do not realize the expected benefits or synergies of such transactions, our consolidated financial position, results of operations, cash flows and stock price could be negatively impacted. Additionally, we may record significant goodwill and other assets as a result of acquisitions or investments, and we may be required to incur impairment charges, which could adversely affect our consolidated financial position and results of operations.

Any inability to complete acquisitions on acceptable terms could negatively impact our growth rate and financial performance.

Our ability to grow revenues, earnings and cash flow depends in part upon our ability to identify and successfully acquire and integrate businesses at appropriate prices and realize anticipated synergies and business performance. Appropriate targets for acquisition are difficult to identify and complete for a variety of reasons, including but not limited to, limited due diligence, high valuations, business and intellectual property evaluations, other interested parties, negotiations of the definitive documentation, satisfaction of closing conditions, the need to obtain antitrust or other regulatory approvals on acceptable terms, and availability of funding. The inability to close appropriate acquisitions on acceptable terms could adversely impact our growth rate, revenue, and financial performance.

We may need additional financing in the future to meet our capital needs or to make opportunistic acquisitions, and such financing may not be available on terms favorable to us, if at all, and may be dilutive to existing shareholders.

We may need to seek additional financing for our general corporate purposes. For example, we may need to increase our investment in R&D activities or need funds to make acquisitions. We may be unable to obtain any desired additional financing on terms favorable to us, if at all. If adequate funds are not available on acceptable terms, we may be unable to fund our expansion, successfully develop or enhance solutions or respond to competitive pressures, any of which could negatively affect our business. If we finance acquisitions by issuing additional convertible debt or equity securities, our existing stockholders may experience share dilution, which could affect the market price of our stock. If we raise additional funds through the issuance of equity securities, our shareholders will experience dilution of their ownership interest. If we raise additional funds by issuing debt, we may be subject to further limitations on our operations and ability to pay dividends due to restrictive covenants.

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

We currently have outstanding debt as well as availability to borrow under a revolving credit facility. We may borrow additional amounts in the future and use the proceeds from any future borrowing for general corporate purposes, future acquisitions, expansion of our business or repurchases of our outstanding shares of common stock.

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

•requiring a portion of our cash flow from operations to make interest payments on this debt;

•increasing our vulnerability to general adverse economic and industry conditions;

•reducing the cash flow available to fund capital expenditures and other corporate purposes and to grow our business; and

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

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

If currency exchange rates fluctuate substantially in the future, our financial results could be adversely affected.

 A substantial amount of our solutions are priced and paid for in U.S. Dollars, although many of our solutions are priced in local currencies and a significant amount of certain types of expenses, such as payroll, utilities, tax and marketing expenses, are paid in local currencies. Our hedging programs are designed to reduce, but not entirely eliminate, within any given 12-month period, the impact of currency exchange rate movements, including those caused by currency controls, which could impact our business, operating results and financial condition by resulting in lower revenue or increased expenses. However, for expenses beyond a 12-month period, our hedging strategy will not mitigate our exchange rate risk. In addition, our currency hedging programs involve third-party financial institutions as counterparties. The weakening or failure of these counterparties may adversely affect our hedging programs and our financial condition through, among other things, a reduction in the number of available counterparties, increasingly unfavorable terms or the failure of counterparties to perform under hedging contracts.

Volatile changes in weather conditions and effects of climate change could damage or destroy strategic facilities, including our headquarters, which could have a significant negative impact on our operations.

We and our customers and suppliers are vulnerable to the increasing impact of climate change. Volatile changes in weather conditions, including extreme heat or cold, could increase the risk of wildfires, floods, blizzards, hurricanes and other weather-related disasters. Such extreme weather events can cause power outages and network disruptions that may result in disruption to operations and may impact our ability to manufacture and ship product, which may negatively impact revenue. Disasters created by extreme conditions could cause significant damage to or destruction of our facilities resulting in temporary or long-term closures of our facilities and operations and significant expense for repair or replacement of damaged or destroyed facilities. This could also result in loss or damage to employee homes, employees relocating to other parts of the country or being unwilling to relocate to the strategic locations, housing shortages and loss of or inability to recruit key employees, This could result in adverse impact to the available workforce, damage to or destruction of inventory, inability to manufacture and deliver solutions, cancellation of orders, and breaches of customer contracts leading to reduced revenue.

If we suffer a loss to our employees, factories, facilities or distribution system due to a catastrophic event, our operations could be significantly harmed.

Our factories, facilities and distribution system are vulnerable to catastrophic loss due to natural or man-made disasters. Several of our facilities could be subject to a catastrophic loss caused by earthquake or other natural disasters due to their locations. For example, our production facilities, headquarters and laboratories in California and our production facilities in Japan are all located in areas with above-average seismic activity. If any of these facilities were to experience a catastrophic loss, it could disrupt our operations, delay production, shipments and revenue and result in large expenses to repair or replace the facility. In addition, since we have consolidated our manufacturing facilities, we are more likely to experience an interruption to our operations in the event of a catastrophe in any one location. Although we carry insurance for property damage and business interruption, we do not carry insurance or financial reserves for interruptions or potential losses arising from earthquakes or terrorism. Also, our third-party insurance coverage will vary from time to time in both type and amount depending on availability, cost and our decisions with respect to risk retention. Economic conditions and uncertainties in global markets may adversely affect the cost and other terms upon which we are able to obtain third-party insurance. If our third-party insurance coverage is adversely affected, or to the extent we have elected to self-insure, we may be at a greater risk that our operations will be harmed by a catastrophic loss.

Our commitment to Net Zero emissions in company operations by Fiscal Year 2040 will be subject to significant costs and regulations which could impact business operations, processes, revenue, and reputation.

In May 2021, the company disclosed its commitment to achieving net zero Scope 1 and Scope 2 emissions by the end of fiscal year 2040. The company plans to meet this commitment by reducing energy consumption through efficiency and conservation measures, investments in renewable energy and selective purchase of certified offsets for residual emissions. The company also committed in September 2021 to developing approved science-based targets in line with limiting global warming to 1.5 degrees Celsius above pre-industrial levels. In addition to Scope 1 and Scope 2 emissions defined by our net zero goal, the company will develop Scope 3 reduction and engagement targets across relevant categories as part of our commitment to science-based targets. The development and implementation of goals and targets may require significant and expensive capital improvements, changes in product development, manufacturing processes and shipping methods. These changes may materially

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increase the cost to manufacture and ship products and solutions, result in price increases to customers, reduce product or solution performance, and create customer dissatisfaction, potentially adversely impacting our revenue and profitability.

Achieving net zero emissions goals and targets may entail compliance with evolving laws and regulatory requirements, which may cause us to change or reconfigure facilities and operations to meet regulatory standards. If operations are out of compliance, we may be subject to civil or criminal actions, fines and penalties and be required to make significant changes to facilities and operations and temporarily or permanently shut down non-compliant operations, which could result in business disruption and significant unexpected expense, delays in or inability to develop, manufacture and ship products and solutions, customer dissatisfaction, loss of revenue and damage to our reputation.

If we are unable to sufficiently reduce Scope 1 and Scope 2 emissions through energy reduction measures or our investments in renewable energy are not successful, we may fail to achieve our net zero emission commitment by fiscal year 2040. If we are unable to achieve Scope 3 reduction and engagement targets, we may fail to achieve our commitment to science-based targets. Failing to achieve the company’s net zero or science-based targets commitments could result in regulatory non-compliance, criminal or civil actions against us, assessment of fees and penalties, inability to develop, manufacture and ship products, customer dissatisfaction with our products and solutions, reduced revenue and profitability, shareholder lawsuits and damage to our reputation.

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

From time to time parties have claimed that one or more of our solutions or services infringe their intellectual property rights. We analyze and take action in response to such claims on a case-by-case basis. In October 2019, Keysight entered into a license agreement with Centripetal Networks in conjunction with the resolution of a patent infringement lawsuit brought by Centripetal against Keysight. Royalties owed under the license, which expired on December 31, 2021, are the primary subject of pending arbitration. On January 1, 2022, Centripetal filed a lawsuit in Federal District Court in Virginia, alleging that additional Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022, Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022, Centripetal filed a complaint with the International Trade Commission (“ITC”) requesting that they investigate whether Keysight should be enjoined from importing certain products that are manufactured outside of the U.S. and are alleged to infringe Centripetal patents. Although we deny the allegations and intend to aggressively defend each case, the outcome of existing proceedings, lawsuits and claims may differ from our expectations because the outcomes of litigation are often difficult to reliably predict.

Disputes and litigation regarding patents or other intellectual property are costly and time-consuming due to the complexity of our technology and the uncertainty of intellectual property litigation and could divert our management and key personnel from business operations. Claims of intellectual property infringement could cause us to enter into a costly or restrictive license agreement (which may not be available under acceptable terms, or at all), require us to redesign certain of our solutions (which would be costly and time-consuming) and/or subject us to significant damages or an injunction against the development and sale of certain solutions or services. In certain of our businesses, we rely on third-party intellectual property licenses, and we cannot ensure that these licenses will be available to us in the future on terms favorable to us or at all.

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

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

Our pending patent, copyright and trademark registration applications may not be allowed or competitors may challenge the validity or scope of our patents, copyrights or trademarks. In addition, our patents, copyrights, trademarks and other intellectual property rights may not provide us with a significant competitive advantage. In preparation for the separation and distribution, we applied for trademarks related to new global brand name in various jurisdictions worldwide. Any successful opposition to our applications in material jurisdictions could impose material costs on us or make it more difficult to protect our brand. Different jurisdictions vary widely in the level of protection and priority they give to trademark and other intellectual property rights.

We may be required to spend significant resources monitoring our intellectual property rights, and we may or may not be able to detect infringement of such rights by third parties. Our competitive position may be harmed if we cannot detect infringement and enforce our intellectual property rights in a timely manner, or at all. In some circumstances, we may choose to not pursue enforcement due to a variety of reasons. In addition, competitors may avoid infringement by designing around our intellectual property rights or by developing non-infringing competing technologies. Intellectual property rights and our ability to enforce them may be unavailable or limited in some countries, which could make it easier for competitors to infringe our

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intellectual property rights, capture market share and could result in lost revenues to the company. Furthermore, some of our intellectual property is licensed to others, which allows them to compete with us using that intellectual property.

If we experience a significant cybersecurity attack or disruption in our IT systems, our business, reputation, and operating results could be adversely affected.

We rely on several centralized IT systems to provide solutions and services, maintain financial records, retain sensitive data such as intellectual property, proprietary business information, and data related to customers, suppliers, and business partners, process orders, manage inventory, process shipments to customers and operate other critical functions. The ongoing maintenance and security of this information is pertinent to the success of our business operations and our strategic goals.

Despite our implementation of network security measures, our network may be vulnerable to cybersecurity attacks, computer viruses, break-ins and similar disruptions. Our network security measures include, but are not limited to, the implementation of firewalls, antivirus protection, patches, log monitors, routine backups, offsite storage, network audits, employee training and routine updates and modifications. Despite our efforts to create these security barriers, we may not be able to keep pace as new threats emerge and it is virtually impossible for us to entirely eliminate this risk. Cybersecurity attacks are evolving and include, but are not limited to, malicious software, attempts to gain unauthorized access to data, and other electronic security breaches that could lead to disruptions in systems, unauthorized release of confidential or otherwise protected information and corruption of data. Any such event could have a material adverse effect on our business, reputation, operating results and financial condition, and no assurance can be given that our efforts to reduce the risk of such attacks will be successful.

In addition, our IT systems may be susceptible to damage, disruptions, instability, or shutdowns due to power outages, hardware failures, telecommunication failures, user errors, implementation of new operational systems or software or upgrades to existing systems and software, catastrophes, or other unforeseen events. Such events could result in the disruption of business processes, network degradation and system downtime, along with the potential that a third party will exploit our critical assets such as intellectual property, proprietary business information and data related to our customers, suppliers and business partners. Further, such events could result in loss of revenue, loss of or reduction in purchase orders, inability to report financial information, litigation, regulatory fines and penalties, and other damage that could have a material impact on our business operations. To the extent that such disruptions occur, our customers and partners may lose confidence in our solutions and we may lose business or brand reputation, resulting in a material and adverse effect on our business operating results and financial condition.

We are or will be subject to ongoing tax examinations of our tax returns by the IRS and other tax authorities. An adverse outcome of any such audit or examination by the IRS or other tax authority could have a material adverse effect on our results of operations, financial condition and liquidity.

We are or will be subject to ongoing tax examinations of our tax returns by the IRS and other tax authorities in various jurisdictions. We regularly assess the likelihood of adverse outcomes resulting from ongoing tax examinations to determine the adequacy of our provision for income taxes. These assessments can require considerable estimates and judgments. Intercompany transactions associated with the sale of inventory, services, intellectual property and cost sharing arrangements are complex and affect our tax liabilities. The calculation of our tax liabilities involves uncertainties in the application of complex tax laws and regulations in multiple jurisdictions. The outcomes of these tax examinations could have an adverse effect on our operating results and financial condition. Due to the complexity of tax contingencies, the ultimate resolution of any tax matters related to operations may result in payments greater or less than amounts accrued.

Our operations may be adversely impacted by changes in our business mix or changes in the tax legislative landscape.

Our effective tax rate may be adversely impacted by, among other things, changes in the mix of our earnings among countries with differing statutory tax rates, changes in the valuation allowance of deferred tax assets, and changes in tax laws. We cannot give any assurance as to what our effective tax rate will be in the future because, among other things, there is uncertainty regarding the tax policies of the jurisdictions where we operate. Changes in tax laws, such as tax reform in the United States or changes in tax laws resulting from the Organization for Economic Co-operation and Development’s (“OECD”) multi-jurisdictional plan of action to address “base erosion and profit shifting” and the taxation of the “Digital Economy” could impact our effective tax rate.

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

We are subject to federal, state, and local taxes in the United States and numerous foreign jurisdictions. We devote significant resources to evaluating our tax positions and our worldwide provision for taxes. Our financial results and tax treatment are susceptible to changes in tax, accounting, and other laws, regulations, principles, and interpretations in the United States and in other jurisdictions where we do business. With the existence of economic and political policies that favor domestic interests, it is possible that more countries will enact tax laws that either increase the tax rates, or reduce or change the tax

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incentives available to multinational companies like ours. Upon a change in tax laws in any territory where we do significant business, we may not be able to maintain our current tax rate or qualify for or maintain the benefits of any tax incentives offered, to the extent such incentives are offered.

Keysight benefits from tax incentives in several jurisdictions, most significantly in Singapore and Malaysia, that will expire or require renewal at various times in the future. The tax incentives provide lower rates of taxation on certain classes of income and require thresholds of investments and employment in those jurisdictions. Based on the current tax environment, we believe that we will satisfy such conditions in the future as needed, but cannot guarantee that the tax environment will not change or that such conditions will be satisfied. If we cannot or do not wish to satisfy all or portions of the tax incentives conditions, we may lose the related tax incentives and could be required to refund the benefits that the tax incentives previously provided. The Singapore tax incentive is due for renewal in 2024, and the Malaysia incentive is due for renewal in 2025. Based on the current tax environment, we believe that we will satisfy such conditions in the future as needed, but cannot guarantee that the tax environment will not change or that such conditions will be satisfied. We cannot guarantee that we will qualify or wish to qualify for any future incentive regime that may exist in the future. As a result, our effective tax rate could be higher than it would have been had we maintained the benefits of the tax incentives and could harm our operating results.

Our taxes could increase if the existing Singapore or Malaysia incentives are revoked or are not renewed upon expiration. We cannot guarantee that we will qualify for any new incentive regime that may exist in fiscal years 2024 or 2025, respectively. If we cannot or do not wish to satisfy all or portions of the tax incentives conditions, we may lose the related tax incentives and could be required to refund the benefits that the tax incentives previously provided. As a result, our effective tax rate could be higher than it would have been had we maintained the benefits of the tax incentives and could harm our operating results after tax.

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

Our future success depends partly on the continued service of our key research, engineering, sales, marketing, manufacturing, executive and administrative personnel, including personnel joining our company through acquisitions. The markets in which we operate are dynamic, and we may need to respond with reorganizations, workforce reductions and site closures from time to time. We believe our pay levels are competitive within the regions that we operate. However, global labor shortages and increased global attrition have intensified competition for talent in most fields across the geographic areas in which we operate, and it may become more difficult to retain key employees. If we fail to retain key personnel and are unable to hire highly qualified replacements, we may not be able to meet key objectives, such as launching effective product innovations and meeting financial goals, and maintain or expand our business.

If we fail to maintain satisfactory compliance with certain regulations, we may be subject to substantial negative financial consequences and civil or criminal penalties.

We and our customers are subject to various significant international, federal, state and local regulations, including, but not limited to, health and safety, packaging, data privacy, product content, environmental, labor and import/export regulations. These regulations are complex, change frequently and have tended to become more stringent over time. We have been required to incur significant expenses to comply with these regulations and to remedy violations of certain import/export regulations. Any future failure by us to comply with applicable government regulations could also result in cessation of our operations or portions of our operations, high financial penalties, product recalls or impositions of fines, and restrictions on our ability to carry on or expand our operations. If demand for our solutions is adversely affected or our costs increase, our business would suffer.

Our R&D, manufacturing and distribution operations involve the use of hazardous substances and are regulated under international, federal, state and local laws governing health and safety and the environment. We are also regulated under a number of international, federal, state and local laws regarding recycling, product packaging and product content requirements. We apply strict standards for protection of the environment and occupational health and safety inside and outside the United States, even where not subject to regulation imposed by foreign governments. We believe that our properties and operations at our facilities comply in all material respects with applicable environmental and occupational health and safety laws. In spite of these efforts, no assurance can be given that we will be compliant with all applicable environmental and workplace health and safety laws and regulations and violations could result in civil or criminal sanctions, fines and penalties.

We have developed internal data handling policies and practices to comply with the General Data Protection Regulation (“GDPR”) in the European Union and data privacy regulations similar to GDPR in other jurisdictions. Our existing business strategy does not rely on aggregating or selling personally identifiable information, and as a general matter Keysight does not process personally identifiable information on behalf of our customers. We devote resources to keep up with the changing regulatory environment on data privacy in the jurisdictions where we do business. Despite our efforts, no assurance can be given that we will be compliant with data privacy regulations. New laws, amendments, or interpretations of regulations, industry standards, and contractual obligations relating to data privacy may require us to incur additional costs and restrict our

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business operations. If we fail to comply with GDPR or other data privacy regulation, we may be subject to significant financial fines and civil or criminal penalties, and may suffer damage to our reputation or brand, which could adversely affect our business and financial results.

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

Failure to comply with anti-corruption laws could adversely affect our business and result in financial penalties.

Because we have extensive international operations, we must comply with complex foreign and U.S. laws and regulations, such as the U.S. Foreign Corrupt Practices Act, the U.K. Bribery Act and other local laws prohibiting corrupt payments to governmental officials, and anti-competition regulations. Although we actively maintain policies and procedures designed to ensure ongoing compliance with these laws and regulations, there can be no assurance that our employees, contractors or agents will not violate these policies and procedures. Violations of these laws and regulations could result in fines and penalties, criminal sanctions, restrictions on our business conduct and on our ability to offer our solutions in one or more countries, and could also materially affect our brand, ability to attract and retain employees, international operations, business and operating results.

Our business and financial results may be adversely affected by various legal and regulatory proceedings.

We are subject to legal proceedings, lawsuits and other claims in the normal course of business and could become subject to additional claims in the future, some of which could be material. In October 2019, Keysight entered into a license agreement with Centripetal Networks in conjunction with the resolution of a patent infringement lawsuit brought by Centripetal against Keysight. Royalties owed under the license, which expired on December 31, 2021, are the primary subject of pending arbitration. On January 1, 2022, Centripetal filed a lawsuit in Federal District Court in Virginia, alleging that additional Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022, Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022, Centripetal filed a complaint with the International Trade Commission (“ITC”) requesting that they investigate whether Keysight should be enjoined from importing certain products that are manufactured outside of the U.S. and are alleged to infringe Centripetal patents. Although we deny the allegations and intend to aggressively defend each case, the outcome of existing proceedings, lawsuits and claims may differ from our expectations because the outcomes of litigation are often difficult to reliably predict. Various factors or developments can lead us to change current estimates of liabilities and related insurance receivables where applicable, or permit us to make such estimates for matters previously not susceptible to reasonable estimates, such as a significant judicial ruling or judgment, a significant settlement, significant regulatory developments or changes in applicable law. A future adverse ruling, settlement or unfavorable development could result in charges that could adversely affect our business, operating results or financial condition.

Our internal controls may be determined to be ineffective, which may adversely affect investor confidence in our company, the value of our stock, and our access to capital.

The Sarbanes-Oxley Act of 2002 requires us to furnish a report by management on the effectiveness of our internal control over financial reporting, among other things. We are devoting significant resources and time to comply with such internal control over financial reporting requirements. However, we cannot be certain that these measures will ensure that we design, implement and maintain adequate control over our financial processes and reporting in the future, especially in the context of acquisitions of other businesses. Any difficulties in the assimilation of acquired businesses into our control system could harm our operating results or cause us to fail to meet our financial reporting obligations. Inferior internal controls could also cause investors to lose confidence in our reported financial information, which could have a negative effect on the trading price of our stock or on our access to capital, or cause us to be subject to investigation or sanctions by the SEC.

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

Our cash and cash equivalents are invested or held in a mix of money market funds, time deposit accounts and bank demand deposit accounts. Disruptions in the financial markets may, in some cases, result in an inability to access assets such as money market funds that traditionally have been viewed as highly liquid. Any failure of our counterparty financial institutions or funds in which we have invested may adversely impact our cash and cash equivalent positions and, in turn, our results and financial condition.

