10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended: March 30, 2019

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: 0-15386

CERNER CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		43-1196944
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)
2800 Rockcreek Parkway North Kansas City, MO		64117
(Address of principal executive offices)		(Zip Code)

(816) 221-1024

(Registrant's telephone number, including area code)

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 [X]     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 [X]     No [  ]

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

Large accelerated filer [X]    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 pursuant to Section 13(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 [X]

Indicate the number of shares outstanding of the issuer's classes of common stock, as of the latest practicable date.

Class	Outstanding at April 17, 2019
Common Stock, $0.01 par value per share	325,420,595 shares

CERNER CORPORATION

TABLE OF CONTENTS

Part I.	Financial Information:
Item 1.	Financial Statements:
	Condensed Consolidated Balance Sheets as of March 30, 2019 (unaudited) and December 29, 2018	1
	Condensed Consolidated Statements of Operations for the Three Months Ended March 30, 2019 and March 31, 2018 (unaudited)	2
	Condensed Consolidated Statements of Comprehensive Income for the Three Months Ended March 30, 2019 and March 31, 2018 (unaudited)	3
	Condensed Consolidated Statements of Cash Flows for the Three Months Ended March 30, 2019 and March 31, 2018 (unaudited)	4
	Condensed Consolidated Statements of Changes in Shareholders' Equity for the Three Months Ended March 30, 2019 and March 31, 2018 (unaudited)	5
	Notes to Condensed Consolidated Financial Statements (unaudited)	6
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	16
Item 3.	Quantitative and Qualitative Disclosures about Market Risk	24
Item 4.	Controls and Procedures	24
Part II.	Other Information:
Item 1A.	Risk Factors	25
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	26
Item 6.	Exhibits	27
Signatures

Part I. Financial Information

Item 1. Financial Statements

CERNER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

As of March 30, 2019 (unaudited) and December 29, 2018

(In thousands, except share data)	2019			2018
Assets
Current assets:
Cash and cash equivalents	$	503,161		$	374,126
Short-term investments	400,509			401,285
Receivables, net	1,159,215			1,183,494
Inventory	24,104			25,029
Prepaid expenses and other	336,817			334,870
Total current assets	2,423,806			2,318,804
Property and equipment, net	1,790,116			1,743,575
Right-of-use assets	134,137			—
Software development costs, net	915,149			894,512
Goodwill	846,740			847,544
Intangible assets, net	385,128			405,305
Long-term investments	283,596			300,046
Other assets	219,840			198,850
Total assets	$	6,998,512		$	6,708,636
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable	$	290,947		$	293,534
Current installments of long-term debt and capital lease obligations	—			4,914
Deferred revenue	337,811			399,189
Accrued payroll and tax withholdings	230,407			195,931
Other current liabilities	81,459			69,122
Total current liabilities	940,624			962,690
Long-term debt and capital lease obligations	438,823			438,802
Deferred income taxes	343,788			336,379
Other liabilities	146,128			42,376
Total liabilities	1,869,363			1,780,247
Shareholders' Equity:
Common stock, $.01 par value, 500,000,000 shares authorized, 362,919,192 shares issued at March 30, 2019 and 362,212,843 shares issued at December 29, 2018	3,629			3,622
Additional paid-in capital	1,591,138			1,559,562
Retained earnings	5,742,744			5,576,525
Treasury stock, 37,905,013 shares at March 30, 2019 and December 29, 2018	(2,107,768		)	(2,107,768		)
Accumulated other comprehensive loss, net	(100,594		)	(103,552		)
Total shareholders' equity	5,129,149			4,928,389
Total liabilities and shareholders' equity	$	6,998,512		$	6,708,636

See notes to condensed consolidated financial statements (unaudited).

1

CERNER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

For the three months endedMarch 30, 2019 and March 31, 2018

(unaudited)

	Three Months Ended
(In thousands, except per share data)	2019			2018
Revenues	$	1,389,877		$	1,292,861
Costs and expenses:
Costs of revenue	253,204			231,278
Sales and client service	640,187			589,948
Software development (Includes amortization of $56,245 and $50,001, respectively)	180,361			161,617
General and administrative	96,196			92,294
Amortization of acquisition-related intangibles	21,985			22,509
Total costs and expenses	1,191,933			1,097,646
Operating earnings	197,944			195,215
Other income, net	8,432			4,864
Earnings before income taxes	206,376			200,079
Income taxes	(40,157		)	(40,078		)
Net earnings	$	166,219		$	160,001
Basic earnings per share	$	0.51		$	0.48
Diluted earnings per share	$	0.51		$	0.48
Basic weighted average shares outstanding	324,573			332,395
Diluted weighted average shares outstanding	327,003			336,534

See notes to condensed consolidated financial statements (unaudited).

2

CERNER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

For the three months endedMarch 30, 2019 and March 31, 2018

(unaudited)

	Three Months Ended
(In thousands)	2019		2018
Net earnings	$	166,219	$	160,001
Foreign currency translation adjustment and other (net of taxes (benefit) of $(183) and $920, respectively)	2,321		2,794
Unrealized holding gain (loss) on available-for-sale investments (net of taxes (benefit) of $210 and $(293), respectively)	637		(898		)
Comprehensive income	$	169,177	$	161,897

See notes to condensed consolidated financial statements (unaudited).