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Future investment returns on pension assets may be lower than expected or interest rates may decline, requiring us to make significant additional cash contributions to our future plans.

We sponsor several defined benefit pension plans that cover many of our salaried and hourly employees. The Federal Pension Protection Act of 2006 requires that certain capitalization levels be maintained in each of the U.S. plans, and there may be similar funding requirements in the plans outside the United States. Because it is unknown what the investment return on and the fair value of our pension assets will be in future years or what interest rates and discount rates may be at any point in time, no assurances can be given that applicable law will not require us to make future material plan contributions. Any such contributions could adversely affect our financial condition.

Environmental contamination from past operations could subject us to unreimbursed costs and could harm on-site operations and the future use and value of the properties involved, and environmental contamination caused by ongoing operations could subject us to substantial liabilities in the future.

Some of our properties are undergoing remediation by HP Inc. ("HP") for subsurface contaminations that were known at the time of Agilent's separation from HP in 1999. In connection with Agilent's separation from HP, HP and Agilent entered into an agreement pursuant to which HP agreed to retain the liability for this subsurface contamination, perform the required remediation and indemnify Agilent with respect to claims arising out of that contamination. Agilent has assigned its rights and obligations under this agreement to Keysight in respect of facilities transferred to us in the separation. As a result, HP will have access to a limited number of our properties to perform remediation. Although HP agreed to minimize interference with on-site operations at such properties, remediation activities and subsurface contamination may require us to incur unreimbursed costs and could harm on-site operations and the future use and value of the properties. In connection with the separation, Agilent will indemnify us directly for any liabilities related thereto. We cannot be sure that HP will continue to fulfill its remediation obligations or that Agilent will continue to fulfill its indemnification obligations.

In connection with the separation from Agilent, Agilent also agreed to indemnify us for any liability associated with contamination from past operations at all properties transferred from Agilent to Keysight. We cannot be sure that Agilent will fulfill its indemnification obligations.

Our current manufacturing processes involve the use of substances regulated under various international, federal, state and local laws governing the environment. As a result, we may become subject to liabilities for environmental contamination, and these liabilities may be substantial. Although our policy is to apply strict standards for environmental protection at our sites inside and outside the United States, even if the sites outside the United States are not subject to regulations imposed by foreign governments, we may not be aware of all conditions that could subject us to liability.

Risks Related to Our Common Stock

Our share price may fluctuate significantly.

Our common stock is listed on the New York Stock Exchange ("NYSE") under the ticker symbol “KEYS.” The market price of our common stock may fluctuate widely, depending on many factors, some of which may be beyond our control, including but not limited to:

•actual or anticipated fluctuations in our operating results due to factors related to our business;

•success or failure of our business strategy;

•our quarterly or annual earnings, or those of other companies in our industry;

•our ability to obtain third-party financing as needed;

•announcements by us or our competitors of significant acquisitions or dispositions;

•changes in accounting standards, policies, guidance, interpretations or principles;

•the failure of securities analysts to cover our common stock;

•changes in earnings estimates by securities analysts or our ability to meet those estimates;

•the operating and share price performance of other comparable companies;

•investor perception of our company;

•natural or other disasters that investors believe may affect us;

•the impact of global pandemics, such as COVID-19;

•overall market fluctuations;

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•results from any material litigation or government investigations;

•changes in laws or regulations affecting our business;

•new or expanded trade restrictions;

•economic conditions such as inflation or recession;

•geopolitical conflicts; and

•other external factors.

Stock markets in general have experienced volatility that has often been unrelated to the operating performance of a particular company. These broad market fluctuations could adversely affect the trading price of our common stock.

In addition, when the market price of a company’s shares drops significantly, shareholders often institute securities class action lawsuits against the company. A lawsuit against us could cause us to incur substantial costs and could divert the time and attention of management and other resources.

We do not currently pay dividends on our common stock.

We do not currently pay dividends on our common stock. The payment of any dividends in the future, and the timing and amount thereof, to our stockholders fall within the discretion of our board of directors. The board's decisions regarding the payment of dividends will depend on many factors, such as our financial condition, earnings, capital requirements, debt service obligations, restrictive covenants in our debt, industry practice, legal requirements, regulatory constraints and other factors that our board of directors deems relevant. We cannot guarantee that we will pay a dividend in the future or continue to pay any dividends if we commence paying dividends.

Certain provisions in our amended and restated certificate of incorporation and bylaws, and of Delaware law, may prevent or delay an acquisition of the company, which could decrease the trading price of our common stock.

Our amended and restated certificate of incorporation and amended and restated bylaws contain, and Delaware law contains, provisions that are intended to deter coercive takeover practices and inadequate takeover bids by making such practices or bids unacceptably expensive to the bidder and to encourage prospective acquirers to negotiate with our board of directors rather than to attempt a hostile takeover. These provisions include but are not limited to:

•the inability of our shareholders to call a special meeting;

•the inability of our shareholders to act without a meeting of shareholders;

•rules regarding how shareholders may present proposals or nominate directors for election at shareholder meetings;

•the right of our board of directors to issue preferred stock without shareholder approval;

•the division of our board of directors into three classes of directors, with each class serving a staggered three-year term, and this classified board provision could have the effect of making the replacement of incumbent directors more time consuming and difficult;

•a provision that shareholders may only remove directors with cause;

•the ability of our directors, and not shareholders, to fill vacancies on our board of directors; and

•the requirement that the affirmative vote of shareholders holding at least 80 percent of our voting stock is required to amend certain provisions in our amended and restated certificate of incorporation (relating to the number, term and removal of our directors, the filling of our board vacancies, the advance notice to be given for nominations for elections of directors, the calling of special meetings of shareholders, shareholder action by written consent, the ability of the board of directors to amend the bylaws, elimination of liability of directors to the extent permitted by Delaware law, exclusive forum for certain types of actions and proceedings that may be initiated by our shareholders and amendments of the certificate of incorporation) and certain provisions in our amended and restated bylaws (relating to the calling of special meetings of shareholders, the business that may be conducted or considered at annual or special meetings, the advance notice of shareholder business and nominations, shareholder action by written consent, the number, tenure, qualifications and removal of our directors, the filling of our board vacancies, director and officer indemnification and amendments of the bylaws).

In addition, because we have not chosen to be exempt from Section 203 of the Delaware General Corporation Law (the "DGCL"), this provision could also delay or prevent a change of control that some shareholders may favor. Section 203 provides that, subject to limited exceptions, persons that acquire, or are affiliated with a person that acquires, more than 15 percent of the outstanding voting stock of a Delaware corporation (an "interested stockholder") shall not engage in any business

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combination with that corporation, including by merger, consolidation or acquisitions of additional shares, for a three-year period following the date on which the person became an interested stockholder, unless (i) prior to such time, the board of directors of such corporation approved either the business combination or the transaction that resulted in the stockholder becoming an interested stockholder; (ii) upon consummation of the transaction that resulted in the stockholder becoming an interested stockholder, the interested stockholder owned at least 85 percent of the voting stock of such corporation at the time the transaction commenced (excluding for purposes of determining the voting stock outstanding (but not the outstanding voting stock owned by the interested stockholder) the voting stock owned by directors who are also officers or held in employee benefit plans in which the employees do not have a confidential right to tender or vote stock held by the plan); or (iii) on or subsequent to such time the business combination is approved by the board of directors of such corporation and authorized at a meeting of shareholders by the affirmative vote of at least two-thirds of the outstanding voting stock of such corporation not owned by the interested stockholder.

We believe these provisions will protect our shareholders from coercive or otherwise unfair takeover tactics by requiring potential acquirers to negotiate with our board of directors and by providing our board of directors with more time to assess any acquisition proposal. These provisions are not intended to make us immune from takeovers. However, these provisions will apply even if the offer may be considered beneficial by some shareholders and could delay or prevent an acquisition that our board of directors determines is not in the best interests of the company and our shareholders. These provisions may also prevent or discourage attempts to remove and replace incumbent directors.

Our amended and restated certificate of incorporation designates that the state courts in the State of Delaware or, if no state court located within the State of Delaware has jurisdiction, the federal court for the District of Delaware, as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our shareholders, which could discourage lawsuits against the company and our directors and officers.

Our amended and restated certificate of incorporation provide that unless the board of directors otherwise determines, the state courts in the State of Delaware or, if no state court located within the State of Delaware has jurisdiction, the federal court for the District of Delaware, will be the sole and exclusive forum for any derivative action or proceeding brought on our behalf, any action asserting a claim of breach of a fiduciary duty owed by any of our directors or officers to the company or our shareholders, any action asserting a claim against us or any of our directors or officers arising pursuant to any provision of the DGCL or Keysight's amended and restated certificate of incorporation or bylaws, or any action asserting a claim against us or any of our directors or officers governed by the internal affairs doctrine. This exclusive forum provision may limit the ability of our shareholders to bring a claim in a judicial forum that such shareholders find favorable for disputes with us or our directors or officers, which may discourage such lawsuits against us and our directors and officers.

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Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

ISSUER PURCHASES OF EQUITY SECURITIES

The table below summarizes information about the company’s purchases, based on trade date; of its equity securities registered pursuant to Section 12 of the Exchange Act during the quarterly period ended April 30, 2022.

Period	Total Number of Shares of Common Stock Purchased (1)	Weighted Average Price Paid per Share of Common Stock (2)	Total Number of Shares of Common Stock Purchased as Part of Publicly Announced Plans or Programs (1)	Maximum Approximate Dollar Value of Shares of Common Stock that May Yet Be Purchased Under the Program (1)
February 1, 2022 through February 28, 2022	57,600	$156.16	57,600	$985,379,250
March 1, 2022 through March 31, 2022	1,556,069	$155.41	1,556,069	$743,543,267
April 1, 2022 through April 30, 2022	264,407	$143.53	264,407	$705,594,069
Total	1,878,076		1,878,076

(1)

On November 18, 2021, our board of directors approved a new stock repurchase program authorizing the purchase of up to $1,200 million of the company’s common stock, replacing the previously approved November 2020 program, under which $77 million remained. Under our stock repurchase program, shares may be purchased from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions or other means. All such shares and related costs are held as treasury stock and accounted for at trade date using the cost method.

(2)

The weighted average price paid per share of common stock does not include the cost of commissions.

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Item 6. Exhibits

Exhibit
Number	Description
10.1	Keysight Technologies, Inc. Global Stabilization Performance Award Agreement
31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS	XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	XBRL Extension Schema Document
101.CAL	XBRL Extension Calculation Linkbase Document
101.LAB	XBRL Extension Label Linkbase Document
101.PRE	XBRL Extension Presentation Linkbase Document
101.DEF	XBRL Extension Definition Linkbase Document
104	Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

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SIGNATURES 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

KEYSIGHT TECHNOLOGIES, INC.

Dated:	June 1, 2022	By:	/s/ Neil Dougherty
			Neil Dougherty
			Executive Vice President and Chief Financial Officer
			(Principal Financial Officer)
Dated:	June 1, 2022	By:	/s/ John C. Skinner
			John C. Skinner
			Vice President and Corporate Controller
			(Principal Accounting Officer)

     

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EX-10.1

Exhibit 10.1

KEYSIGHT TECHNOLOGIES, INC.

2014 Equity and Incentive Compensation Plan

Global Stabilization Performance Award Agreement

Section 1.Grant of Stock Award. This Global Stabilization Performance Award Agreement, including any additional terms for your country in Appendix A attached hereto (collectively this "Award Agreement"), dated as of the Grant Date indicated in your account maintained by Fidelity Stock Plan Services, LLC or such other company that may provide administrative services in connection with the Plan in the future (the "External Administrator"), is entered into between Keysight Technologies, Inc. (the "Company"), and you as an individual (the "Awardee") who has been granted a Global Stabilization Performance Award consisting of Restricted Stock Units (this "Stock Award") pursuant to the Keysight Technologies, Inc. 2014 Equity and Incentive Compensation Plan (the "Plan"). This Stock Award represents the right to receivethe number of shares of the Company's $0.01 par value voting common stock ("Shares") indicated in Awardee's External Administrator account subject to the fulfillment of the conditions set forth below and pursuant to and subject to the terms and conditions set forth in the Plan. Capitalized terms used and not otherwise defined herein are used with the same meanings as in the Plan.

Section 2.Performance Period and Vesting Period. This Stock Award shall vest upon the achievement of performance goals based on the Performance Criteria (as set forth in Appendix B (the "Performance Goals")) over the performance period set forth in Appendix B (the "Performance Period"), provided Awardee continues in Service through the vesting period set forth in Appendix B (the "Vesting Period") and up until the Payment Date (defined below).

Section 3.Performance Goals; Settlement. This Stock Award shall not vest and no Shares will be issued to Awardee until the Committee (consisting of at least two outside directors of the Company has certified in writing that the Performance Goals have been achieved or exceeded. On the basis of the certified level of attainment of the Performance Goals, the number of Shares subject to the Stock Award that are eligible to vest shall be calculated; such amount may be 0% or 100% of the Target Award set forth in Appendix B. The portion of the Stock Award that is eligible to vest shall vest and be settled as soon as reasonably practicable following the date that the Committee certifies the level of attainment and in any event within ninety (90) days following the end of the Performance Period (the "Payment Date").

Section 4.Nontransferability of Stock Award. This Stock Award shall not be transferable by Awardee otherwise than by will or by the laws of descent and distribution. The terms of this Stock Award shall be binding on the executors, administrators, heirs and successors of Awardee.

Section 5.Termination of Service; Change of Control.

(a)    General. An Awardee who, whether voluntarily or involuntarily, terminates Service from the Company (including its Affiliates) or otherwise ceases to be employed in a participating position at any time prior to the Payment Date, shall not be eligible to receive a payout under the Stock Award. Except as the Committee may otherwise determine, termination of Awardee's Service (regardless of the reason for such termination and whether or not later found invalid or in breach of employment laws in the jurisdiction where Awardee is employed or the terms of Awardee's employment agreement, if any) shall occur on the date (the "Termination Date") such Awardee ceases to actively perform services for the Company or any Affiliate without regard to any notice period (e.g., Awardee's period of Service would not include any contractual notice period or any period of "garden leave" or similar period mandated under employment laws in the jurisdiction where Awardee is employed, including, but not limited to statutory law,

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regulatory law and/or common law, or the terms of Awardee's employment agreement, if any). The Administrator or its designee shall have the exclusive discretion to determine Awardee's Termination Date in accordance with this Section 5(a). This Section 5(a) shall override any current or future plan, agreement or arrangement that waives the requirement that Awardee be employed in a participating position through the Payment Date in order to be eligible to receive a payout under the Stock Award, including, without limitation, the Company’s Officer and Executive Severance Plan or a Workforce Management Program of the Company or a Subsidiary or Affiliate thereof.

(b)    Change of Control. In the event of a Change of Control, an Awardee shall, following the end of the Performance Period (or such earlier termination date as may be established for the Performance Period in connection with the Change of Control), be entitled to receive an amount that is equal to the greater of the Target Award or the accrued amount of the payout (i.e., the amount accrued as the expected liability for this Stock Award by the Company's corporate finance department); except that if such Change of Control occurs during the first 12 months of the Vesting Period, the payout for such Performance Period shall equal an amount calculated by multiplying (a) the amount determined herein times (b) a fraction, the numerator of which is the number of days from the beginning of the Vesting Period to the date of such Change of Control, and the denominator of which is the number of days in the 12-month period. In the event that this Section 5(b) is applicable, the date of payout under this Section 5(b) shall constitute the Payment Date for purposes of this Award Agreement.

Section 6.Restrictions on Issuance of Shares of Common Stock. The Company shall not be obligated to issue any Shares pursuant to this Stock Award unless the Shares are at that time effectively registered or exempt from registration under the U.S. Securities Act of 1933, as amended, and as applicable, local laws. Further, notwithstanding anything to the contrary herein, the Company shall not be obligated to issue any Shares pursuant to this Stock Award if such issuance violates or is not in compliance with any Applicable Laws.

Section 7.Responsibility for Taxes. Awardee acknowledges that, regardless of any action taken by the Company or, if different, the entity to which Awardee is providing Service (the "Employer") the ultimate liability for all income tax, social insurance, payroll tax, fringe benefits tax, payment on account or other tax-related items related to Awardee's participation in the Plan and legally applicable to Awardee ("Tax-Related Items"), is and remains Awardee's responsibility and may exceed any amount withheld by the Company or the Employer. Awardee further acknowledges that the Company and/or the Employer (1) make no representations or undertakings regarding the treatment of any Tax-Related Items in connection with any aspect of the Stock Award, including, but not limited to, the grant, vesting or settlement of the Stock Award, the subsequent sale of Shares acquired pursuant to such settlement and the receipt of any dividends or other distributions; and (2) do not commit to and are under no obligation to structure the terms of the grant or any aspect of the Stock Award to reduce or eliminate Awardee's liability for Tax-Related Items or achieve any particular tax result. Further, if Awardee is subject to Tax-Related Items in more than one jurisdiction between the Grant Date and the date of any relevant taxable or tax withholding event, as applicable, Awardee acknowledges that the Company and/or the Employer (or former employer, as applicable) may be required to withhold or account for Tax-Related Items in more than one jurisdiction.

Awardee authorizes the Company and/or the Employer to, in the sole discretion of the Company and/or the Employer, withhold all applicable Tax-Related Items legally payable by Awardee from Awardee's wages or other cash compensation paid to Awardee by the Company and/or the Employer, within legal limits, or from proceeds of the sale of Shares. Alternatively, or in addition, if permissible under local law, the Company may in its sole discretion (1) sell or arrange for the sale of Shares that Awardee acquires to meet the withholding obligation for Tax-Related Items (on Awardee's behalf pursuant to this authorization), and/or (2) withhold in Shares, provided that the Company only withholds the amount of Shares necessary to satisfy the minimum withholding amount. Notwithstanding the foregoing, if Awardee is an officer of the Company within the meaning of the Exchange Act, then the Company will withhold in Shares unless the use

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of such withholding method is not practicable under applicable tax or securities laws or has materially adverse accounting consequences, in which case, the obligation for Tax-Related Items may be satisfied by one or a combination of methods (1) and (2) above.

Depending on the withholding method, the Company may withhold or account for Tax-Related Items by considering applicable minimum statutory withholding rates or other applicable withholding rates, including maximum applicable rates, in which case Awardee will receive a refund of any over-withheld amount in cash and will have no entitlement to the Common Stock equivalent. If the obligation for Tax-Related Items is satisfied by withholding in Shares, for tax purposes, Awardee is deemed to have been issued the full number of Shares subject to the vested Stock Award, notwithstanding that a number of the Shares are held back solely for the purpose of paying the Tax-Related Items.

Finally, Awardee agrees to pay to the Company or the Employer, any amount of Tax-Related Items that the Company or the Employer may be required to withhold or account for as a result of Awardee's participation in the Plan that cannot be satisfied by the means previously described. The Company may refuse to issue or deliver the Shares or the proceeds of the sale of Shares, if Awardee fails to comply with Awardee's obligations in connection with the Tax-Related Items.

Section 8.Adjustment. The number of Shares subject to this Stock Award and the price per Share, if any, of such Shares may be adjusted by the Company from time to time pursuant to the Plan.

Section 9.Nature of Award. In accepting the grant of this Stock Award, Awardee acknowledges, understands and agrees that:

(a)the Plan is established voluntarily by the Company, it is discretionary in nature and it may be modified, amended, suspended or terminated by the Company at any time, to the extent permitted by the Plan;

(b)the grant of the Stock Award is voluntary and occasional and does not create any contractual or other right to receive future grants of Stock Awards, or benefits in lieu of Stock Awards, even if Stock Awards have been granted in the past;

(c)all decisions with respect to future Stock Award or other grants, if any, will be at the sole discretion of the Company;

(d)the Stock Award grant and Awardee's participation in the Plan shall not create a right to provide Service or be interpreted as forming an employment or services contract with the Company, the Employer or any Subsidiary or Affiliate and shall not interfere with the ability of the Company, the Employer or any Subsidiary or Affiliate, as applicable, to terminate Awardee's Service;

(e)Awardee is voluntarily participating in the Plan;

(f)the Stock Award and the Shares subject to the Stock Award are not intended to replace any pension rights or compensation;

(g)the Stock Award and the Shares subject to the Stock Award, and the income and value of same, are not part of normal or expected compensation for purposes of calculating any severance, resignation, termination, redundancy, dismissal, end-of-service payments, bonuses, long-service awards, profit-sharing payments, pension, retirement or welfare benefits or similar payments;

3

(h)the future value of the underlying Shares is unknown, indeterminable and cannot be predicted with certainty, the Company makes no representation regarding such future value and neither the Company, the Employer nor any Subsidiary or Affiliate is responsible for any decrease in value or any foreign exchange fluctuations between Awardee's local currency and the United States Dollar that may affect such value;

(i)this Award Agreement is between Awardee and the Company, and that the Employer (if different) is not a party to this Award Agreement;

(j)in consideration of the grant of the Stock Award to which Awardee is otherwise not entitled, no claim or entitlement to compensation or damages shall arise from forfeiture of the Stock Award resulting from the termination of Awardee's Service (for any reason whatsoever whether or not later found to be invalid or in breach of employment laws in the jurisdiction where Awardee is employed or the terms of Awardee's employment agreement, if any);

(k)Applicable Laws (including any rules or regulations governing securities, foreign exchange, tax, labor or other matters) of the country in which Awardee is residing or working at the time of grant or vesting of the Stock Award or the sale of Shares may subject Awardee to additional procedural or regulatory requirements that Awardee solely is responsible for and must independently fulfill in relation to ownership or sale of such Shares; and

(l)the ownership of Shares or assets and/or the holding of a bank or brokerage account may subject Awardee to reporting requirements imposed by tax, banking, and/or other authorities in Awardee's country, that Awardee solely is responsible for complying with such requirements, and that any cross-border cash remittance made to transfer of proceeds received upon the sale of Shares must be made through a locally authorized financial institution or registered foreign exchange agency and may require Awardee to provide to such entity certain information regarding the transaction.

Section 10.No Advice Regarding Grant. The Company is not providing any tax, legal or financial advice, nor is the Company making any recommendations regarding Awardee's participation in the Plan, or Awardee's acquisition or sale of the underlying Shares. Awardee is hereby advised to consult with his or her own personal tax, legal and financial advisors regarding his or her participation in the Plan before taking any action related to the Plan.

Section 11.Data Privacy. Awardee hereby explicitly and unambiguously consents to the collection, use and transfer, in electronic or other form, of Awardee's personal data as described in this Award Agreement and any other Stock Award grant materials ("Data") by and among, as applicable, the Employer, the Company and its Subsidiaries and Affiliates for the exclusive purpose of implementing, administering and managing Awardee's participation in the Plan.

Awardee understands that the Company and the Employer may hold certain personal information about Awardee, including, but not limited to, Awardee's name, home address and telephone number, date of birth, social insurance number or other identification number, salary, nationality, job title, any Shares or directorships held in the Company, details of all Stock Awards or any other entitlement to Shares awarded, canceled, exercised, vested, unvested or outstanding in Awardee's favor, for the exclusive purpose of implementing, administering and managing the Plan.

Awardee understands that Data will be transferred to the External Administrator, or such other stock plan service provider as may be selected by the Company in the future, which is assisting the Company with the implementation, administration and management of the Plan.

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Awardee understands that the recipients of the Data may be located in the United States or elsewhere, and that the recipients' country (e.g., the United States) may have different data privacy laws and protections than Awardee's country. Awardee understands that if he or she resides outside the United States, he or she may request a list with the names and addresses of any potential recipients of the Data by contacting his or her local human resources representative. Awardee authorizes the Company, the External Administrator and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing the Plan to receive, possess, use, retain and transfer the Data, in electronic or other form, for the sole purpose of implementing, administering and managing his or her participation in the Plan. Awardee understands that Data will be held only as long as is necessary to implement, administer and manage Awardee's participation in the Plan. Awardee understands if he or she resides outside the United States, he or she may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing his or her local human resources representative. Further, Awardee understands that he or she is providing the consents herein on a purely voluntary basis. If Awardee does not consent, or if Awardee later seeks to revoke his or her consent, his or her Service and career with the Employer will not be adversely affected; the only consequence of refusing or withdrawing Awardee's consent is that the Company would not be able to grant Awardee the Stock Award or other equity awards or administer or maintain such awards. Therefore, Awardee understands that refusing or withdrawing his or her consent may affect Awardee's ability to participate in the Plan. For more information on the consequences of Awardee's refusal to consent or withdrawal of consent, Awardee understands that he or she may contact his or her local human resources representative.

Section 12.No Rights Until Issuance. Awardee shall have no rights hereunder as a shareholder with respect to any Shares subject to this Stock Award until the date that Shares are issued to Awardee. The Administrator in its sole discretion may substitute a cash payment in lieu of Shares, such cash payment to be equal to the Fair Market Value of the Shares on the date that such Shares would have otherwise been issued under the terms of the Award Agreement.

Section 13.Administrative Procedures. Awardee agrees to follow the administrative procedures that may be established by the Company and/or its designated broker for participation in the Plan which may include a requirement that the Shares issued upon vesting be held by the Company's designated broker until Awardee disposes of such Shares. Awardee agrees to update the Company with respect to Awardee's home address, contact information and any information necessary for the Company or one of its Affiliates to process any required tax withholding or reporting related to this Stock Award.

Section 14.Governing Law and Venue. This Award Agreement shall be governed by and construed according to the laws of the State of Delaware without regard to its principles of conflicts of laws, as provided in the Plan. Any proceeding arising out of or relating to this Award Agreement or the Plan may be brought only in the state or federal courts located in the Northern District of California where this grant is made and/or to be performed, and the parties to this Award Agreement consent to the exclusive jurisdiction of such courts.

Section 15.Amendment. This Stock Award may be amended as provided in the Plan.

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Section 16.Language. If Awardee has received this Award Agreement or any other document related to the Plan translated into a language other than English and if the meaning of the translated version is different than the English version, the English version will control.

Section 17.Electronic Delivery. The Company may, in its sole discretion, decide to deliver any documents related to current or future participation in the Plan by electronic means. Awardee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system established and maintained by the Company or a third party designated by the Company.

Section 18.Severability. The provisions of this Award Agreement are severable and if any one or more provisions are determined to be illegal or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable.

Section 19.Appendix A. Notwithstanding any provisions in this Award Agreement, the Stock Award grant shall be subject to any special terms and conditions set forth in Appendix A to this Award Agreement for Awardee's country. Moreover, if Awardee relocates to one of the countries included in Appendix A, the special terms and conditions for such country will apply to Awardee, to the extent the Company determines that the application of such terms and conditions is necessary or advisable for legal or administrative reasons. Appendix A constitutes part of this Award Agreement.

Section 20.Imposition of Other Requirements.     The Company reserves the right to impose other requirements on Awardee's participation in the Plan, on the Stock Award and on any Shares acquired under the Plan, to the extent the Company determines it is necessary or advisable for legal or administrative reasons, and to require Awardee to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

Section 21.Non-U.S. Insider Trading Restrictions/Market Abuse Laws. Awardee acknowledges that, depending on his or her country of residence, Awardee may be subject to insider trading restrictions and/or market abuse laws, which may affect his or her ability to acquire or sell Shares or rights to Shares (e.g., Stock Awards) under the Plan during such times as Awardee is considered to have "inside information" regarding the Company (as defined by any applicable laws in Awardee's country). Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable Company insider trading policy. Awardee is responsible for ensuring compliance with any applicable restrictions and is encouraged to consult his or her personal legal advisor on this matter.

Section 22.Waiver. Awardee acknowledges that a waiver by the Company of breach of any provision of this Award Agreement shall not operate or be construed as a waiver of any other provision of this Award Agreement, or of any subsequent breach by Awardee or any other Awardee.

Section 23.Section 409A of the Code. This Stock Award, which is intended to be exempt from Section 409A of the Code under the "short-term deferral" exception, shall be administered, interpreted, and construed in a manner that does not result in the imposition on Awardee of any additional tax, penalty, or interest under Section 409A of the Code. The preceding provision, however, shall not be construed as a guarantee of any particular tax effect and the Company shall not be liable to Awardee if any payment made under this Stock Award is determined to result in an additional tax, penalty, or interest under Section 409A of the Code, nor for reporting in good faith any payment made under any Award as an amount includible in gross income under Section 409A of the Code.

Section 24.Recoupment. This Stock Award is subject to the terms of the Keysight Technologies Executive Compensation Recoupment Policy in the form approved by the Administrator as of the Grant Date (the "Policy"), if and to the extent that the Policy by its terms

6

applies to the Stock Award and Awardee; and the terms of the Policy as of the Grant Date are incorporated by reference herein and made a part hereof.

Section 25.Entire Agreement. The Plan is incorporated herein by reference. The Plan and this Award Agreement (including the Appendices attached hereto) constitute the entire agreement of the parties with respect to the subject matter hereof and supersede in their entirety all prior undertakings and agreements of the Company and Awardee with respect to the subject matter hereof, and may not be modified adversely to Awardee's interest except by means of a writing signed by the Company and Awardee, unless such modification is deemed necessary by the Administrator in order to comply with Applicable Laws.

Section 26.Acceptance and Rejection. The method for acceptance of this Award will vary in accordance with local law. Depending upon the country in which Awardee works, he or she will either have to use the electronic process set forth on the External Administrator's website and/or sign a hard-copy of the Award Agreement and then return it to the Keysight Shareholder Records Department. Further, by accepting the grant of this Stock Award, the Awardee agrees that this Stock Award is granted under and governed by the terms and conditions of the Plan and this Award Agreement (including its Appendices), and Awardee acknowledges that he or she agrees to accept as binding, conclusive and final all decisions or interpretations of the Company upon any questions relating to the Plan and Award Agreement.

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	KEYSIGHT TECHNOLOGIES, INC.
By:	/s/ Satish Dhanasekaran
	Satish Dhanasekaran
	President and Chief Executive Officer
By:	/s/ Jefferey K. Li
	Jeffrey K. Li
	Senior Vice President and General Counsel

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APPENDIX A

KEYSIGHT TECHNOLOGIES, INC.

2014 Equity and Incentive Compensation Plan

Global Performance Award

COUNTRY-SPECIFIC TERMS AND CONDITIONS

All capitalized terms used in this Appendix A that are not defined herein have the meanings defined in the Plan or the Award Agreement (the "Award Agreement").  This Appendix A constitutes part of the Award Agreement.

This Appendix A includes additional or different terms and conditions that govern the Stock Award if Awardee works or resides in one of the countries listed below.  In the event of any conflict or inconsistency between the terms of this Appendix A and the Award Agreement, the terms of this Appendix A shall govern.

Awardee understands that if Awardee is a citizen or resident of a country other than the one in which he or she is currently working, transfers Service and/or residency after the Grant Date or is considered a resident of another country for local law purposes, the Company shall, in its discretion, determine to what extent the terms and conditions contained herein shall apply to Awardee.

CHINA

These provisions apply only to Awardees who are People’s Republic of China (“PRC”) nationals, unless otherwise determined by the Company or required by the State Administration of Foreign Exchange (“SAFE”).

Vesting Period. This provision supplements Sections 2 and 3 of the Award Agreement:

Notwithstanding anything to the contrary in the Award Agreement, the Stock Award shall not vest and no Shares shall be issued to Awardee unless and until all necessary exchange control or other approvals with respect to the Stock Award under the Plan have been obtained from SAFE. In the event that approval from SAFE ("SAFE Approval") has not been obtained prior to the Payment Date, the Stock Award will not vest until such SAFE Approval is obtained (the "Actual Vesting Date"). If Awardee's Termination Date occurs prior to the Actual Vesting Date, Awardee shall not be entitled to vest in any portion of the Stock Award and the Stock Award shall be forfeited without any liability to the Company or its Subsidiaries or Affiliates.

Exchange Control Restrictions. Awardee understands and agrees that he or she will be required to immediately repatriate to China the proceeds from the sale of any Shares acquired under the Plan or from any cash dividends paid on such Shares. Awardee further understands that such repatriation of the proceeds will need to be effected through a special exchange control account established by the Company or an Affiliate or Subsidiary, and Awardee hereby consents and agrees that the proceeds may be transferred to such account by the Company (or its designated broker) on Awardee's behalf prior to being delivered to Awardee. Awardee also agrees to sign any agreements, forms and/or consents that may be reasonably requested by the Company (or the External Administrator) to effectuate such transfers.

The proceeds may be paid to Awardee in U.S. Dollars or local currency at the Company's discretion. If the proceeds are paid to Awardee in U.S. Dollars, Awardee understands that he or she will be required to set up a U.S. Dollar bank account in China so that the proceeds may be deposited into this account. If the proceeds are paid to Awardee in local currency, (1) Awardee acknowledges that the Company is under no obligation to secure any particular currency

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conversion rate and that the Company may face delays in converting the proceeds to local currency due to exchange control restrictions, and (2) Awardee agrees to bear any currency fluctuation risk between the time the Shares are sold or dividends are paid and the time the proceeds are converted to local currency and distributed to Awardee. Awardee agrees to comply with any other requirements that may be imposed by the Company in the future in order to facilitate compliance with exchange control requirements in China.

Termination of Service. Notwithstanding anything to the contrary in the Plan or the Award Agreement, due to PRC exchange control restrictions, Awardee agrees that, to the extent that Awardee holds any Shares on the date that is ninety (90) calendar days after Awardee's Termination Date (or such other period as may be required by SAFE), Awardee authorizes the Company's designated broker to sell such Shares on Awardee's behalf at that time or as soon as is administratively practical thereafter. Awardee further agrees that the Company is authorized to instruct its designated broker to assist with the mandatory sale of the Shares (on Awardee's behalf pursuant to this authorization), and Awardee expressly authorizes such broker to complete the sale of such Shares. Awardee acknowledges that the Company's designated broker is under no obligation to arrange for the sale of Shares at any particular price. Upon the sale of the Shares, the Company agrees to pay the cash proceeds from the sale, less any brokerage fees or commissions, to Awardee in accordance with applicable exchange control laws and regulations and provided any liability for Tax-Related Items has been satisfied.

FRANCE

French-Qualified Stock Award. This Stock Award is intended to qualify for specific tax and social security treatment in France under Section L. 225-197-1 to L. 225-197-6-1 of the French Commercial Code, as amended (a "French-qualified" Stock Award). Certain events may affect the status of the Stock Award as French-qualified and the Stock Award may be disqualified in the future. The Company does not make any undertaking or representation to maintain the qualified status of the Stock Award. If the Stock Award no longer qualifies as a French-qualified Stock Award, the specific tax and social security treatment will not apply, and Awardee will be required to pay his or her portion of social security contributions resulting from the Stock Award (as well as any income tax that is due).

Plan and Sub-Plan Terms. The Stock Award is subject to the terms and conditions of the Plan and the Rules of the Keysight Technologies, Inc. 2014 Equity and Incentive Compensation Plan for Restricted Stock Units Granted to Employees in France (the "French RSU Sub-plan"). To the extent that any term is defined in both the Plan and the French RSU Sub-plan, for purposes of this grant of a French-qualified Stock Award, the definitions in the French RSU Sub-plan shall prevail.

Vesting Period. Notwithstanding anything to the contrary in the Plan or the Award Agreement, the Stock Award shall not vest and Shares shall not be issued to Awardee prior to the second anniversary of the Grant Date referenced in Section 1 of the Award Agreement. Should the Payment Date under Section 3 of the Award Agreement occur prior to the second anniversary of the Grant Date, the Payment Date for this French-qualified Stock Award shall be on the second anniversary of the Grant Date and the Stock Award shall not vest prior to such date.

Settlement in Shares. Notwithstanding any discretion in the Plan or the Award Agreement to settle the Stock Award in cash, the French-qualified Stock Award will be settled in Shares only. The Stock Award does not provide any right for Awardee to receive a cash payment.

Restrictions on Sale of Shares of Common Stock. Awardee may not sell or transfer the Shares issued pursuant to the Stock Award prior to the second anniversary of the Payment Date or such other period as is required to comply with the minimum mandatory holding period applicable to Shares underlying French-qualified awards under Section L. 225-197-1 of the French Commercial Code, the French Tax Code or the French Social Security Code, as amended. Notwithstanding the

10

above, Awardee's heirs, in case of Awardee's death, or Awardee in case of Awardee's Disability (as defined under the French RSU Sub-plan), are not subject to this restriction on the sale of Shares.

If Awardee qualifies as a managing director of the Company under French law ("mandataires sociaux" i.e., Président du Conseil d'Administration, Directeur Général, Directeur Général Délégué, Membre du Directoire, Gérant de Sociétés par actions), Awardee is required to hold 20% of the Shares issued upon the Payment Date in a nominative account under procedures implemented by the Company and is not permitted to sell or transfer the Shares until he or she ceases to serve as a managing director, as long as this restriction is a requirement under French law and unless law or regulations provide for a lower percentage (in which case these requirements apply to the lower percentage of Shares required to be held).

Any Shares acquired upon vesting of the Stock Award may not be sold during certain Closed Periods as provided for and defined by Section L. 225-197-1 of the French Commercial Code, as amended, and by the French RSU Sub-Plan, for so long as and to the extent that the Closed Periods are applicable to Shares underlying French-qualified Stock Awards granted by the Company. Under current law, such Closed Periods include: (1) ten (10) trading days preceding and three (3) trading days following the disclosure to the public of the consolidated financial statements or the annual statements of the Company; and (2) the period as from the date that information has been disclosed to the Company's corporate management (such as the Board) which could, if disclosed to the public, significantly impact the trading price of the Shares, until ten (10) trading days after the date such information is publicly disclosed.

Consent to Receive Information in English. By accepting the Stock Award, Awardee confirms having read and understood the documents related to the Stock Award (the Plan and the Award Agreement) which were provided in the English language. Awardee accepts the terms of these documents accordingly.

Consentement Relatif à l'Utilisation de l’Anglais. En acceptant l'Attribution (« Stock Award »), le Bénéficiaire confirme avoir lu et compris les documents relatifs à l’Attribution (le Plan (« Keysight Technologies, Inc. 2014 Equity and Incentive Compensation Plan ») et le Contrat d'Attribution) qui ont été remis en anglais. Le Bénéficiaire accepte les termes de ces documents en connaissance de cause.

GERMANY

There are currently no country-specific provisions.

JAPAN

There are currently no country-specific provisions.

MALAYSIA

Data Privacy. This provision replaces Section 11 of the Award Agreement in its entirety.

11

Awardee hereby explicitly and unambiguously consents to the collection, use and transfer, in electronic or other form, of his or her personal data as described in this Award Agreement, including any country-specific Appendix attached hereto, and any other Plan participation materials by and among, as applicable, the Employer, the Company and its Subsidiaries and Affiliates or any third parties authorized by the same for the exclusive purpose of implementing, administering and managing Awardee's participation in the Plan. Awardee may have previously provided the Company and the Employer with, and the Company and the Employer may hold certain personal information about Awardee, including, but not limited to, Awardee's name, home address and telephone number, date of birth, social insurance number or other identification number, salary, nationality, job title, any Shares or directorships held in the Company, details of all Stock Awards or any other entitlement to Shares awarded, cancelled, exercised, vested, unvested or outstanding in Awardee's favor ("Data"), for the exclusive purpose of implementing, administering and managing the Plan. Penerima Anugerah dengan ini secara eksplicit dan tanpa sebarang keraguan mengizinkan pengumpulan, penggunaan dan pemindahan, dalam bentuk elektronik atau lain-lain, data peribadinya seperti yang dinyatakan dalam Perjanjian Penganugerahan ini, termasuklah apa-apa Lampiran khusus bagi negara yang dilampirkan di sini, dan apa-apa bahan penyertaan Pelan oleh dan di antara, sebagaimana yang berkenaan, Majikan, Syarikat dan Anak Syarikatnya dan Syarikat Sekutu atau mana-mana pihak ketiga yang diberi kuasa oleh yang sama untuk tujuan ekslusif untuk pelaksanaan, pentadbiran dan pengurusan penyertaan Penerima Anugerah dalam Pelan tersebut. Sebelum ini, Penerima Anugerah mungkin telah membekalkan Syarikat dan Majikan dengan, dan Syarikat dan Majikan mungkin memegang, maklumat peribadi tertentu tentang Penerima Anugerah, termasuk, tetapi tidak terhad kepada, namanya, alamat rumah dan nombor telefon, tarikh lahir, nombor insurans sosial atau nombor pengenalan lain, gaji, kewarganegaraan, jawatan, apa-apa saham atau jawatan pengarah yang dipegang dalam Syarikat, butir-butir semua Anugerah Saham atau apa-apa hak lain untuk Saham yang dianugerahkan, dibatalkan, dilaksanakan, terletak hak, tidak diletak hak ataupun bagi faedah Penerima Anugerah (“Data”), untuk tujuan yang eksklusif bagi melaksanakan, mentadbir dan menguruskan Pelan tersebut.Penerima Anugerah memahami bahawa Data akan dipindahkan kepada Pentadbir Luar atau pembekal perkhidmatan pelan saham lain yang mungkin dipilih oleh Syarikat pada masa depan, yang membantu Syarikat dalam melaksanakan, mentadbir dan menguruskan Pelan tersebut, dan Data mungkin boleh dipindahkan kepada pihak ketiga lain yang tertentu yang membantu Syarikat dengan pelaksanaan, pentadbiran, dan pengurusan Pelan, termasuklah apa-apa pemindahan yang diperlukan untuk Data yang diwajibkan kepada broker atau pihak ketiga dengan sesiapa yang Penerima Anugerah pilih untuk mendepositkan Saham yang diperolehi melalui penyertaan Penerima Anugerah dalam Pelan. Penerima Anugerah mengakui bahawa penerima-penerima ini mungkin berada di Amerika Syarikat atau di tempat lain, dan bahawa negara penerima (contohnya, Amerika Syarikat) mungkin mempunyai undang-undang privasi data dan perlindungan yang berbeza daripada negara Penerima Anugerah.

12

Awardee understands that Data will be transferred to the External Administrator or such other stock plan service provider as may be selected by the Company in the future, which is assisting the Company with the implementation, administration and management of the Plan and that Data may be transferred to certain other third parties assisting the Company with the implementation, administration and management of the Plan, including any requisite transfer of such Data as may be required to a broker or third party with whom Awardee may elect to deposit any Shares acquired pursuant to Awardee's participation in the Plan. Awardee understands that these recipients may be located in the United States or elsewhere, and that the recipients' country (e.g., the United States) may have different data privacy laws and protections than Awardee's country. Awardee understands that Awardee may request a list with the names and addresses of any potential recipients of the Data by contacting Awardee's local human resources representative. Awardee authorizes the Company, the External Administrator and any other possible recipients which may assist the Company (presently or in the future) with implementing, administering and managing the Plan to receive, possess, use, retain and transfer the Data, in electronic or other form, for the sole purpose of implementing, administering and managing Awardee's participation in the Plan. Awardee understands that Data will be held only as long as is necessary to implement, administer and manage Awardee's participation in the Plan. Awardee understands that Awardee may, at any time, view Data, request additional information about the storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting in writing his or her local human resources representative. Further, Awardee understands that Awardee is providing the consents herein on a purely voluntary basis. If Awardee does not consent, or if Awardee later seeks to revoke his or her consent, Awardee's employment status or Service and career with the Employer will not be adversely affected; the only consequence of refusing or withdrawing Awardee's consent is that the Company would not be able to grant Awardee Stock Awards or other equity awards or administer or maintain such awards. Therefore, Awardee understands that refusing or withdrawing his or her consent may affect Awardee's ability to participate in the Plan. For more information on the consequences of Awardee's refusal to consent or withdrawal of consent, Awardee understands that Awardee may contact his or her local human resources representative. Penerima Anugerah memahami bahawa Penerima Anugerah boleh meminta senarai dengan nama dan alamat mana-mana penerima Data dengan menghubungi wakil sumber manusia tempatannya. Penerima Anugerah memberi kuasa kepada Syarikat, Pentadbir Luar dan mana-mana penerima lain yang mungkin membantu Syarikat (masa sekarang atau pada masa depan) untuk melaksanakan, mentadbir dan menguruskan Pelan tersebut untuk menerima, memiliki, menggunakan, mengekalkan dan memindahkan Data, dalam bentuk elektronik atau lain-lain, semata-mata dengan tujuan untuk melaksanakan, mentadbir dan menguruskan penyertaannya dalam Pelan tersebut. Penerima Anugerah faham bahawa Data akan dipegang hanya untuk tempoh yang diperlukan untuk melaksanakan, mentadbir dan menguruskan penyertaannya dalam Pelan tersebut. Penerima Anugerah memahami bahawa Penerumna Anugerah boleh, pada bila-bila masa, melihat data, meminta maklumat tambahan mengenai penyimpanan dan pemprosesan Data, meminta bahawa pindaan-pindaan dilaksanakan ke atas Data atau menolak atau menarik balik persetujuan dalam ini, dalam mana-mana kes, tanpa kos, dengan menghubungi secara bertulis wakil sumber manusia tempatannya. Selanjutnya, Penerima Anugerah memahami bahawa dia memberikan persetujuan di sini secara sukarela. Jika Penerima Anugerah tidak bersetuju, atau jika Penerima Anugerah kemudian membatalkan persetujuannya, status pekerjaan atau perkhidmatan dan kerjayanya dengan Majikan tidak akan terjejas; satunya akibat buruk jika dia tidak bersetuju atau menarik balik persetujuannya adalah bahawa Syarikat tidak akan dapat memberikan Anugerah-anugerah Saham atau anugerah ekuiti lain kepada Penerima Anugerah atau mentadbir atau mengekalkan anugerah tersebut. Oleh itu, Penerima Anugerah memahami bahawa keengganan atau penarikan balik persetujuannya boleh menjejaskan keupayaannya untuk mengambil bahagian dalam Pelan tersebut. Untuk maklumat lanjut mengenai akibat keengganan Penerima Anugerah untuk memberikan keizinan atau penarikan balik keizinan, Penerima Anugerah memahami bahawa Penerima Anugerah boleh menghubungi wakil sumber manusia tempatannya.

13

SINGAPORE

Securities Law Acknowledgment. Awardee understands that the Stock Award is granted pursuant to the "Qualifying Person" exemption under section 273(1)(f) of the Securities and Futures Act (Chapter 289, 2006 Ed.) ("SFA") and is not made with a view to the Shares being subsequently offered for sale to any other party. The Plan has not been lodged or registered as a prospectus with the Monetary Authority of Singapore. Awardee acknowledges that the Stock Award is subject to section 257 of the SFA and Awardee will not be able to make (1) any subsequent sale of the Shares in Singapore or (2) any offer of such subsequent sale of the Shares in Singapore, unless such sale or offer is made pursuant to the exemptions under Part XIII Division 1 Subdivision (4) (other than section 280) of the SFA.

Director Notification Requirement. If Awardee is a director, associate director or shadow director of a Singaporean Affiliate or Subsidiary, Awardee acknowledges that he or she is subject to certain notification requirements under the Singapore Companies Act. In particular, Awardee must notify the Singaporean Affiliate or Subsidiary in writing of an interest (e.g., Stock Award, Shares, etc.) in the Company or any related companies within two (2) business days of (a) its acquisition or disposal, (b) any change in a previously disclosed interest (e.g., when the Shares are sold), or (c) becoming a director (if such an interest exists at the time).

UNITED STATES

There are currently no country-specific provisions.

APPENDIX B

[Performance Goal/Criteria details to be inserted]

14

EX-31.1

Exhibit 31.1 

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 

I, Satish Dhanasekaran, certify that:

1.I have reviewed this Form 10-Q of Keysight Technologies, Inc. ("the Registrant"); 

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(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules13a-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(s) 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 the 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.

Date:	June 1, 2022
		/s/ Satish Dhanasekaran
		Satish Dhanasekaran
		President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002 

I, Neil Dougherty, certify that:

1.I have reviewed this Form 10-Q of Keysight Technologies, Inc. ("the Registrant"); 

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(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules13a-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(s) 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 the 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.

Date:	June 1, 2022
		/s/ Neil Dougherty
		Neil Dougherty
		Executive Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 

In connection with the Quarterly Report of Keysight Technologies, Inc. (the "Company") on Form 10-Q for the period ended April 30, 2022, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Satish Dhanasekaran, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Date:	June 1, 2022	/s/ Satish Dhanasekaran
		Satish Dhanasekaran
		President and Chief Executive Officer

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002 

In connection with the Quarterly Report of Keysight Technologies, Inc. (the "Company") on Form 10-Q for the period ended April 30, 2022, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Neil Dougherty, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

(1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and 

(2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

 A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

Date:	June 1, 2022	/s/ Neil Dougherty
		Neil Dougherty
		Executive Vice President and Chief Financial Officer

XML

Cover Page - shares	6 Months Ended
	Apr. 30, 2022	May 27, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Apr. 30, 2022
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2022
Amendment Flag	false
Document Transition Report	false
Entity File Number	001-36334
Entity Registrant Name	KEYSIGHT TECHNOLOGIES, INC.
Entity Central Index Key	0001601046
Current Fiscal Year End Date	--10-31
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-4254555
Entity Address, Address Line One	1400 Fountaingrove Parkway
Entity Address, City or Town	Santa Rosa
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	95403
City Area Code	(800)
Local Phone Number	829-4444
Title of 12(b) Security	Common Stock, par value $0.01 per share
Trading Symbol	KEYS
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		179,945,914

XML

CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS (Unaudited) - USD ($) shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Net revenue:
Revenues	$ 1,351	$ 1,221	$ 2,601	$ 2,401
Costs and expenses:
Cost of Goods and Services Sold	492	484	938	957
Research and development	210	209	420	408
Selling, general and administrative	319	297	645	598
Other operating expense (income), net	3	(4)	0	(9)
Total costs and expenses	1,024	986	2,003	1,954
Income from operations	327	235	598	447
Interest income	1	0	2	1
Interest expense	(19)	(19)	(39)	(39)
Other income (expense), net	(2)	(8)	10	(6)
Income before taxes	307	208	571	403
Provision for income taxes	49	22	84	45
Net income	$ 258	$ 186	$ 487	$ 358
Net income per share:
Basic (in dollars per share)	$ 1.42	$ 1.01	$ 2.67	$ 1.93
Diluted (in dollars per share)	$ 1.41	$ 0.99	$ 2.65	$ 1.91
Weighted average shares used in computing net income per share:
Basic (in shares)	181	185	182	185
Diluted (in shares)	183	187	183	188
Products
Net revenue:
Revenues	$ 1,112	$ 996	$ 2,142	$ 1,966
Costs and expenses:
Cost of Goods and Services Sold	404	389	765	781
Services and other
Net revenue:
Revenues	239	225	459	435
Costs and expenses:
Cost of Goods and Services Sold	$ 88	$ 95	$ 173	$ 176

XML

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Statement of Comprehensive Income [Abstract]
Net income	$ 258	$ 186	$ 487	$ 358
Other comprehensive income (loss):
Unrealized gain (loss) on derivative instruments, net of tax benefit (expense) of $(9), $(6), $(10) and $(11)	36	22	40	40
Amounts reclassified into earnings related to derivative instruments, net of tax benefit (expense) of zero	(2)	0	(2)	0
Foreign currency translation, net of tax benefit (expense) of zero	(65)	(14)	(86)	17
Net defined benefit pension cost and post retirement plan costs:
Change in net actuarial loss, net of tax expense of $2, $5, $4 and $10	8	17	16	31
Other comprehensive income (loss)	(23)	25	(32)	88
Total comprehensive income	$ 235	$ 211	$ 455	$ 446

XML

CONDENSED CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (Unaudited) (Parenthetical) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Other comprehensive income (loss), tax, parenthetical disclosures [Abstract]
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), before Reclassification, Tax	$ (9)	$ (6)	$ (10)	$ (11)
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), Reclassification, Tax	0	0	0	0
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax	0	0	0	0
Net defined benefit pension cost and post retirement plan costs, tax [Abstract]
Other Comprehensive Income (Loss), Defined Benefit Plan, Gain (Loss) Arising During Period, Tax	$ 2	$ 5	$ 4	$ 10

XML

CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited) - USD ($) $ in Millions	Apr. 30, 2022	Oct. 31, 2021
Current assets:
Cash and cash equivalents	$ 1,886	$ 2,052
Accounts receivable, net	803	735
Inventory	810	777
Other current assets	387	270
Total current assets	3,886	3,834
Property, plant and equipment, net	664	650
Operating lease right-of-use assets	208	227
Goodwill	1,605	1,628
Other intangible assets, net	228	272
Long-term investments	81	70
Long-term deferred tax assets	673	711
Other assets	419	389
Total assets	7,764	7,781
Current liabilities:
Accounts payable	313	287
Employee compensation and benefits	318	355
Deferred revenue	538	478
Income and other taxes payable	52	74
Operating lease liabilities	40	41
Other accrued liabilities	99	74
Total current liabilities	1,360	1,309
Long-term debt	1,792	1,791
Retirement and post-retirement benefits	141	167
Long-term deferred revenue	196	187
Long-term operating lease liabilities	176	191
Other long-term liabilities	320	352
Total liabilities	3,985	3,997
Commitments and Contingencies
Stockholders' equity:
Preferred stock; $0.01 par value; 100 million shares authorized; none issued and outstanding	0	0
Common stock; $0.01 par value; 1 billion shares authorized; 198 million shares at April 30, 2022 and 197 million shares at October 31, 2021 issued	2	2
Treasury stock at cost; 18.1 million shares at April 30, 2022 and 15.1 million shares at October 31, 2021	(1,920)	(1,425)
Additional paid-in-capital	2,254	2,219
Retained earnings	3,917	3,430
Accumulated other comprehensive loss	(474)	(442)
Total stockholders' equity	3,779	3,784
Total liabilities and equity	$ 7,764	$ 7,781

XML

CONDENSED CONSOLIDATED BALANCE SHEET (Unaudited) (Parenthetical) - $ / shares shares in Thousands	Apr. 30, 2022	Oct. 31, 2021
Stockholders' equity:
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	100,000	100,000
Preferred stock, issued and outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	1,000,000	1,000,000
Common Stock, Shares, Issued	198,000	197,000
Treasury Stock, Shares	18,100	15,100

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CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited) - USD ($) $ in Millions	6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021
Cash flows from operating activities:
Net income	$ 487	$ 358
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation	59	57
Amortization	53	115
Share-based compensation	77	64
Deferred tax expense (benefit)	13	(18)
Excess and obsolete inventory-related charges	13	14
Loss on settlement of pension plan	0	16
Other non-cash expense (income), net	22	7
Changes in assets and liabilities:
Accounts receivable	(84)	(61)
Inventory	(54)	(23)
Accounts payable	31	18
Employee compensation and benefits	(41)	51
Deferred revenue	90	89
Income taxes payable	(26)	7
Retirement and post-retirement benefits	(14)	4
Other assets and liabilities	(104)	(1)
Net cash provided by operating activities	522	697
Cash flows from investing activities:
Investments in property, plant and equipment	(95)	(61)
Acquisition of businesses and intangible assets, net of cash acquired	(17)	(136)
Payments to Acquire Investments	(30)	0
Net cash used in investing activities	(142)	(197)
Cash flows from financing activities:
Proceeds from issuance of common stock under employee stock plans	31	29
Payment of taxes related to net share settlement of equity awards	(74)	(51)
Treasury stock repurchases	(484)	(240)
Payment of acquisition-related contingent consideration	0	(2)
Net cash used in financing activities	(527)	(264)
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents	(21)	6
Net increase (decrease) in cash, cash equivalents, and restricted cash	(168)	242
Cash, cash equivalents, and restricted cash at beginning of period	2,068	1,767
Cash, cash equivalents, and restricted cash at end of period	1,900	2,009
Supplemental Cash Flow Elements [Abstract]
Interest Paid, Excluding Capitalized Interest, Operating Activities	37	37
Income tax paid, net	122	55
Investments in property, plant and equipment included in accounts payable	$ 19	$ 17

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CONDENSED CONSOLIDATED STATEMENT OF EQUITY Statement - USD ($) $ in Millions	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Treasury Stock [Member]	Retained Earnings [Member]	AOCI Including Portion Attributable to Noncontrolling Interest [Member]
Common Stock, Shares, Outstanding at Oct. 31, 2020		195,661,000
Treasury Stock, Shares at Oct. 31, 2020				(10,732,000)
Stockholders' Equity, Balance at Oct. 31, 2020	$ 3,297	$ 2	$ 2,110	$ (752)	$ 2,536	$ (599)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock (shares)		1,240,000
Issuance of common stock ($)	29		29
Taxes related to net share settlement of equity awards	(51)		(51)
Share-based compensation	64		64
Net income	358				358
Other comprehensive income (loss), net of tax	$ 88					88
Treasury Stock, Shares, Acquired	(1,728,800)			(1,729,000)
Repurchase of common stock	$ (240)			$ (240)
Common Stock, Shares, Outstanding at Apr. 30, 2021		196,901,000
Treasury Stock, Shares at Apr. 30, 2021				(12,461,000)
Stockholders' Equity, Balance at Apr. 30, 2021	3,545	$ 2	2,152	$ (992)	2,894	(511)
Common Stock, Shares, Outstanding at Jan. 31, 2021		196,854,000
Treasury Stock, Shares at Jan. 31, 2021				(10,869,000)
Stockholders' Equity, Balance at Jan. 31, 2021	3,536	$ 2	2,134	$ (772)	2,708	(536)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock (shares)		47,000
Issuance of common stock ($)	1		1
Taxes related to net share settlement of equity awards	(2)		(2)
Share-based compensation	19		19
Net income	186				186
Other comprehensive income (loss), net of tax	25					25
Treasury Stock, Shares, Acquired				(1,592,000)
Repurchase of common stock	(220)			$ (220)
Common Stock, Shares, Outstanding at Apr. 30, 2021		196,901,000
Treasury Stock, Shares at Apr. 30, 2021				(12,461,000)
Stockholders' Equity, Balance at Apr. 30, 2021	$ 3,545	$ 2	2,152	$ (992)	2,894	(511)
Common Stock, Shares, Outstanding at Oct. 31, 2021		197,248,000
Treasury Stock, Shares at Oct. 31, 2021	15,100,000			(15,094,000)
Stockholders' Equity, Balance at Oct. 31, 2021	$ 3,784	$ 2	2,219	$ (1,425)	3,430	(442)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock (shares)		981,000
Issuance of common stock ($)	31		31
Taxes related to net share settlement of equity awards	(73)		(73)
Share-based compensation	77		77
Net income	487				487
Other comprehensive income (loss), net of tax	$ (32)					(32)
Treasury Stock, Shares, Acquired	(3,006,809)			(3,007,000)
Repurchase of common stock	$ (495)			$ (495)
Common Stock, Shares, Outstanding at Apr. 30, 2022		198,229,000
Treasury Stock, Shares at Apr. 30, 2022	18,100,000			(18,101,000)
Stockholders' Equity, Balance at Apr. 30, 2022	$ 3,779	$ 2	2,254	$ (1,920)	3,917	(474)
Common Stock, Shares, Outstanding at Jan. 31, 2022		198,195,000
Treasury Stock, Shares at Jan. 31, 2022				(16,223,000)
Stockholders' Equity, Balance at Jan. 31, 2022	3,810	$ 2	2,231	$ (1,631)	3,659	(451)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Issuance of common stock (shares)		34,000
Issuance of common stock ($)	0		0
Taxes related to net share settlement of equity awards	(1)		(1)
Share-based compensation	24		24
Net income	258
Other comprehensive income (loss), net of tax	(23)					(23)
Treasury Stock, Shares, Acquired				(1,878,000)
Repurchase of common stock	$ (289)			$ (289)
Common Stock, Shares, Outstanding at Apr. 30, 2022		198,229,000
Treasury Stock, Shares at Apr. 30, 2022	18,100,000			(18,101,000)
Stockholders' Equity, Balance at Apr. 30, 2022	$ 3,779	$ 2	$ 2,254	$ (1,920)	$ 3,917	$ (474)

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OVERVIEW, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

6 Months Ended

Apr. 30, 2022

Accounting Policies [Abstract]

OVERVIEW, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1.    OVERVIEW AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Overview. Keysight Technologies, Inc. ("we," "us," "Keysight" or the "company"), incorporated in Delaware on December 6, 2013, is a technology company that helps enterprises, service providers and governments accelerate innovation to connect and secure the world by providing electronic design and test solutions that are used in the simulation, design, validation, manufacture, installation, optimization and secure operation of electronics systems in the communications, networking and electronics industries. We also offer customization, consulting and optimization services throughout the customer's product development lifecycle, including start-up assistance, asset management, up-time services, application services and instrument calibration and repair.

Our fiscal year-end is October 31, and our fiscal quarters end on January 31, April 30 and July 31. Unless otherwise stated, these dates refer to our fiscal year and fiscal quarters.

Basis of Presentation. We have prepared the accompanying financial statements pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the U.S. ("GAAP") have been condensed or omitted pursuant to such rules and regulations. The accompanying financial statements and information should be read in conjunction with our Annual Report on Form 10-K.

In the opinion of management, the accompanying condensed consolidated financial statements contain all normal and recurring adjustments necessary to state fairly our financial position as of April 30, 2022 and October 31, 2021, results of operations for the three and six months ended April 30, 2022 and 2021, and cash flows for the six months ended April 30, 2022 and 2021.

Use of Estimates. The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts reported in our condensed consolidated financial statements and accompanying notes. Management bases its estimates on historical experience and various other assumptions believed to be reasonable. Although these estimates are based on management’s knowledge of current events and actions that may impact the company in the future, actual results may be different from the estimates.

Update to Significant Accounting Policies. Except as set forth in the "new accounting pronouncements" section below, there have been no material changes to our significant accounting policies as described in our Annual Report on Form 10-K for the fiscal year ended October 31, 2021.

New Accounting Pronouncements.

ASU 2021-08, Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers. In October 2021, the Financial Accounting Standards Board (“FASB”) issued guidance that requires entities to apply Accounting Standards Codification Topic 606 to recognize and measure contract assets and contract liabilities in a business combination. The standard is effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. Early adoption is permitted. We adopted this guidance effective November 1, 2021. The adoption of this guidance did not have a material impact to our condensed consolidated financial statements.

Other amendments to GAAP that do not require adoption until a future date are not expected to have a material impact on our condensed consolidated financial statements upon adoption.

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REVENUE (Notes)

6 Months Ended

Apr. 30, 2022

Revenue from Contract with Customer [Abstract]

Revenue from Contract with Customer [Text Block]

2.    REVENUE

Disaggregation of Revenue

We disaggregate our revenue from contracts with customers by geographic region, end market, and timing of revenue recognition, as we believe these categories best depict how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. Disaggregated revenue is presented for each of our reportable segments, Communications Solutions Group ("CSG") and Electronics Industrial Solutions Group ("EISG").

	Three Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Region
Americas	$	468	$	95	$	563	$	409	$	75	$	484
Europe	131		87		218		126		73		199
Asia Pacific	364		206		570		342		196		538
Total revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221
End Market
Aerospace, Defense & Government	$	291	$	—	$	291	$	271	$	—	$	271
Commercial Communications	672		—		672		606		—		606
Electronic Industrial	—		388		388		—		344		344
Total revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221
Timing of Revenue Recognition
Revenue recognized at a point in time	$	805	$	335	$	1,140	$	731	$	301	$	1,032
Revenue recognized over time	158		53		211		146		43		189
Total revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221

	Six Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Region
Americas	$	872	$	174	$	1,046	$	810	$	142	$	952
Europe	274		170		444		258		143		401
Asia Pacific	695		416		1,111		661		387		1,048
Total revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401
End Market
Aerospace, Defense & Government	$	585	$	—	$	585	$	565	$	—	$	565
Commercial Communications	1,256		—		1,256		1,164		—		1,164
Electronic Industrial	—		760		760		—		672		672
Total revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401
Timing of Revenue Recognition
Revenue recognized at a point in time	$	1,535	$	657	$	2,192	$	1,443	$	585	$	2,028
Revenue recognized over time	306		103		409		286		87		373
Total revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401

Our point-in-time revenues are generated predominantly from the sale of various types of design and test software and hardware, and per-incident repair and calibration services. Perpetual software and the portion of term software subscription revenue in this category represents revenue recognized up front upon transfer of control at the time of electronic delivery. Revenue on per-incident repair and calibration services is recognized when services are performed. Over-time revenues are generated predominantly from the repair and calibration contracts, extended warranties, technical support for hardware and software, certain software subscription and Software as a Service ("SaaS") product offerings, and professional services. Technical support for software and when-and-if available software updates and upgrades are sold either together with our software licenses and software subscriptions, including SaaS, or separately as part of our customer support programs.

Additionally, we provide custom solutions that include combinations of hardware, software, software subscriptions, installation, professional services, and other support services, and revenue may be recognized either up front on delivery or over time depending upon the terms of the contract.

Contract Balances

Contract assets

Contract assets consist of unbilled receivables and are recorded when revenue is recognized in advance of scheduled billings to our customers. These amounts are primarily related to solutions and support arrangements when transfer of control has occurred but we have not yet invoiced. The contract assets balance was $74 million and $84 million as of April 30, 2022 and October 31, 2021, respectively, and is included in "accounts receivables, net" and "other assets" in our condensed consolidated balance sheet.

Contract costs

We capitalize direct and incremental costs incurred to acquire contracts for which the associated revenue is expected to be recognized in future periods. We have determined that certain employee and third-party representative commission programs meet the requirements to be capitalized. These costs are initially deferred and typically amortized over the term of the customer contract which corresponds to the period of benefit. Capitalized contract costs were $37 million and $39 million as of April 30, 2022 and October 31, 2021, respectively, and are included in “other current assets” and “other assets” in the condensed consolidated balance sheet. The amortization expense associated with these costs was $23 million and $45 million for the three and six months ended April 30, 2022, respectively, and $20 million and $38 million for the corresponding periods last year.

Contract liabilities

Our contract liabilities consist of deferred revenue that arises when we receive consideration in advance of providing the goods or services promised in the contract. Contract liabilities are primarily generated from customer deposits received in advance of shipments for products or rendering of services and are recognized as revenue when services are provided to the customer. We classify deferred revenue as current or non-current based on the timing of when we expect to recognize revenue.

The following table provides a roll-forward of our contract liabilities, current and non-current:

	Six Months Ended
	April 30,
	2022
	(in millions)
Balance at October 31	$	665
Deferral of revenue billed in current period, net of recognition	424
Revenue recognized that was deferred as of the beginning of the period	(337)
Foreign currency translation impact	(18)
Balance at April 30	$	734

Of the $337 million of revenue recognized in the six months ended April 30, 2022 that was deferred as of the beginning of the period, approximately $129 million was recognized in the three months ended April 30, 2022.

Remaining Performance Obligations

Our remaining performance obligations, excluding contracts that have an original expected duration of one year or less, was approximately $407 million as of April 30, 2022, and represents the company’s obligation to deliver products and services and obtain customer acceptance on delivered products. As of April 30, 2022, we expect to fulfill 28 percent of these unsatisfied performance obligations during the remainder of 2022, 39 percent during 2023, and 33 percent thereafter.

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SHARE-BASED COMPENSATION

6 Months Ended

Apr. 30, 2022

Share-based Payment Arrangement, Noncash Expense [Abstract]

SHARE-BASED COMPENSATION

3.    SHARE-BASED COMPENSATION

Keysight accounts for share-based awards in accordance with the provisions of the authoritative accounting guidance, which requires the measurement and recognition of compensation expense for all share-based payment awards made to our employees and directors, including restricted stock units ("RSUs"), employee stock purchases made under our Employee Stock Purchase Plan (“ESPP”), and performance share awards granted to selected members of our senior management under the Long-Term Performance (“LTP”) Program, based on estimated fair values. The impact of share-based compensation expense on our condensed consolidated statement of operations was as follows:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Cost of products and services	$	6	$	6	$	14	$	13
Research and development	5		4		16		13
Selling, general and administrative	15		12		47		39
Total share-based compensation expense	$	26	$	22	$	77	$	65

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INCOME TAXES

6 Months Ended

Apr. 30, 2022

Income Tax Disclosure [Abstract]

INCOME TAXES

4.    INCOME TAXES

The following table provides details of income taxes:

	Three Months Ended						Six Months Ended
	April 30,						April 30,
	2022			2021			2022			2021
in millions, except percentages
Income before taxes	$	307		$	208		$	571		$	403
Provision for income taxes	$	49		$	22		$	84		$	45
Effective tax rate	16.1		%	10.7		%	14.8		%	11.1		%

The income tax expense for the three and six months ended April 30, 2022 was higher compared to the same periods last year, primarily due to an increase in income before taxes and a decrease in discrete tax benefits.

The income tax expense for the three and six months ended April 30, 2022 included a net discrete benefit of $1 million and $9 million, respectively. The income tax expense for the three and six months ended April 30, 2021 included a net discrete benefit of $10 million and $21 million, respectively. The discrete tax benefit for the three months ended April 30, 2021 included the impact of one-time integration activities for acquired entities that did not reoccur in the three months ended April 30, 2022. The decrease in discrete tax benefit for the six months ended April 30, 2022 is due to the impact of the one-time integration activities for acquired entities and the one-time benefit from U.S. state R&D credits recorded in the six months ended April 30, 2021 that did not reoccur in the six months ended April 30, 2022, partially offset by an increase in discrete benefit from stock compensation in the six months ended April 30, 2022.

Keysight benefits from tax incentives in several jurisdictions, most significantly in Singapore and Malaysia, that will expire or require renewal at various times in the future. The tax incentives provide lower rates of taxation on certain classes of income and require thresholds of investments and employment in those jurisdictions. The Singapore tax incentive is due for renewal in 2024, and the Malaysia incentive is due for renewal in 2025. The impact of the tax incentives decreased the income tax provision by $39 million and $24 million for the six months ended April 30, 2022 and 2021, respectively. The increase in tax benefit for the six months ended April 30, 2022 is primarily due to a change in the jurisdictional mix of non-U.S. earnings, which increased the earnings taxed at incentive tax rates in 2022.

The open tax years for the U.S. federal income tax return and most state income tax returns are from November 1, 2017 through the current tax year. For the majority of our foreign entities, the open tax years are from November 1, 2016 through the current tax year. For certain foreign entities, the tax years remain open, at most, back to the year 2008.

Keysight’s fiscal year 2018 U.S. federal income tax return is currently under examination by the Internal Revenue Service. The Tax Cuts and Jobs Act was enacted in December 2017 and imposed a one-time U.S. tax on foreign earnings not previously repatriated to the U.S., known as the Transition Tax, which was reported in Keysight’s 2018 U.S. federal income tax return.

The company is being audited in Malaysia for the 2008 tax year. This tax year pre-dates our separation from Agilent. However, pursuant to the agreement between Agilent and Keysight pertaining to tax matters, as finalized at the time of separation, for certain entities, including Malaysia, any historical tax liability is the responsibility of Keysight. In the fourth quarter of fiscal year 2017, Keysight paid income taxes and penalties of $68 million on gains related to intellectual property rights. The company believes there are numerous defenses to the current assessment; the statute of limitations for the 2008 tax year in Malaysia was closed, and the income in question is exempt from tax in Malaysia. The company is disputing this assessment and pursuing all avenues to resolve this issue favorably for the company. Our appeals to both the Special Commissioners of Income Tax and the High Court in Malaysia have been unsuccessful. We have filed a Notice of Appeal with the Court of Appeal.

At this time, management believes that it is reasonably possible that the balance of unrecognized tax benefits will decrease by approximately $34 million in the next twelve months, which, if realized, will result in a benefit to the effective tax

rate. This potential decrease is expected to arise from the anticipated conclusion of corporate income tax examinations as well as the lapse of statutes of limitations in various jurisdictions for tax years that include uncertain corporate income tax positions. The outcome of corporate income tax examinations cannot be predicted with certainty. Given the numerous tax years and matters that remain subject to examination in various tax jurisdictions, the ultimate resolution of current and future tax examinations could be inconsistent with management’s current expectations. If this were to occur, it could have an impact on our effective tax rate in the period in which such examinations are resolved.

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NET INCOME PER SHARE

6 Months Ended

Apr. 30, 2022

Earnings Per Share [Abstract]

NET INCOME PER SHARE

5.    NET INCOME PER SHARE

The following table presents the calculation of basic and diluted net income per share:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
in millions, except per-share amounts
Net income	$	258	$	186	$	487	$	358
Basic weighted-average shares	181		185		182		185
Potential common shares— stock options and other employee stock plans	2		2		1		3
Diluted weighted-average shares	183		187		183		188
Net income per share - basic	$	1.42	$	1.01	$	2.67	$	1.93
Net income per share - diluted	$	1.41	$	0.99	$	2.65	$	1.91

Diluted shares outstanding include the dilutive effect of in-the-money options and non-vested RSUs. The diluted effect of such awards is calculated based on the average share price of each period using the treasury stock method, except where the inclusion of such awards would have an anti-dilutive impact.

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GOODWILL AND OTHER INTANGIBLE ASSETS

6 Months Ended

Apr. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

GOODWILL AND OTHER INTANGIBLE ASSETS

6.    GOODWILL AND OTHER INTANGIBLE ASSETS

The goodwill balance as of April 30, 2022 and October 31, 2021 and the activity for the six months ended April 30, 2022 for each of our reportable operating segments were as follows:

	CSG		EISG		Total
	(in millions)
Goodwill at October 31, 2021	$	1,069	$	559	$	1,628
Foreign currency translation impact	(29)		(5)		(34)
Goodwill arising from acquisitions	9		2		11
Goodwill at April 30, 2022	$	1,049	$	556	$	1,605

As of April 30, 2022 and October 31, 2021, accumulated impairment losses on goodwill was $709 million.

Other intangible assets as of April 30, 2022 and October 31, 2021 consisted of the following:

	April 30, 2022						October 31, 2021
	Gross Carrying Amount		Accumulated Amortization		Net Book Value		Gross Carrying Amount		Accumulated Amortization		Net Book Value
	(in millions)
Developed technology	$	976	$	890	$	86	$	969	$	866	$	103
Backlog	17		17		—		17		17		—
Trademark/Tradename	36		30		6		36		28		8
Customer relationships	390		261		129		389		235		154
Total amortizable intangible assets	1,419		1,198		221		1,411		1,146		265
In-Process R&D	7		—		7		7		—		7
Total	$	1,426	$	1,198	$	228	$	1,418	$	1,146	$	272

During the six months ended April 30, 2022, we used $17 million, net of cash acquired, for acquisition activity and recognized goodwill and other intangible assets of $11 million and $9 million, respectively, based on the preliminary allocation of the purchase price to the estimated fair values of the assets acquired and liabilities assumed.

Goodwill is assessed for impairment on a reporting unit basis at least annually in the fourth quarter of each year, or more frequently when events and circumstances occur indicating that the recorded goodwill may be impaired. The company has not identified any triggering events that indicate an impairment of goodwill for the six months ended April 30, 2022.

During the six months ended April 30, 2022, other intangible assets decreased $1 million due to the impact of foreign exchange translation. Amortization of other intangible assets was $26 million and $52 million for the three and six months ended April 30, 2022, respectively. Amortization of other intangible assets was $56 million and $114 million for the three and six months ended April 30, 2021, respectively.

Estimated intangible assets amortization expense for each of the five succeeding fiscal years is as follows:

	Amortization expense
	(in millions)
2022 (remainder)	$	50
2023	$	80
2024	$	40
2025	$	23
2026	$	12
Thereafter	$	16

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FAIR VALUE MEASUREMENTS

6 Months Ended

Apr. 30, 2022

Fair Value Disclosures [Abstract]

FAIR VALUE MEASUREMENTS

7.    FAIR VALUE MEASUREMENTS

The authoritative guidance defines fair value as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, we consider the principal or most advantageous market and assumptions that market participants would use when pricing the asset or liability.

Fair Value Hierarchy

The guidance establishes a fair value hierarchy that prioritizes inputs used in valuation techniques into three levels. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. There are three levels of inputs that may be used to measure fair value:

Level 1 - applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities.

Level 2 - applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly, for the asset or liability such as: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in less active markets; or other inputs that can be derived principally from, or corroborated by, observable market data.

Level 3 - applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities.

Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis

Financial assets and liabilities measured at fair value on a recurring basis as of April 30, 2022 and October 31, 2021 were as follows:

	Fair Value Measurements at
	April 30, 2022										October 31, 2021
	Total		Level 1		Level 2		Level 3		Other		Total		Level 1		Level 2		Level 3		Other
	(in millions)
Assets:
Short-term
Cash equivalents
Money market funds	$	1,103	$	1,103	$	—	$	—	$	—	$	1,296	$	1,296	$	—	$	—	$	—
Derivative instruments (foreign exchange contracts)	23		—		23		—		—		6		—		6		—		—
Long-term
Derivative instruments (interest rate swaps)	96		—		96		—		—		48		—		48		—		—
Equity investments	71		71		—		—		—		60		60		—		—		—
Equity investments - other	9		—		—		—		9		10		—		—		—		10
Total assets measured at fair value	$	1,302	$	1,174	$	119	$	—	$	9	$	1,420	$	1,356	$	54	$	—	$	10
Liabilities:
Short-term
Derivative instruments (foreign exchange contracts)	$	14	$	—	$	14	$	—	$	—	$	4	$	—	$	4	$	—	$	—
Long-term
Deferred compensation liability	22		—		22		—		—		24		—		24		—		—
Total liabilities measured at fair value	$	36	$	—	$	36	$	—	$	—	$	28	$	—	$	28	$	—	$	—

During the three and six months ended April 30, 2022, we made an equity investment of $30 million. The changes in fair value of the equity investment are recorded within "other income (expense), net" in the condensed consolidated statement of operations.

Net realized gains (losses) on sale of our equity investments were zero for both the three and six months ended April 30, 2022 and 2021. Net unrealized losses on our equity investments were $12 million and $16 million for the three and six months ended April 30, 2022, respectively. Net unrealized gains on our equity investments were $3 million and $1 million for the three and six months ended April 30, 2021, respectively.

Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis

For the three and six months ended April 30, 2022, our held and used long-lived assets in Russia with a carrying amount of $3 million were written down to a fair value of zero, resulting in an impairment of $3 million on assets that are expected to generate zero cash flows in the future.

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DERIVATIVES

6 Months Ended

Apr. 30, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

DERIVATIVES

8.    DERIVATIVES

We are exposed to foreign currency exchange rate fluctuations and interest rate changes in the normal course of our business. As part of our risk management strategy, we use derivative instruments, primarily forward contracts, to hedge economic and/or accounting exposures resulting from changes in foreign currency exchange rates.

Cash Flow Hedges

We enter into foreign exchange contracts to hedge our forecasted operational cash flow exposures resulting from changes in foreign currency exchange rates. These foreign exchange contracts, carried at fair value, have maturities based on a rolling period of up to twelve months. These derivative instruments are designated and qualify as cash flow hedges under the criteria prescribed in the authoritative guidance.

In fiscal 2020, we entered into forward starting interest rate swaps with an aggregate notional amount of $600 million associated with future interest payments on anticipated debt issuances through fiscal year 2024. The contract terms allow us to lock-in a treasury rate on anticipated debt issuances. These derivative instruments are designated and qualify as cash flow hedges under the criteria prescribed in the authoritative guidance.

Non-designated Hedges

Additionally, we enter into foreign exchange contracts to hedge monetary assets and liabilities that are denominated in currencies other than the functional currency of our subsidiaries. These foreign exchange contracts are carried at fair value and do not qualify for hedge accounting treatment and are not designated as hedging instruments.

The number of open foreign exchange forward contracts designated as "cash flow hedges" and "not designated as hedging instruments" was 222 and 67, respectively, as of April 30, 2022. The aggregated notional amounts by currency and designation as of April 30, 2022 were as follows:

	Derivatives in Cash Flow Hedging Relationships		Derivatives Not Designated as Hedging Instruments
	Forward Contracts		Forward Contracts
Currency	Buy/(Sell)		Buy/(Sell)
	(in millions)
Euro	$	33	$	38
British Pound	24		(96)
Singapore Dollar	25		16
Malaysian Ringgit	99		14
Japanese Yen	(128)		(83)
Other currencies	18		(9)
Total	$	71	$	(120)

Derivative instruments are subject to master netting arrangements and are disclosed gross in the condensed consolidated balance sheet. The gross fair values and balance sheet presentation of derivative instruments held as of April 30, 2022 and October 31, 2021 were as follows:

Fair Values of Derivative Instruments
Assets Derivatives					Liabilities Derivatives
	Fair Value					Fair Value
Balance Sheet Location	April 30, 2022		October 31, 2021		Balance Sheet Location	April 30, 2022		October 31, 2021
(in millions)
Derivatives designated as hedging instruments:
Cash flow hedges
Foreign exchange contracts
Other current assets	$	13	$	5	Other accrued liabilities	$	9	$	1
Interest rate swap contracts:
Other assets	96		48
Derivatives not designated as hedging instruments:
Foreign exchange contracts
Other current assets	10		1		Other accrued liabilities	5		3
Total derivatives	$	119	$	54		$	14	$	4

The effect of derivative instruments for foreign exchange contracts designated as hedging instruments and for those not designated as hedging instruments in our condensed consolidated statement of operations was as follows:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Derivatives designated as hedging instruments:
Cash Flow Hedges
Interest rate swap contracts:
Gain (loss) recognized in accumulated other comprehensive income (loss)	$	40	$	27	$	48	$	48
Foreign exchange contracts:
Gain (loss) recognized in accumulated other comprehensive income (loss)	$	5	$	1	$	2	$	3
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings:
Cost of products	$	3	$	(1)	$	4	$	(2)
Selling, general and administrative	$	(1)	$	1	$	(2)	$	2
Amount excluded from effectiveness testing recognized in earnings based on amortization approach:
Selling, general and administrative	$	1	$	—	$	1	$	—
Derivatives not designated as hedging instruments:
Gain (loss) recognized in:
Cost of products	$	—	$	—	$	—	$	1
Other income (expense), net	$	10	$	1	$	13	$	(3)

The estimated amount at April 30, 2022 expected to be reclassified from accumulated other comprehensive income (loss) to earnings within the next twelve months is a gain of $3 million.

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DEBT (Notes)

6 Months Ended

Apr. 30, 2022

Debt Disclosure [Abstract]

DEBT

9.    DEBT

The following table summarizes the components of our long-term debt:

	April 30, 2022		October 31, 2021
	(in millions)
2024 Senior Notes at 4.55% ($600 face amount less unamortized costs of $1 and $1)	$	599	$	599
2027 Senior Notes at 4.60% ($700 face amount less unamortized costs of $3 and $4)	697		696
2029 Senior Notes at 3.00% ($500 face amount less unamortized costs of $4 and $4)	496		496
Total debt	$	1,792	$	1,791

Short-Term Debt

Revolving Credit Facility

On July 30, 2021, we entered into a new credit agreement that amended and restated our existing credit agreement dated February 15, 2017 in its entirety, and provides for a $750 million five-year unsecured revolving credit facility (the “Revolving Credit Facility”) that will expire on July 30, 2026 and bears interest at an annual rate of LIBOR + 1 percent along with a facility fee of 0.125 percent per annum. In addition, the new credit agreement permits the company, subject to certain customary conditions, on one or more occasions to request to increase the total commitments under the Revolving Credit Facility by up to $250 million in the aggregate. We may use amounts borrowed under the facility for general corporate purposes. As of April 30, 2022 and October 31, 2021, we had no borrowings outstanding under the Revolving Credit Facility. We were in compliance with the covenants of the Revolving Credit Facility during the six months ended April 30, 2022.

Long-Term Debt

There have been no changes to the principal, maturity, interest rates and interest payment terms of the senior notes during the six months ended April 30, 2022 as compared to the senior notes described in our Annual Report on Form 10-K for the fiscal year ended October 31, 2021. We were in compliance with the covenants of our senior notes during the six months ended April 30, 2022.

As of April 30, 2022 and October 31, 2021, we had $39 million and $40 million, respectively, of outstanding letters of credit and surety bonds unrelated to the credit facility that were issued by various lenders.The fair value of our long-term debt, which is calculated from quoted prices that are primarily Level 1 inputs under the accounting guidance fair value hierarchy, exceeded the carrying value less debt issuance costs by approximately $20 million and $178 million as of April 30, 2022 and October 31, 2021, respectively

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RETIREMENT PLANS AND POST RETIREMENT PENSION PLANS

6 Months Ended

Apr. 30, 2022

Retirement Benefits [Abstract]

RETIREMENT PLANS AND POST RETIREMENT PENSION PLANS

10.    RETIREMENT PLANS AND POST-RETIREMENT BENEFIT PLANS

For the three and six months ended April 30, 2022 and 2021, our net pension and post-retirement benefit cost (benefit) was comprised of the following:

	Pensions
	U.S. Defined Benefit Plans				Non-U.S. Defined Benefit Plans				U.S. Post-Retirement Benefit Plan
	Three Months Ended
	April 30,
	2022		2021		2022		2021		2022		2021
	(in millions)
Service cost—benefits earned during the period	$	6	$	6	$	4	$	3	$	—	$	—
Interest cost on benefit obligation	6		6		4		4		1		1
Expected return on plan assets	(15)		(13)		(15)		(19)		(3)		(3)
Amortization of net actuarial loss	2		6		6		11		1		2
Settlement loss	—		—		—		16		—		—
Net periodic benefit cost (benefit)	$	(1)	$	5	$	(1)	$	15	$	(1)	$	—

	Pensions
	U.S. Defined Benefit Plans				Non-U.S. Defined Benefit Plans				U.S. Post-Retirement Benefit Plan
	Six Months Ended
	April 30,
	2022		2021		2022		2021		2022		2021
	(in millions)
Service cost—benefits earned during the period	$	12	$	12	$	7	$	7	$	—	$	—
Interest cost on benefit obligation	$	12	11		8		8		2		2
Expected return on plan assets	$	(30)	(26)		(30)		(39)		(7)		(6)
Amortization of net actuarial loss	$	5	12		12		21		1		5
Settlement loss	—		—		—		16		—		—
Net periodic benefit cost (benefit)	$	(1)	$	9	$	(3)	$	13	$	(4)	$	1

We record the service cost component of net periodic benefit cost (benefit) in the same line item as other employee compensation costs. The non-service components of net periodic benefit cost (benefit), such as interest cost, expected return on assets, amortization of prior service cost, and actuarial gains or losses, are recorded within "other income (expense), net" in the condensed consolidated statement of operations.

In March 2021, we substantially transferred the assets and obligations of our Netherlands defined benefit plan (“The Netherlands DB plan”) to an insurance company. The partial settlement resulted in a loss of $16 million which is included in other operating expense (income) in the condensed consolidated statement of operations. We received a net refund of $3 million due to the partial settlement of the Netherlands DB plan.

We did not contribute to our U.S. defined benefit plans or U.S. post-retirement benefit plan during the three and six months ended April 30, 2022 and 2021. We contributed $1 million and $4 million to our non-U.S. defined benefit plans during the three and six months ended April 30, 2022. We contributed $2 million and $5 million to our non-U.S. defined benefit plans during the three and six months ended April 30, 2021, respectively.

For the remainder of 2022, we do not expect to contribute to our U.S. defined benefit plan and U.S. post-retirement benefit plan, and we expect to contribute $5 million to our non-U.S. defined benefit plans. The amounts we contribute depend upon, among other things, legal requirements, underlying asset returns, the plan’s funded status, the anticipated tax deductibility of the contribution, local practices, market conditions, interest rates and other factors.

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SUPPLEMENTAL FINANCIAL INFORMATION (Notes)

6 Months Ended

Apr. 30, 2022

Disclosure Text Block [Abstract]

Additional Financial Information Disclosure

11.    SUPPLEMENTAL FINANCIAL INFORMATION

The following tables provide details of selected balance sheet items:

Cash, cash equivalents, and restricted cash

	April 30, 2022		October 31, 2021
	(in millions)
Cash and cash equivalents	$	1,886	$	2,052
Restricted cash included in other assets	14		16
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows	$	1,900	$	2,068

Restricted cash primarily relates to deficit reduction contributions to an escrow account for one of our non-U.S. defined benefit pension plans and deposits held as collateral against bank guarantees.

Inventory

	April 30, 2022		October 31, 2021
	(in millions)
Finished goods	$	306	$	329
Purchased parts and fabricated assemblies	504		448
Total inventory	$	810	$	777

The increase in inventory for the six months ended April 30, 2022, was primarily driven by higher material costs and incremental stock build-up to secure supply in the current supply-constrained environment.

Property, plant and equipment

	April 30, 2022		October 31, 2021
	(in millions)
Land	$	54	$	61
Buildings and leasehold improvements	801		785
Machinery and equipment	1,348		1,328
Total property, plant and equipment	2,203		2,174
Accumulated depreciation of property, plant and equipment	(1,539)		(1,524)
Property, plant and equipment, net	$	664	$	650

The increase in property, plant and equipment, net, for the six months ended April 30, 2022, was primarily driven by increased capital spending for capacity and technology investments. Depreciation expense was $59 million and $57 million for the six months ended April 30, 2022 and 2021, respectively.

Leases

The following table summarizes the components of our lease cost:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)				(in millions)
Operating lease cost	$	12	$	13	$	25	$	26
Variable lease cost	$	4	$	5	$	8	$	10

Supplemental cash flow information related to our operating leases was as follows:

	Six Months Ended
	April 30,
	2022		2021
	(in millions)
Cash payment for operating leases	$	24	$	27
ROU assets obtained in exchange for operating lease obligations	$	11	$	70

The decrease in ROU assets obtained in exchange for operating lease obligations was primarily driven by reassessment of a lease term in the prior year triggered by significant leasehold improvements.

As of April 30, 2022, we have additional operating leases, primarily for real estate, that have not yet commenced of $17 million. These operating leases will commence in the remainder of fiscal year 2022 and fiscal year 2023 with lease terms of up to 15 years.

Standard warranty

Our warranties on products sold through direct sales channels are primarily for one year. Warranties for products sold through distribution channels are primarily for three years. We accrue for standard warranty costs based on historical trends in warranty charges. The accrual is reviewed regularly and periodically adjusted to reflect changes in warranty cost estimates. Estimated warranty charges are recorded within cost of products at the time related product revenue is recognized.

Activity related to the standard warranty accrual, which is included in other accrued and other long-term liabilities in our condensed consolidated balance sheet, is as follows:

	Six Months Ended
	April 30,
	2022		2021
	(in millions)
Beginning balance	$	34	$	33
Accruals for warranties, including change in estimates	11		15
Settlements made during the period	(12)		(14)
Ending balance	$	33	$	34
Accruals for warranties due within one year	$	19	$	21
Accruals for warranties due after one year	14		13
Ending balance	$	33	$	34

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COMMITMENTS AND CONTINGENCIES

6 Months Ended

Apr. 30, 2022

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

12.    COMMITMENTS AND CONTINGENCIES

Commitments

Our non-cancellable commitments to contract manufacturers and suppliers increased to $518 million as of April 30, 2022 from $444 million as of October 31, 2021, driven by higher revenue, advance purchase orders to secure capacity for critical parts due to global supply shortages and higher material costs. During the six months ended April 30, 2022, there were no other material changes to the purchase commitments as reported in our Annual Report on Form 10-K for the fiscal year ended October 31, 2021.

Contingencies

On August 3, 2021, we entered into a Consent Agreement with the Directorate of Defense Trade Controls, Bureau of Political-Military Affairs, Department of State to resolve alleged violations of the Arms Export Control Act and the International Traffic in Arms Regulations ("ITAR"). Pursuant to the Consent Agreement, we were assessed a penalty of $6.6 million to be paid over three years, $2.5 million of which is suspended and designated for remediation activities, including employment of a special compliance officer for three years. We have paid $1.1 million of the assessed amount as of April 30, 2022. We are also involved in lawsuits, claims, investigations and proceedings, including, but not limited to, patent, commercial and environmental matters, which arise in the ordinary course of business. In October 2019, Keysight entered into a license agreement with Centripetal Networks in conjunction with the resolution of a patent infringement lawsuit brought by Centripetal against Keysight. Royalties owed under the license, which expired on December 31, 2021, are the primary subject of pending arbitration. On January 1, 2022, Centripetal filed a lawsuit in Federal District Court in Virginia, alleging that additional Keysight products infringe certain of Centripetal’s patents. In addition, in February 2022, Centripetal filed complaints in Germany alleging infringement of certain of Centripetal’s German patents, and in April 2022, Centripetal filed a complaint with the International Trade Commission (“ITC”) requesting that they investigate whether Keysight should be enjoined from importing certain products that are manufactured outside of the U.S. and are alleged to infringe Centripetal patents. We deny the allegations and intend to aggressively defend each case. Although we do not currently believe that these or other matters are reasonably possible of having a material impact on our business, consolidated financial position, results of operations or cash flows, the outcome of litigation is inherently uncertain and the outcome is difficult to predict. Management’s expectations, if proved to be incorrect, could impact our results in a financial period.

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STOCKHOLDERS' EQUITY

6 Months Ended

Apr. 30, 2022

Statement of Comprehensive Income [Abstract]

STOCKHOLDERS EQUITY

13.    STOCKHOLDERS' EQUITY

Stock Repurchase Program

On November 18, 2021, our board of directors approved a new stock repurchase program authorizing the purchase of up to $1,200 million of the company’s common stock, replacing the previously approved November 2020 program, under which $77 million remained. Under our stock repurchase program, shares may be purchased from time to time, subject to general business and market conditions and other investment opportunities, through open market purchases, privately negotiated transactions or other means. All such shares and related costs are held as treasury stock and accounted for at trade date using the cost method. The stock repurchase program may be commenced, suspended or discontinued at any time at the company’s discretion and does not have an expiration date.

For the six months ended April 30, 2022, we repurchased 3,006,809 shares of common stock for $495 million. All such shares and related costs are held as treasury stock and accounted for at trade date using the cost method. There were $11 million stock repurchases pending settlement as of April, 30 2022, which is included in other accrued liabilities in our condensed consolidated balance sheet. For the six months ended April 30, 2021, we repurchased 1,728,800 shares of common stock for $240 million.

Accumulated Other Comprehensive Loss

Changes in accumulated other comprehensive loss by component and related tax effects for the three and six months ended April 30, 2022 and 2021 were as follows:

	Foreign currency translation		Net defined benefit pension cost and post retirement plan costs				Unrealized gains (losses) on derivatives		Total
			Actuarial losses		Prior service credits
	(in millions)
As of January 31, 2022	$	(41)	$	(448)	$	(6)	$	44	$	(451)
Other comprehensive income (loss) before reclassifications	(65)		—		—		45		(20)
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		10		—		(2)		8
Tax benefit (expense)	—		(2)		—		(9)		(11)
Other comprehensive income (loss)	(65)		8		—		34		(23)
As of April 30, 2022	$	(106)	$	(440)	$	(6)	$	78	$	(474)
As of October 31, 2021	$	(20)	$	(456)	$	(6)	$	40	$	(442)
Other comprehensive income (loss) before reclassifications	(86)		—		—		50		(36)
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		20		—		(2)		18
Tax benefit (expense)	—		(4)		—		(10)		(14)
Other comprehensive income (loss)	(86)		16		—		38		(32)
As of April 30, 2022	$	(106)	$	(440)	$	(6)	$	78	$	(474)
As of January 31, 2021	$	21	$	(586)	$	(5)	$	34	$	(536)
Other comprehensive income (loss) before reclassifications	(14)		(14)		—		28		—
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		36		—		—		36
Tax benefit (expense)	—		(5)		—		(6)		(11)
Other comprehensive income (loss)	(14)		17		—		22		25
As of April 30, 2021	$	7	$	(569)	$	(5)	$	56	$	(511)
As of October 31, 2020	$	(10)	$	(600)	$	(5)	$	16	$	(599)
Other comprehensive income (loss) before reclassifications	17		(14)		—		51		54
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		55		—		—		55
Tax benefit (expense)	—		(10)		—		(11)		(21)
Other comprehensive income (loss)	17		31		—		40		88
As of April 30, 2021	$	7	$	(569)	$	(5)	$	56	$	(511)

Reclassifications out of accumulated other comprehensive loss for the three and six months ended April 30, 2022 and 2021 were as follows:

Details about accumulated other comprehensive loss components	Amounts reclassified from other comprehensive loss								Affected line item in statement of operations
	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Unrealized gain (loss) on derivatives	$	3	$	(1)	$	4	$	(2)	Cost of products
	(1)		1		(2)		2		Selling, general and administrative
	—		—		—		—		Benefit (provision) for income tax
	2		—		2		—		Net of income tax
Net defined benefit pension cost and post retirement plan costs:
Net actuarial loss	(10)		(36)		(20)		(55)
	2		9		4		14		Benefit (provision) for income tax
	(8)		(27)		(16)		(41)		Net of income tax
Total reclassifications for the period	$	(6)	$	(27)	$	(14)	$	(41)

An amount in parentheses indicates a reduction to income and an increase to accumulated other comprehensive loss.

Reclassifications of prior service benefit and actuarial net loss related to retirement plans and post retirement pension plans are included in the computation of net periodic cost (see Note 10, "Retirement Plans and Post-Retirement Benefit Plans").

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SEGMENT INFORMATION

6 Months Ended

Apr. 30, 2022

Segment Reporting [Abstract]

SEGMENT INFORMATION

14.     SEGMENT INFORMATION

We report our results in two reportable segments: Communications Solutions Group ("CSG") and Electronic Industrial Solutions Group ("EISG"). The results of our reportable segments are based on our management reporting system and are not necessarily in conformity with GAAP. The performance of each segment is measured based on several metrics, including income from operations. These results are used, in part, by the chief operating decision maker in evaluating the performance of, and in allocating resources to each of the segments.

The profitability of each of the segments is measured after excluding share-based compensation expense, amortization of acquisition-related balances, acquisition and integration costs, restructuring costs, interest income, interest expense and other items as noted in the reconciliations below.

	Three Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221
Segment income from operations	$	271	$	118	$	389	$	222	$	98	$	320

	Six Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401
Segment income from operations	$	508	$	232	$	740	$	446	$	194	$	640

The following table reconciles total reportable operating segments’ income from operations to our income before taxes, as reported:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Total reportable operating segments' income from operations	$	389	$	320	$	740	$	640
Share-based compensation	(26)		(22)		(77)		(65)
Amortization of acquisition-related balances	(26)		(56)		(52)		(114)
Acquisition and integration costs	(2)		(3)		(5)		(6)
Restructuring and others	(8)		(4)		(8)		(8)
Income from operations, as reported	327		235		598		447
Interest income	1		—		2		1
Interest expense	(19)		(19)		(39)		(39)
Other income (expense), net	(2)		(8)		10		(6)
Income before taxes, as reported	$	307	$	208	$	571	$	403

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REVENUE (Tables)

6 Months Ended

Apr. 30, 2022

Revenue Recognition [Abstract]

Disaggregation of Revenue [Table Text Block]

We disaggregate our revenue from contracts with customers by geographic region, end market, and timing of revenue recognition, as we believe these categories best depict how the nature, amount, timing and uncertainty of our revenue and cash flows are affected by economic factors. Disaggregated revenue is presented for each of our reportable segments, Communications Solutions Group ("CSG") and Electronics Industrial Solutions Group ("EISG").

	Three Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Region
Americas	$	468	$	95	$	563	$	409	$	75	$	484
Europe	131		87		218		126		73		199
Asia Pacific	364		206		570		342		196		538
Total revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221
End Market
Aerospace, Defense & Government	$	291	$	—	$	291	$	271	$	—	$	271
Commercial Communications	672		—		672		606		—		606
Electronic Industrial	—		388		388		—		344		344
Total revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221
Timing of Revenue Recognition
Revenue recognized at a point in time	$	805	$	335	$	1,140	$	731	$	301	$	1,032
Revenue recognized over time	158		53		211		146		43		189
Total revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221

	Six Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Region
Americas	$	872	$	174	$	1,046	$	810	$	142	$	952
Europe	274		170		444		258		143		401
Asia Pacific	695		416		1,111		661		387		1,048
Total revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401
End Market
Aerospace, Defense & Government	$	585	$	—	$	585	$	565	$	—	$	565
Commercial Communications	1,256		—		1,256		1,164		—		1,164
Electronic Industrial	—		760		760		—		672		672
Total revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401
Timing of Revenue Recognition
Revenue recognized at a point in time	$	1,535	$	657	$	2,192	$	1,443	$	585	$	2,028
Revenue recognized over time	306		103		409		286		87		373
Total revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401

Our point-in-time revenues are generated predominantly from the sale of various types of design and test software and hardware, and per-incident repair and calibration services. Perpetual software and the portion of term software subscription revenue in this category represents revenue recognized up front upon transfer of control at the time of electronic delivery. Revenue on per-incident repair and calibration services is recognized when services are performed. Over-time revenues are generated predominantly from the repair and calibration contracts, extended warranties, technical support for hardware and software, certain software subscription and Software as a Service ("SaaS") product offerings, and professional services. Technical support for software and when-and-if available software updates and upgrades are sold either together with our software licenses and software subscriptions, including SaaS, or separately as part of our customer support programs.

Additionally, we provide custom solutions that include combinations of hardware, software, software subscriptions, installation, professional services, and other support services, and revenue may be recognized either up front on delivery or over time depending upon the terms of the contract.

Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block]

The following table provides a roll-forward of our contract liabilities, current and non-current:

	Six Months Ended
	April 30,
	2022
	(in millions)
Balance at October 31	$	665
Deferral of revenue billed in current period, net of recognition	424
Revenue recognized that was deferred as of the beginning of the period	(337)
Foreign currency translation impact	(18)
Balance at April 30	$	734

Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Table Text Block]

Remaining Performance Obligations

Our remaining performance obligations, excluding contracts that have an original expected duration of one year or less, was approximately $407 million as of April 30, 2022, and represents the company’s obligation to deliver products and services and obtain customer acceptance on delivered products. As of April 30, 2022, we expect to fulfill 28 percent of these unsatisfied performance obligations during the remainder of 2022, 39 percent during 2023, and 33 percent thereafter.

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SHARE-BASED COMPENSATION (Tables)

6 Months Ended

Apr. 30, 2022

Share-based Payment Arrangement, Noncash Expense [Abstract]

Allocated Share-based compensation expense disclosure

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Cost of products and services	$	6	$	6	$	14	$	13
Research and development	5		4		16		13
Selling, general and administrative	15		12		47		39
Total share-based compensation expense	$	26	$	22	$	77	$	65

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Income Taxes (Tables)

6 Months Ended

Apr. 30, 2022

Income Tax Disclosure [Abstract]

Schedule of Income before Income Tax, Domestic and Foreign

The following table provides details of income taxes:

	Three Months Ended						Six Months Ended
	April 30,						April 30,
	2022			2021			2022			2021
in millions, except percentages
Income before taxes	$	307		$	208		$	571		$	403
Provision for income taxes	$	49		$	22		$	84		$	45
Effective tax rate	16.1		%	10.7		%	14.8		%	11.1		%

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NET INCOME PER SHARE (Tables)

6 Months Ended

Apr. 30, 2022

Earnings Per Share [Abstract]

Reconciliation of the numerators and denominators of the basic and diluted net income per share

The following table presents the calculation of basic and diluted net income per share:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
in millions, except per-share amounts
Net income	$	258	$	186	$	487	$	358
Basic weighted-average shares	181		185		182		185
Potential common shares— stock options and other employee stock plans	2		2		1		3
Diluted weighted-average shares	183		187		183		188
Net income per share - basic	$	1.42	$	1.01	$	2.67	$	1.93
Net income per share - diluted	$	1.41	$	0.99	$	2.65	$	1.91

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GOODWILL AND OTHER INTANGIBLE ASSETS (Tables)

6 Months Ended

Apr. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill balances and movements for each reportable segments during the period

The goodwill balance as of April 30, 2022 and October 31, 2021 and the activity for the six months ended April 30, 2022 for each of our reportable operating segments were as follows:

	CSG		EISG		Total
	(in millions)
Goodwill at October 31, 2021	$	1,069	$	559	$	1,628
Foreign currency translation impact	(29)		(5)		(34)
Goodwill arising from acquisitions	9		2		11
Goodwill at April 30, 2022	$	1,049	$	556	$	1,605

As of April 30, 2022 and October 31, 2021, accumulated impairment losses on goodwill was $709 million.

Components of other intangibles during the period

Other intangible assets as of April 30, 2022 and October 31, 2021 consisted of the following:

	April 30, 2022						October 31, 2021
	Gross Carrying Amount		Accumulated Amortization		Net Book Value		Gross Carrying Amount		Accumulated Amortization		Net Book Value
	(in millions)
Developed technology	$	976	$	890	$	86	$	969	$	866	$	103
Backlog	17		17		—		17		17		—
Trademark/Tradename	36		30		6		36		28		8
Customer relationships	390		261		129		389		235		154
Total amortizable intangible assets	1,419		1,198		221		1,411		1,146		265
In-Process R&D	7		—		7		7		—		7
Total	$	1,426	$	1,198	$	228	$	1,418	$	1,146	$	272

Finite-lived Intangible Assets Amortization Expense [Table Text Block]

Estimated intangible assets amortization expense for each of the five succeeding fiscal years is as follows:

	Amortization expense
	(in millions)
2022 (remainder)	$	50
2023	$	80
2024	$	40
2025	$	23
2026	$	12
Thereafter	$	16

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FAIR VALUE MEASUREMENTS (Tables)

6 Months Ended

Apr. 30, 2022

Fair Value Disclosures [Abstract]

Fair Value Assets And Liabilities Measured On Recurring Basis

Financial assets and liabilities measured at fair value on a recurring basis as of April 30, 2022 and October 31, 2021 were as follows:

	Fair Value Measurements at
	April 30, 2022										October 31, 2021
	Total		Level 1		Level 2		Level 3		Other		Total		Level 1		Level 2		Level 3		Other
	(in millions)
Assets:
Short-term
Cash equivalents
Money market funds	$	1,103	$	1,103	$	—	$	—	$	—	$	1,296	$	1,296	$	—	$	—	$	—
Derivative instruments (foreign exchange contracts)	23		—		23		—		—		6		—		6		—		—
Long-term
Derivative instruments (interest rate swaps)	96		—		96		—		—		48		—		48		—		—
Equity investments	71		71		—		—		—		60		60		—		—		—
Equity investments - other	9		—		—		—		9		10		—		—		—		10
Total assets measured at fair value	$	1,302	$	1,174	$	119	$	—	$	9	$	1,420	$	1,356	$	54	$	—	$	10
Liabilities:
Short-term
Derivative instruments (foreign exchange contracts)	$	14	$	—	$	14	$	—	$	—	$	4	$	—	$	4	$	—	$	—
Long-term
Deferred compensation liability	22		—		22		—		—		24		—		24		—		—
Total liabilities measured at fair value	$	36	$	—	$	36	$	—	$	—	$	28	$	—	$	28	$	—	$	—

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DERIVATIVES (Tables)

6 Months Ended

Apr. 30, 2022

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Aggregated notional amounts by currency and designation

The aggregated notional amounts by currency and designation as of April 30, 2022 were as follows:

	Derivatives in Cash Flow Hedging Relationships		Derivatives Not Designated as Hedging Instruments
	Forward Contracts		Forward Contracts
Currency	Buy/(Sell)		Buy/(Sell)
	(in millions)
Euro	$	33	$	38
British Pound	24		(96)
Singapore Dollar	25		16
Malaysian Ringgit	99		14
Japanese Yen	(128)		(83)
Other currencies	18		(9)
Total	$	71	$	(120)

Gross fair values and balance sheet location of derivative instruments held in the consolidated balance sheet

Derivative instruments are subject to master netting arrangements and are disclosed gross in the condensed consolidated balance sheet. The gross fair values and balance sheet presentation of derivative instruments held as of April 30, 2022 and October 31, 2021 were as follows:

Fair Values of Derivative Instruments
Assets Derivatives					Liabilities Derivatives
	Fair Value					Fair Value
Balance Sheet Location	April 30, 2022		October 31, 2021		Balance Sheet Location	April 30, 2022		October 31, 2021
(in millions)
Derivatives designated as hedging instruments:
Cash flow hedges
Foreign exchange contracts
Other current assets	$	13	$	5	Other accrued liabilities	$	9	$	1
Interest rate swap contracts:
Other assets	96		48
Derivatives not designated as hedging instruments:
Foreign exchange contracts
Other current assets	10		1		Other accrued liabilities	5		3
Total derivatives	$	119	$	54		$	14	$	4

Effect of derivative instruments for foreign exchange contracts in the consolidated statement of operations

The effect of derivative instruments for foreign exchange contracts designated as hedging instruments and for those not designated as hedging instruments in our condensed consolidated statement of operations was as follows:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Derivatives designated as hedging instruments:
Cash Flow Hedges
Interest rate swap contracts:
Gain (loss) recognized in accumulated other comprehensive income (loss)	$	40	$	27	$	48	$	48
Foreign exchange contracts:
Gain (loss) recognized in accumulated other comprehensive income (loss)	$	5	$	1	$	2	$	3
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings:
Cost of products	$	3	$	(1)	$	4	$	(2)
Selling, general and administrative	$	(1)	$	1	$	(2)	$	2
Amount excluded from effectiveness testing recognized in earnings based on amortization approach:
Selling, general and administrative	$	1	$	—	$	1	$	—
Derivatives not designated as hedging instruments:
Gain (loss) recognized in:
Cost of products	$	—	$	—	$	—	$	1
Other income (expense), net	$	10	$	1	$	13	$	(3)

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DEBT (Tables)

6 Months Ended

Apr. 30, 2022

Debt Instrument

Schedule of Long-term Debt Instruments

The following table summarizes the components of our long-term debt:

	April 30, 2022		October 31, 2021
	(in millions)
2024 Senior Notes at 4.55% ($600 face amount less unamortized costs of $1 and $1)	$	599	$	599
2027 Senior Notes at 4.60% ($700 face amount less unamortized costs of $3 and $4)	697		696
2029 Senior Notes at 3.00% ($500 face amount less unamortized costs of $4 and $4)	496		496
Total debt	$	1,792	$	1,791

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RETIREMENT PLANS AND POST RETIREMENT PENSION PLANS (Tables)

6 Months Ended

Apr. 30, 2022

Retirement Benefits [Abstract]

Schedule of net pension and post-retirement benefit costs

For the three and six months ended April 30, 2022 and 2021, our net pension and post-retirement benefit cost (benefit) was comprised of the following:

	Pensions
	U.S. Defined Benefit Plans				Non-U.S. Defined Benefit Plans				U.S. Post-Retirement Benefit Plan
	Three Months Ended
	April 30,
	2022		2021		2022		2021		2022		2021
	(in millions)
Service cost—benefits earned during the period	$	6	$	6	$	4	$	3	$	—	$	—
Interest cost on benefit obligation	6		6		4		4		1		1
Expected return on plan assets	(15)		(13)		(15)		(19)		(3)		(3)
Amortization of net actuarial loss	2		6		6		11		1		2
Settlement loss	—		—		—		16		—		—
Net periodic benefit cost (benefit)	$	(1)	$	5	$	(1)	$	15	$	(1)	$	—

	Pensions
	U.S. Defined Benefit Plans				Non-U.S. Defined Benefit Plans				U.S. Post-Retirement Benefit Plan
	Six Months Ended
	April 30,
	2022		2021		2022		2021		2022		2021
	(in millions)
Service cost—benefits earned during the period	$	12	$	12	$	7	$	7	$	—	$	—
Interest cost on benefit obligation	$	12	11		8		8		2		2
Expected return on plan assets	$	(30)	(26)		(30)		(39)		(7)		(6)
Amortization of net actuarial loss	$	5	12		12		21		1		5
Settlement loss	—		—		—		16		—		—
Net periodic benefit cost (benefit)	$	(1)	$	9	$	(3)	$	13	$	(4)	$	1

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SUPPLEMENTAL FINANCIAL INFORMATION (Tables)

6 Months Ended

Apr. 30, 2022

Supplemental Cash Flow Elements [Abstract]

Schedule of Cash Flow, Supplemental Disclosures [Table Text Block]

Cash, cash equivalents, and restricted cash

	April 30, 2022		October 31, 2021
	(in millions)
Cash and cash equivalents	$	1,886	$	2,052
Restricted cash included in other assets	14		16
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows	$	1,900	$	2,068

Schedule of Inventory, Current [Table Text Block]

Inventory

	April 30, 2022		October 31, 2021
	(in millions)
Finished goods	$	306	$	329
Purchased parts and fabricated assemblies	504		448
Total inventory	$	810	$	777

The increase in inventory for the six months ended April 30, 2022, was primarily driven by higher material costs and incremental stock build-up to secure supply in the current supply-constrained environment.

Property, Plant and Equipment

Property, plant and equipment

	April 30, 2022		October 31, 2021
	(in millions)
Land	$	54	$	61
Buildings and leasehold improvements	801		785
Machinery and equipment	1,348		1,328
Total property, plant and equipment	2,203		2,174
Accumulated depreciation of property, plant and equipment	(1,539)		(1,524)
Property, plant and equipment, net	$	664	$	650

The increase in property, plant and equipment, net, for the six months ended April 30, 2022, was primarily driven by increased capital spending for capacity and technology investments. Depreciation expense was $59 million and $57 million for the six months ended April 30, 2022 and 2021, respectively.

Lease, Cost [Table Text Block]

The following table summarizes the components of our lease cost:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)				(in millions)
Operating lease cost	$	12	$	13	$	25	$	26
Variable lease cost	$	4	$	5	$	8	$	10

Supplemental cash flow information related to our operating leases was as follows:

	Six Months Ended
	April 30,
	2022		2021
	(in millions)
Cash payment for operating leases	$	24	$	27
ROU assets obtained in exchange for operating lease obligations	$	11	$	70

Schedule of Product Warranty Liability [Table Text Block]

Activity related to the standard warranty accrual, which is included in other accrued and other long-term liabilities in our condensed consolidated balance sheet, is as follows:

	Six Months Ended
	April 30,
	2022		2021
	(in millions)
Beginning balance	$	34	$	33
Accruals for warranties, including change in estimates	11		15
Settlements made during the period	(12)		(14)
Ending balance	$	33	$	34
Accruals for warranties due within one year	$	19	$	21
Accruals for warranties due after one year	14		13
Ending balance	$	33	$	34

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STOCKHOLDERS' EQUITY (Tables)

6 Months Ended

Apr. 30, 2022

Statement of Comprehensive Income [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

Changes in accumulated other comprehensive loss by component and related tax effects for the three and six months ended April 30, 2022 and 2021 were as follows:

	Foreign currency translation		Net defined benefit pension cost and post retirement plan costs				Unrealized gains (losses) on derivatives		Total
			Actuarial losses		Prior service credits
	(in millions)
As of January 31, 2022	$	(41)	$	(448)	$	(6)	$	44	$	(451)
Other comprehensive income (loss) before reclassifications	(65)		—		—		45		(20)
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		10		—		(2)		8
Tax benefit (expense)	—		(2)		—		(9)		(11)
Other comprehensive income (loss)	(65)		8		—		34		(23)
As of April 30, 2022	$	(106)	$	(440)	$	(6)	$	78	$	(474)
As of October 31, 2021	$	(20)	$	(456)	$	(6)	$	40	$	(442)
Other comprehensive income (loss) before reclassifications	(86)		—		—		50		(36)
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		20		—		(2)		18
Tax benefit (expense)	—		(4)		—		(10)		(14)
Other comprehensive income (loss)	(86)		16		—		38		(32)
As of April 30, 2022	$	(106)	$	(440)	$	(6)	$	78	$	(474)
As of January 31, 2021	$	21	$	(586)	$	(5)	$	34	$	(536)
Other comprehensive income (loss) before reclassifications	(14)		(14)		—		28		—
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		36		—		—		36
Tax benefit (expense)	—		(5)		—		(6)		(11)
Other comprehensive income (loss)	(14)		17		—		22		25
As of April 30, 2021	$	7	$	(569)	$	(5)	$	56	$	(511)
As of October 31, 2020	$	(10)	$	(600)	$	(5)	$	16	$	(599)
Other comprehensive income (loss) before reclassifications	17		(14)		—		51		54
Amounts reclassified out of accumulated other comprehensive gain (loss)	—		55		—		—		55
Tax benefit (expense)	—		(10)		—		(11)		(21)
Other comprehensive income (loss)	17		31		—		40		88
As of April 30, 2021	$	7	$	(569)	$	(5)	$	56	$	(511)

Reclassification out of Accumulated Other Comprehensive Income

Reclassifications out of accumulated other comprehensive loss for the three and six months ended April 30, 2022 and 2021 were as follows:

Details about accumulated other comprehensive loss components	Amounts reclassified from other comprehensive loss								Affected line item in statement of operations
	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Unrealized gain (loss) on derivatives	$	3	$	(1)	$	4	$	(2)	Cost of products
	(1)		1		(2)		2		Selling, general and administrative
	—		—		—		—		Benefit (provision) for income tax
	2		—		2		—		Net of income tax
Net defined benefit pension cost and post retirement plan costs:
Net actuarial loss	(10)		(36)		(20)		(55)
	2		9		4		14		Benefit (provision) for income tax
	(8)		(27)		(16)		(41)		Net of income tax
Total reclassifications for the period	$	(6)	$	(27)	$	(14)	$	(41)

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SEGMENT INFORMATION (Tables)

6 Months Ended

Apr. 30, 2022

Segment Reporting Information [Line Items]

Reconciliation of Revenue from Segments to Consolidated [Table Text Block]

	Three Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Revenue	$	963	$	388	$	1,351	$	877	$	344	$	1,221
Segment income from operations	$	271	$	118	$	389	$	222	$	98	$	320

	Six Months Ended
	April 30,
	2022						2021
	CSG		EISG		Total		CSG		EISG		Total
	(in millions)
Revenue	$	1,841	$	760	$	2,601	$	1,729	$	672	$	2,401
Segment income from operations	$	508	$	232	$	740	$	446	$	194	$	640

Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block]

The following table reconciles total reportable operating segments’ income from operations to our income before taxes, as reported:

	Three Months Ended				Six Months Ended
	April 30,				April 30,
	2022		2021		2022		2021
	(in millions)
Total reportable operating segments' income from operations	$	389	$	320	$	740	$	640
Share-based compensation	(26)		(22)		(77)		(65)
Amortization of acquisition-related balances	(26)		(56)		(52)		(114)
Acquisition and integration costs	(2)		(3)		(5)		(6)
Restructuring and others	(8)		(4)		(8)		(8)
Income from operations, as reported	327		235		598		447
Interest income	1		—		2		1
Interest expense	(19)		(19)		(39)		(39)
Other income (expense), net	(2)		(8)		10		(6)
Income before taxes, as reported	$	307	$	208	$	571	$	403

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REVENUE (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Disaggregation of Revenue [Line Items]
Revenues	$ 1,351	$ 1,221	$ 2,601	$ 2,401
Communications Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	963	877	1,841	1,729
Electronic Industrial Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	388	344	760	672
Revenue recognized at a point in time
Disaggregation of Revenue [Line Items]
Revenues	1,140	1,032	2,192	2,028
Revenue recognized at a point in time | Communications Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	805	731	1,535	1,443
Revenue recognized at a point in time | Electronic Industrial Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	335	301	657	585
Revenue recognized over time
Disaggregation of Revenue [Line Items]
Revenues	211	189	409	373
Revenue recognized over time | Communications Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	158	146	306	286
Revenue recognized over time | Electronic Industrial Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	53	43	103	87
Aerospace, Defense & Government
Disaggregation of Revenue [Line Items]
Revenues	291	271	585	565
Aerospace, Defense & Government | Communications Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	291	271	585	565
Aerospace, Defense & Government | Electronic Industrial Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	0	0	0	0
Commercial Communications
Disaggregation of Revenue [Line Items]
Revenues	672	606	1,256	1,164
Commercial Communications | Communications Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	672	606	1,256	1,164
Commercial Communications | Electronic Industrial Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	0	0	0	0
Electronic Industrial
Disaggregation of Revenue [Line Items]
Revenues	388	344	760	672
Electronic Industrial | Communications Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	0	0	0	0
Electronic Industrial | Electronic Industrial Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	388	344	760	672
Americas
Disaggregation of Revenue [Line Items]
Revenues	563	484	1,046	952
Americas | Communications Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	468	409	872	810
Americas | Electronic Industrial Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	95	75	174	142
Europe
Disaggregation of Revenue [Line Items]
Revenues	218	199	444	401
Europe | Communications Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	131	126	274	258
Europe | Electronic Industrial Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	87	73	170	143
Asia Pacific
Disaggregation of Revenue [Line Items]
Revenues	570	538	1,111	1,048
Asia Pacific | Communications Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	364	342	695	661
Asia Pacific | Electronic Industrial Solutions Group
Disaggregation of Revenue [Line Items]
Revenues	$ 206	$ 196	$ 416	$ 387

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REVENUE Contract Assets (Details) - USD ($) $ in Millions	Apr. 30, 2022	Oct. 31, 2021
Accounts Receivable [Member]
Contract with Customer, Asset, after Allowance for Credit Loss, Current	$ 74	$ 84

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REVENUE Capitalized Contractual Cost (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021	Oct. 31, 2021
Capitalized Contract Cost [Line Items]
Capitalized Contract Cost, Net	$ 37		$ 37		$ 39
Capitalized Contract Cost, Amortization	$ 23	$ 20	$ 45	$ 38

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REVENUE CONTRACT LIABILITIES ROLL FORWARD (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Apr. 30, 2022	Apr. 30, 2022
Balance at October 31		$ 665
Deferral of revenue billed in current period, net of recognition		424
Revenue recognized that was deferred as of the beginning of the period	$ (129)	(337)
Foreign currency translation impact		(18)
Balance at April 30	$ 734	$ 734

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REVENUE Remaining performance obligations (Details) $ in Millions	6 Months Ended
	Apr. 30, 2022 USD ($)
Revenue from Contract with Customer [Abstract]
Revenue, Remaining Performance Obligation, Amount	$ 407
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Document Period End Date	Apr. 30, 2022
Revenue, Remaining Performance Obligation, Amount	$ 407
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-05-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	6 months
Revenue, Remaining Performance Obligation, Percentage	28.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year	2022
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-11-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period	1 year
Revenue, Remaining Performance Obligation, Percentage	39.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Year	2023
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-11-01
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period
Revenue, Remaining Performance Obligation, Percentage	33.00%

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SHARE-BASED COMPENSATION (Allocation of period costs) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Share-based Compensation Expense, Allocation of Recognized Period Costs [Line Items]
Share-based Compensation Expense	$ 26	$ 22	$ 77	$ 65
Cost of products and services
Share-based Compensation Expense, Allocation of Recognized Period Costs [Line Items]
Share-based Compensation Expense	6	6	14	13
Research and development
Share-based Compensation Expense, Allocation of Recognized Period Costs [Line Items]
Share-based Compensation Expense	5	4	16	13
Selling, general and administrative
Share-based Compensation Expense, Allocation of Recognized Period Costs [Line Items]
Share-based Compensation Expense	$ 15	$ 12	$ 47	$ 39

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INCOME TAXES (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Income Tax Disclosure [Abstract]
Income before taxes	$ 307	$ 208	$ 571	$ 403
Provision for income taxes	$ 49	$ 22	$ 84	$ 45
Effective Income Tax Rate, Percent	16.10%	10.70%	14.80%	11.10%
Net Discrete Expense (Benefit)	$ (1)	$ (10)	$ (9)	$ (21)
Decrease in income tax provision due to tax incentives, Aggregate Dollar Amount			$ 39	$ 24

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INCOME TAXES INCOME TAXES (Tax incentives) (Details) - USD ($) $ in Millions	6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021
Income Tax Disclosure [Abstract]
Decrease in income tax provision due to tax incentives, Aggregate Dollar Amount	$ 39	$ 24

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INCOME TAXES INCOME TAXES (Income tax examination) (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Oct. 31, 2017	Apr. 30, 2022
Income Tax Examination [Line Items]
Income Tax Examination, Description		. This tax year pre-dates our separation from Agilent. However, pursuant to the agreement between Agilent and Keysight pertaining to tax matters, as finalized at the time of separation, for certain entities, including Malaysia, any historical tax liability is the responsibility of Keysight.
Malaysia Tax Authority [Member]
Income Tax Examination [Line Items]
Tax Adjustments, Settlements, and Unusual Provisions	$ 68

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INCOME TAXES (Unrecognized tax benefits) (Details) $ in Millions	Apr. 30, 2022 USD ($)
Income Tax Disclosure [Abstract]
Decrease in Unrecognized Tax Benefits is Reasonably Possible	$ 34

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NET INCOME PER SHARE NET INCOME PER SHARE (Computation) (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Numerator:
Net income	$ 258	$ 186	$ 487	$ 358
Denominator:
Basic weighted-average shares	181	185	182	185
Potential common shares— stock options and other employee stock plans	2	2	1	3
Diluted weighted-average shares	183	187	183	188
Net income per share - basic	$ 1.42	$ 1.01	$ 2.67	$ 1.93
Net income per share - diluted	$ 1.41	$ 0.99	$ 2.65	$ 1.91

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GOODWILL AND OTHER INTANGIBLE ASSETS (Goodwill Roll forward) (Details) - USD ($) $ in Millions	6 Months Ended
	Apr. 30, 2022	Oct. 31, 2021
Goodwill [Roll Forward]
Goodwill	$ 1,605	$ 1,628
Foreign currency translation impact	(34)
Goodwill, Acquired During Period	11
Goodwill, Impaired, Accumulated Impairment Loss	709	709
Communications Solutions Group
Goodwill [Roll Forward]
Goodwill	1,049	1,069
Foreign currency translation impact	(29)
Goodwill, Acquired During Period	9
Electronic Industrial Solutions Group
Goodwill [Roll Forward]
Goodwill	556	$ 559
Foreign currency translation impact	(5)
Goodwill, Acquired During Period	$ (2)

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GOODWILL AND OTHER INTANGIBLE ASSETS (Disclosures and Components of Purchased Other Intangibles) (Details) - USD ($) $ in Millions	Apr. 30, 2022	Oct. 31, 2021
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets, Gross carrying amount	$ 1,419	$ 1,411
Accumulated Amortization and impairments	1,198	1,146
Amortizable intangible assets, Net book value	221	265
In-Process R&D	7	7
Intangible Assets, Gross (Excluding Goodwill)	1,426	1,418
Intangible Assets, Net (Excluding Goodwill)	228	272
Developed technology
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets, Gross carrying amount	976	969
Accumulated Amortization and impairments	890	866
Amortizable intangible assets, Net book value	86	103
Backlog
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets, Gross carrying amount	17	17
Accumulated Amortization and impairments	17	17
Amortizable intangible assets, Net book value	0	0
Trademark/Tradename
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets, Gross carrying amount	36	36
Accumulated Amortization and impairments	30	28
Amortizable intangible assets, Net book value	6	8
Customer relationships
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets, Gross carrying amount	390	389
Accumulated Amortization and impairments	261	235
Amortizable intangible assets, Net book value	$ 129	$ 154

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GOODWILL AND OTHER INTANGIBLE ASSETS (Acquisition Narratives) (Details) - USD ($) $ in Millions	6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021
Finite-Lived Intangible Assets [Line Items]
Payments to Acquire Businesses, Net of Cash Acquired	$ 17	$ 136
Goodwill, Acquired During Period	11
Finite-lived Intangible Assets Acquired	9
Communications Solutions Group
Finite-Lived Intangible Assets [Line Items]
Goodwill, Acquired During Period	$ 9

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GOODWILL AND OTHER INTANGIBLE ASSETS (Intangible assets narratives) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Finite Lived Intangible Assets, Foreign Currency Translation Gain (Loss)			$ 1
Amortization of Intangible Assets	$ 26	$ 56	52	$ 114
Indefinite-lived Intangible Assets [Line Items]
Amortization of Intangible Assets	$ 26	$ 56	$ 52	$ 114

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GOODWILL AND OTHER INTANGIBLE ASSETS (Finite-Lived Assets Future Amortization Expense) (Details) $ in Millions	Apr. 30, 2022 USD ($)
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2022 (remainder)	$ 50
2023	80
2024	40
2025	23
2026	12
Thereafter	$ 16

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FAIR VALUE MEASUREMENTS (Fair value of assets and liabilities measured on a recurring basis) (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Millions	Apr. 30, 2022	Oct. 31, 2021
Assets Short - term [Abstract]
Money market funds	$ 1,103	$ 1,296
Derivative instruments (foreign exchange contracts)	23	6
Assets, Long-term [Abstract]
Interest Rate Derivative Assets, at Fair Value	96	48
Equity investments	71	60
Equity investments - other	9	10
Total assets measured at fair value	1,302	1,420
Liabilities, Short-term [Abstract]
Derivative instruments (foreign exchange contracts)	14	4
Liabilities Long-term [Abstract]
Deferred compensation liability	22	24
Total liabilities measured at fair value	36	28
Level 1
Assets Short - term [Abstract]
Money market funds	1,103	1,296
Derivative instruments (foreign exchange contracts)	0	0
Assets, Long-term [Abstract]
Interest Rate Derivative Assets, at Fair Value	0	0
Equity investments	71	60
Equity investments - other	0	0
Total assets measured at fair value	1,174	1,356
Liabilities, Short-term [Abstract]
Derivative instruments (foreign exchange contracts)	0	0
Liabilities Long-term [Abstract]
Deferred compensation liability	0	0
Total liabilities measured at fair value	0	0
Level 2
Assets Short - term [Abstract]
Money market funds	0	0
Derivative instruments (foreign exchange contracts)	23	6
Assets, Long-term [Abstract]
Interest Rate Derivative Assets, at Fair Value	96	48
Equity investments	0	0
Equity investments - other	0	0
Total assets measured at fair value	119	54
Liabilities, Short-term [Abstract]
Derivative instruments (foreign exchange contracts)	14	4
Liabilities Long-term [Abstract]
Deferred compensation liability	22	24
Total liabilities measured at fair value	36	28
Level 3
Assets Short - term [Abstract]
Money market funds	0	0
Derivative instruments (foreign exchange contracts)	0	0
Assets, Long-term [Abstract]
Interest Rate Derivative Assets, at Fair Value	0	0
Equity investments	0	0
Equity investments - other	0	0
Total assets measured at fair value	0	0
Liabilities, Short-term [Abstract]
Derivative instruments (foreign exchange contracts)	0	0
Liabilities Long-term [Abstract]
Deferred compensation liability	0	0
Total liabilities measured at fair value	$ 0	$ 0

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FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS (Net recognized gains losses on equity securities) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Debt and Equity Securities, Gain (Loss) [Abstract]
Equity Securities, FV-NI, Realized Gain	$ 0	$ 0	$ 0	$ 0
Equity Securities, FV-NI, Unrealized Gain (Loss)	$ 12	$ 3	$ 16	$ 1

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FAIR VALUE MEASUREMENTS (Details) $ in Millions	3 Months Ended
	Apr. 30, 2022 USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impairment, Long-Lived Asset, Held-for-Use	$ 3
Fair Value, Investments, Entities that Calculate Net Asset Value Per Share [Line Items]
Equity Securities, FV-NI, Cost	30
Carrying value for Russia assets	3
Fair value of Russia assets	$ 0

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DERIVATIVES Derivative, interest rate swaps (Details) $ in Millions	Oct. 31, 2020 USD ($)
Treasury Lock
Derivative [Line Items]
Derivative Liability, Notional Amount	$ 600

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DERIVATIVES, Disclosures and derivative instrument aggregated notional amounts by currency and designations (Details) - Foreign Exchange Forward $ in Millions	Apr. 30, 2022 USD ($) contracts
Cash Flow Hedging
Derivative [Line Items]
Number of Foreign Currency Derivatives Held | contracts	222
Not Designated as Hedging Instrument
Derivative [Line Items]
Number of Foreign Currency Derivatives Held | contracts	67
Designated as Hedging Instruments | Buy | Cash Flow Hedging
Derivative [Line Items]
Derivative Liability, Notional Amount	$ (71)
Designated as Hedging Instruments | Buy | Euro | Cash Flow Hedging
Derivative [Line Items]
Derivative Liability, Notional Amount	(33)
Designated as Hedging Instruments | Buy | British Pound | Cash Flow Hedging
Derivative [Line Items]
Derivative Liability, Notional Amount	(24)
Designated as Hedging Instruments | Buy | Singapore Dollar | Cash Flow Hedging
Derivative [Line Items]
Derivative Liability, Notional Amount	(25)
Designated as Hedging Instruments | Buy | Malaysian Ringgit | Cash Flow Hedging
Derivative [Line Items]
Derivative Liability, Notional Amount	(99)
Designated as Hedging Instruments | Buy | Other currencies | Cash Flow Hedging
Derivative [Line Items]
Derivative Liability, Notional Amount	(18)
Designated as Hedging Instruments | Sell | Japanese Yen | Cash Flow Hedging
Derivative [Line Items]
Derivative Liability, Notional Amount	(128)
Not Designated as Hedging Instrument | Buy | Euro
Derivative [Line Items]
Derivative Liability, Notional Amount	(38)
Not Designated as Hedging Instrument | Buy | Singapore Dollar
Derivative [Line Items]
Derivative Liability, Notional Amount	(16)
Not Designated as Hedging Instrument | Buy | Malaysian Ringgit
Derivative [Line Items]
Derivative Liability, Notional Amount	(14)
Not Designated as Hedging Instrument | Sell
Derivative [Line Items]
Derivative Liability, Notional Amount	(120)
Not Designated as Hedging Instrument | Sell | British Pound
Derivative [Line Items]
Derivative Liability, Notional Amount	(96)
Not Designated as Hedging Instrument | Sell | Japanese Yen
Derivative [Line Items]
Derivative Liability, Notional Amount	(83)
Not Designated as Hedging Instrument | Sell | Other currencies
Derivative [Line Items]
Derivative Liability, Notional Amount	$ (9)

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DERIVATIVES, Fair value of derivative instruments and Consolidated Balance Sheet location (Details) - USD ($) $ in Millions	6 Months Ended
	Apr. 30, 2022	Oct. 31, 2021
Derivative Fair Value by Balance Sheet Location [Abstract]
Total derivatives Asset	$ 119	$ 54
Total derivatives Liabilities	14	4
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months	(3)
Designated as Hedging Instruments | Cash Flow Hedging | Foreign Exchange Contracts | Other Current Assets [Member]
Derivative Fair Value by Balance Sheet Location [Abstract]
Total derivatives Asset	13	5
Designated as Hedging Instruments | Cash Flow Hedging | Foreign Exchange Contracts | Other Accrued Liabilities [Member]
Derivative Fair Value by Balance Sheet Location [Abstract]
Total derivatives Liabilities	9	1
Designated as Hedging Instruments | Cash Flow Hedging | Treasury Lock | Other Assets [Member]
Derivative Fair Value by Balance Sheet Location [Abstract]
Total derivatives Asset	96	48
Not Designated as Hedging Instrument | Foreign Exchange Contracts | Other Current Assets [Member]
Derivative Fair Value by Balance Sheet Location [Abstract]
Total derivatives Asset	10	1
Not Designated as Hedging Instrument | Foreign Exchange Contracts | Other Accrued Liabilities [Member]
Derivative Fair Value by Balance Sheet Location [Abstract]
Total derivatives Liabilities	$ 5	$ 3

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DERIVATIVES, Effect of derivative instruments on Consolidated Statement of Operations (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021	Oct. 31, 2020
Derivative [Line Items]
Cash Flow Hedge Gain (Loss) to be Reclassified within next Twelve Months			$ 3
Treasury Lock
Derivative [Line Items]
Derivative Liability, Notional Amount					$ 600
Designated as Hedging Instruments | Cash Flow Hedging | Interest Rate Swap [Member] | Accumulated Other Comprehensive Income (Loss)
Derivative [Line Items]
Fair Value, Net Derivative Asset (Liability), Recurring Basis, Still Held, Unrealized Gain (Loss), OCI	$ 40	$ 27	48	$ 48
Designated as Hedging Instruments | Cash Flow Hedging | Foreign Exchange Contracts | Accumulated Other Comprehensive Income (Loss)
Derivative [Line Items]
Fair Value, Asset (Liability), Recurring Basis, Still Held, Unrealized Gain (Loss), OCI	5	1	2	3
Designated as Hedging Instruments | Cash Flow Hedging | Foreign Exchange Contracts | Selling, general and administrative
Derivative [Line Items]
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings:	(1)	1	(2)	2
Gain excluded from effectiveness testing recognized in earnings based on changes in fair value:	1	0	1	0
Designated as Hedging Instruments | Cash Flow Hedging | Foreign Exchange Contracts | Cost of products and services
Derivative [Line Items]
Gain (loss) reclassified from accumulated other comprehensive income (loss) into earnings:	3	(1)	4	(2)
Not Designated as Hedging Instrument | Other (income) expense, net
Derivative [Line Items]
Derivatives not designated as hedging instruments:	10	1	13	(3)
Not Designated as Hedging Instrument | Cost of products and services
Derivative [Line Items]
Derivatives not designated as hedging instruments:	$ 0	$ 0	$ 0	$ 1

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DEBT Long Term Debt (Details) - USD ($) $ in Millions	Apr. 30, 2022	Oct. 31, 2021
Debt Instrument
Total debt	$ 1,792	$ 1,791
Letters of Credit Outstanding, Amount	39	40
Senior Notes 2024
Debt Instrument
Debt Instrument, Face Amount	$ 600
Debt Instrument, Interest Rate, Stated Percentage	4.55%
Senior Notes 2027
Debt Instrument
Debt Instrument, Face Amount	$ 700
Debt Instrument, Interest Rate, Stated Percentage	4.60%
Senior Notes 2029
Debt Instrument
Debt Instrument, Face Amount	$ 500
Debt Instrument, Interest Rate, Stated Percentage	3.00%
Senior Notes 2024
Debt Instrument
Total debt	$ 599	599
Unamortized costs	1	1
Senior Notes 2027
Debt Instrument
Total debt	697	696
Unamortized costs	3	4
Senior Notes 2029
Debt Instrument
Total debt	496	496
Unamortized costs	$ 4	$ 4

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DEBT (Short-Term Debt - Revolving Credit Facility) (Details) - USD ($) $ in Millions		6 Months Ended
	Jul. 30, 2021	Apr. 30, 2022	Oct. 31, 2021
Line of Credit facility
Document Period End Date		Apr. 30, 2022
Facility, Initiation Date	Jul. 30, 2021
Facility, Maximum Borrowing Capacity		$ 750
Facility, Expiration Date		Jul. 30, 2026
Additional drawings on credit facility		$ 250
Facility, Covenant Compliance		We were in compliance with the covenants of the Revolving Credit Facility during the six months ended April 30, 2022
Revolving Credit Facility
Line of Credit facility
Facility, Outstanding		$ 0	$ 0
London Interbank Offered Rate (LIBOR) | Revolving Credit Facility
Line of Credit facility
Debt Instrument, Description of Variable Rate Basis		LIBOR + 1 percent along with a facility fee of 0.125 percent per annum.

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DEBT Debt (Textuals) (Details) - USD ($) $ in Millions	6 Months Ended
	Apr. 30, 2022	Oct. 31, 2021
Short-term Debt [Line Items]
Debt Instrument, Covenant Compliance	We were in compliance with the covenants of our senior notes during the six months ended April 30, 2022.
Letters of Credit Outstanding, Amount	$ 39	$ 40
Long Term Debt Fair Value Over Carrying Value	$ 20	$ 178

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RETIREMENT PLANS AND POST RETIREMENT PENSION PLANS (Net Pension and post-retirement benefit cost(benefit) components) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Defined Benefit Plan Disclosure
Loss on settlement of pension plan			$ 0	$ 16
Pension Expense (Reversal of Expense), Noncash				3
Other Postretirement Benefits Expense (Reversal of Expense), Noncash				16
Defined benefit plan | United States
Defined Benefit Plan Disclosure
Service cost—benefits earned during the period	$ 6	$ 6	12	12
Interest cost on benefit obligation	6	6	12	11
Expected return on plan assets	(15)	(13)	(30)	(26)
Amortization of net actuarial loss	2	6	5	12
Settlement loss	0	0	0	0
Net periodic benefit cost (benefit)	(1)	5	(1)	9
Defined benefit plan | Non-US
Defined Benefit Plan Disclosure
Service cost—benefits earned during the period	4	3	7	7
Interest cost on benefit obligation	4	4	8	8
Expected return on plan assets	(15)	(19)	(30)	(39)
Amortization of net actuarial loss	6	11	12	21
Settlement loss	0	16	0	16
Net periodic benefit cost (benefit)	(1)	15	(3)	13
Post-retirement Benefits Plan | United States
Defined Benefit Plan Disclosure
Service cost—benefits earned during the period	0	0	0	0
Interest cost on benefit obligation	1	1	2	2
Expected return on plan assets	(3)	(3)	(7)	(6)
Amortization of net actuarial loss	1	2	1	5
Settlement loss	0	0	0	0
Net periodic benefit cost (benefit)	$ (1)	$ 0	$ (4)	$ 1

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RETIREMENT PLANS AND POST RETIREMENT PENSION PLANS (Contributions) (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
United States | Defined benefit plan
Defined Benefit Plan Disclosure
Contributions by employer	$ 0	$ 0	$ 0	$ 0
Estimated future employer contributions in remainder of current fiscal year	0		0
United States | Post-retirement Benefits Plan
Defined Benefit Plan Disclosure
Contributions by employer	0	0	0	0
Estimated future employer contributions in remainder of current fiscal year	0		0
Non-US | Defined benefit plan
Defined Benefit Plan Disclosure
Contributions by employer	1	$ 2	4	$ 5
Estimated future employer contributions in remainder of current fiscal year	$ 5		$ 5

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SUPPLEMENTAL CASH FLOW INFORMATION (Cash, cash equivalents an restricted cash reconciliation) (Details) - USD ($) $ in Millions	Apr. 30, 2022	Oct. 31, 2021	Apr. 30, 2021	Oct. 31, 2020
Cash and cash equivalents	$ 1,886	$ 2,052
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows	1,900	2,068	$ 2,009	$ 1,767
Other Assets [Member]
Restricted cash included in other assets	$ 14	$ 16

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INVENTORY (Details) - USD ($) $ in Millions	Apr. 30, 2022	Oct. 31, 2021
Inventory, Net [Abstract]
Finished goods	$ 306	$ 329
Purchased parts and fabricated assemblies	504	448
Inventory, Net	$ 810	$ 777

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Property Plant and Equipment, Net (Details) - USD ($) $ in Millions	Apr. 30, 2022	Oct. 31, 2021
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	$ 2,203	$ 2,174
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment	(1,539)	(1,524)
Property, plant and equipment, net	664	650
Land [Member]
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	54	61
Building and Building Improvements [Member]
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	801	785
Machinery and Equipment [Member]
Property, Plant and Equipment [Line Items]
Total property, plant and equipment	$ 1,348	$ 1,328

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PPE Other (Details) - USD ($) $ in Millions	6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021
Property, Plant and Equipment [Abstract]
Depreciation	$ 59	$ 57

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Lease (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Leases [Abstract]
Operating Lease, Cost	$ 12	$ 13	$ 25	$ 26
Variable Lease, Cost	$ 4	$ 5	8	10
Operating Lease, Payments			24	27
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability			$ 11	$ 70
Lessee, Operating Lease, Lease Not yet Commenced, Description			we have additional operating leases, primarily for real estate, that have not yet commenced
Lessee, Operating Lease, Lease Not yet Commenced, Term of Contract	15 years		15 years
Leases that have not yet commenced present value	$ 17		$ 17

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WARRANTIES (Details) - USD ($) $ in Millions	6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021
Guarantees [Abstract]
Standard Product Warranty Description	Our warranties on products sold through direct sales channels are primarily for one year. Warranties for products sold through distribution channels are primarily for three years.
Standard Product Warranty, Policy	We accrue for standard warranty costs based on historical trends in warranty charges. The accrual is reviewed regularly and periodically adjusted to reflect changes in warranty cost estimates. Estimated warranty charges are recorded within cost of products at the time related product revenue is recognized.
Movement in Standard Product Warranty Accrual [Roll Forward]
Beginning balance	$ 34	$ 33
Accruals for warranties, including change in estimates	11	15
Settlements made during the period	(12)	(14)
Ending balance	33	34
Standard Product Warranty Disclosure [Abstract]
Accruals for warranties due within one year	19	21
Accruals for warranties due after one year	14	13
Ending balance	$ 33	$ 34

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COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Millions	6 Months Ended
	Apr. 30, 2022	Oct. 31, 2021	Aug. 03, 2021
Commitments and Contingencies Disclosure [Abstract]
Unrecorded Unconditional Purchase Obligation	$ 518.0	$ 444.0
Loss Contingency, Estimate of Possible Loss			$ 6.6
Loss Contingency, Range of Possible Loss, Portion Not Accrued	2.5
Loss Contingencies [Line Items]
Loss Contingency, Estimate of Possible Loss			$ 6.6
Loss Contingency Accrual, Payments	$ 1.1

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STOCKHOLDERS' EQUITY (Stock Repurchase Program) (Details) - USD ($) $ in Millions		3 Months Ended		6 Months Ended
	Oct. 31, 2021	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021	Nov. 18, 2021
Condensed Balance Sheet Statements, Captions [Line Items]
Stock Repurchase Program, Authorized Amount						$ 1,200
Stockholders' Equity, Average Amount Outstanding	$ 77
Treasury Stock, Shares, Acquired				3,006,809	1,728,800
Treasury Stock, Value, Acquired, Cost Method		$ 289	$ 220	$ 495	$ 240
Other Current Liabilities [Member]
Condensed Balance Sheet Statements, Captions [Line Items]
Treasury Stock, Value, Acquired, Cost Method				$ 11

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STOCKHOLDER'S EQUITY - Accumulated Other Comprehensive Income (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	$ (451)	$ (536)	$ (442)	$ (599)
Other comprehensive income (loss) before reclassifications	(20)	0	(36)	54
Amounts reclassified out of accumulated other comprehensive gain (loss)	8	36	18	55
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent	(11)	(11)	(14)	(21)
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent, Total	(23)	25	(32)	88
Ending balance	(474)	(511)	(474)	(511)
Foreign currency translation
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(41)	21	(20)	(10)
Other comprehensive income (loss) before reclassifications	(65)	(14)	(86)	17
Amounts reclassified out of accumulated other comprehensive gain (loss)	0	0	0	0
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent	0	0	0	0
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent, Total	(65)	(14)	(86)	17
Ending balance	(106)	7	(106)	7
Actuarial losses
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(448)	(586)	(456)	(600)
Other comprehensive income (loss) before reclassifications	0	(14)	0	(14)
Amounts reclassified out of accumulated other comprehensive gain (loss)	10	36	20	55
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent	(2)	(5)	(4)	(10)
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent, Total	8	17	16	31
Ending balance	(440)	(569)	(440)	(569)
Prior service credits
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	(6)	(5)	(6)	(5)
Other comprehensive income (loss) before reclassifications	0	0	0	0
Amounts reclassified out of accumulated other comprehensive gain (loss)	0	0	0	0
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent	0	0	0	0
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent, Total	0	0	0	0
Ending balance	(6)	(5)	(6)	(5)
Unrealized gains (losses) on derivatives
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning balance	44	34	40	16
Other comprehensive income (loss) before reclassifications	45	28	50	51
Amounts reclassified out of accumulated other comprehensive gain (loss)	(2)	0	(2)	0
Other Comprehensive Income (Loss), Tax, Portion Attributable to Parent	(9)	(6)	(10)	(11)
Other Comprehensive Income (Loss), Net of Tax, Portion Attributable to Parent, Total	34	22	38	40
Ending balance	$ 78	$ 56	$ 78	$ 56

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STOCKHOLDERS' EQUITY - Reclassifications out of accumulated comprehensive income (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Cost of products	$ 492	$ 484	$ 938	$ 957
Selling, general and administrative	319	297	645	598
Benefit (provision) for income tax	(49)	(22)	(84)	(45)
Net income	258	186	487	358
Reclassification out of Accumulated Other Comprehensive Income
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Net income	(6)	(27)	(14)	(41)
Unrealized gain (loss) on derivatives | Reclassification out of Accumulated Other Comprehensive Income
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Cost of products	3	(1)	4	(2)
Selling, general and administrative	(1)	1	(2)	2
Benefit (provision) for income tax	0	0	0	0
Net income	2	0	2	0
Net defined benefit pension cost and post retirement plan costs, actuarial losses | Reclassification out of Accumulated Other Comprehensive Income
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Income before taxes	(10)	(36)	(20)	(55)
Accumulated Defined Benefit Plans Adjustment Attributable to Parent | Reclassification out of Accumulated Other Comprehensive Income
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items]
Benefit (provision) for income tax	2	9	4	14
Net income	$ (8)	$ (27)	$ (16)	$ (41)

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SEGMENT INFORMATION Profitability (Details) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022 USD ($)	Apr. 30, 2021 USD ($)	Apr. 30, 2022 USD ($) segment	Apr. 30, 2021 USD ($)
Segment Reporting Information [Line Items]
Number of Reportable Segments | segment			2
Revenue	$ 1,351	$ 1,221	$ 2,601	$ 2,401
Segment income from operations	327	235	598	447
Communications Solutions Group
Segment Reporting Information [Line Items]
Revenue	963	877	1,841	1,729
Electronic Industrial Solutions Group
Segment Reporting Information [Line Items]
Revenue	388	344	760	672
Total segments
Segment Reporting Information [Line Items]
Segment income from operations	389	320	740	640
Operating Segments [Member]
Segment Reporting Information [Line Items]
Segment income from operations	389	320	740	640
Operating Segments [Member] | Communications Solutions Group
Segment Reporting Information [Line Items]
Segment income from operations	271	222	508	446
Operating Segments [Member] | Electronic Industrial Solutions Group
Segment Reporting Information [Line Items]
Segment income from operations	$ 118	$ 98	$ 232	$ 194

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SEGMENT INFORMATION Reconciliation of Reportable Results (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Apr. 30, 2022	Apr. 30, 2021	Apr. 30, 2022	Apr. 30, 2021
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract]
Total reportable operating segments' income from operations	$ 327	$ 235	$ 598	$ 447
Share-based Payment Arrangement, Expensed and Capitalized, Amount	(26)	(22)	(77)	(65)
Amortization of acquisition-related balances	(26)	(56)	(52)	(114)
Acquisition and integration costs	(2)	(3)	(5)	(6)
Restructuring and others	(8)	(4)	(8)	(8)
Income from operations	327	235	598	447
Interest income	1	0	2	1
Interest Expense, Deposits	(19)	(19)	(39)	(39)
Other Nonoperating Gains (Losses)	(2)	(8)	10	(6)
Income before taxes	307	208	571	403
Total segments
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Abstract]
Total reportable operating segments' income from operations	389	320	740	640
Income from operations	$ 389	$ 320	$ 740	$ 640