3

CERNER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

For the three months endedMarch 30, 2019 and March 31, 2018

(unaudited)

	Three Months Ended
(In thousands)	2019			2018
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$	166,219		$	160,001
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	166,671			152,592
Share-based compensation expense	19,860			24,935
Provision for deferred income taxes	3,998			(3,047		)
Changes in assets and liabilities:
Receivables, net	13,789			(70,608		)
Inventory	928			1,445
Prepaid expenses and other	(13,318		)	125,550
Accounts payable	(10,891		)	7,608
Accrued income taxes	4,256			7,195
Deferred revenue	(61,547		)	(7,205		)
Other accrued liabilities	27,301			10,499
Net cash provided by operating activities	317,266			408,965
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital purchases	(119,261		)	(79,711		)
Capitalized software development costs	(74,551		)	(73,602		)
Purchases of investments	(90,953		)	(151,387		)
Sales and maturities of investments	110,104			101,674
Purchase of other intangibles	(8,994		)	(8,472		)
Net cash used in investing activities	(183,655		)	(211,498		)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of long-term debt	—			(75,000		)
Proceeds from exercise of stock options	15,281			10,036
Payments to taxing authorities in connection with shares directly withheld from associates	(1,730		)	(1,723		)
Treasury stock purchases	(20,542		)	(87,624		)
Net cash used in financing activities	(6,991		)	(154,311		)
Effect of exchange rate changes on cash and cash equivalents	2,415			(680		)
Net increase in cash and cash equivalents	129,035			42,476
Cash and cash equivalents at beginning of period	374,126			370,923
Cash and cash equivalents at end of period	$	503,161		$	413,399

See notes to condensed consolidated financial statements (unaudited).

4

CERNER CORPORATION AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY

For the three months endedMarch 30, 2019 and March 31, 2018

(unaudited)

	Common Stock			Additional Paid-in Capital		Retained Earnings		Treasury Stock			Accumulated Other Comprehensive Loss, Net
(In thousands)	Shares	Amount
Balance at December 30, 2017	359,205	$	3,592	$	1,380,371	$	4,938,866	$	(1,464,099	)	$	(73,382	)
Exercise of stock options (including net-settled option exercises)	667	7		8,331		—		—			—
Employee share-based compensation expense	—	—		24,935		—		—			—
Cumulative effect of accounting change (ASU 2014-09)	—	—		—		7,600		—			—
Other comprehensive income (loss)	—	—		—		—		—			1,896
Treasury stock purchases	—	—		—		—		(87,624		)	—
Net earnings	—	—		—		160,001		—			—
Balance at March 31, 2018	359,872	$	3,599	$	1,413,637	$	5,106,467	$	(1,551,723	)	$	(71,486	)
Balance at December 29, 2018	362,213	$	3,622	$	1,559,562	$	5,576,525	$	(2,107,768	)	$	(103,552	)
Exercise of stock options (including net-settled option exercises)	706	7		11,716		—		—			—
Employee share-based compensation expense	—	—		19,860		—		—			—
Other comprehensive income (loss)	—	—		—		—		—			2,958
Net earnings	—	—		—		166,219		—			—
Balance at March 30, 2019	362,919	$	3,629	$	1,591,138	$	5,742,744	$	(2,107,768	)	$	(100,594	)

5

CERNER CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

(1) Interim Statement Presentation

Basis of Presentation

The condensed consolidated financial statements included herein have been prepared by Cerner Corporation ("Cerner," the "Company," "we," "us" or "our") without audit, pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in our latest annual report on Form 10-K.

In management's opinion, the accompanying unaudited condensed consolidated financial statements include all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position and the results of operations and cash flows for the periods presented. Our interim results as presented in this Form 10-Q are not necessarily indicative of the operating results for the entire year.

The condensed consolidated financial statements were prepared using GAAP. These principles require us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses. Actual results could differ from those estimates.

Fiscal Period End

Our first fiscal quarter ends on the Saturday closest to March 31. The 2019 and 2018 first quarters ended on March 30, 2019 and March 31, 2018, respectively. All references to years in these notes to condensed consolidated financial statements represent the respective three months ended on such dates, unless otherwise noted.

Supplemental Disclosures of Cash Flow Information

	Three Months Ended
(In thousands)	2019		2018
Cash paid during the period for:
Interest (including amounts capitalized of $3,797 and $2,811, respectively)	$	7,288	$	8,199
Income taxes, net of refunds	22,511		(97,506		)

Voluntary Separation Plan

In January 2019, we adopted a voluntary separation plan ("2019 VSP") for eligible associates. Generally, the 2019 VSP was available to U.S. associates who met a minimum level of combined age and tenure, excluding, among others, our executive officers. Associates who elected to participate in the 2019 VSP received financial benefits commensurate with their tenure and position, along with vacation payout, medical benefits, and accelerated vesting of certain share-based payment awards.The irrevocable acceptance period for associates electing to participate in the 2019 VSP ended in early April 2019. We expect the resulting pre-tax charge in the second quarter of 2019 to approximate $41 million. Such charge will be included in general and administrative expense in our condensed consolidated statements of operations.

Accounting Pronouncements Adopted in 2019

Leases. In the first quarter of 2019, we adopted new lease accounting guidance. Refer to Note (6) for further details.

Callable Debt Securities.In March 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-08, Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities, which shortens the amortization period for certain investments in callable debt securities purchased at a premium by requiring the premium be amortized to the earliest call date. Such guidance would impact how premiums are amortized on our available-for-sale investments. We adopted ASU 2017-08 in the first quarter of 2019. Such guidance did not have an impact on our condensed consolidated financial statements and related disclosures.

6

Accumulated Other Comprehensive Income.In February 2018, the FASB issued ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which allows a reclassification from accumulated other comprehensive income ("AOCI") to retained earnings for "stranded tax effects" resulting from certain U.S. tax reform enacted in December 2017. Such "stranded tax effects" were created when deferred tax assets and liabilities related to items in AOCI were remeasured at the lower U.S. corporate tax rate in the period of enactment. We adopted ASU 2018-02 in the first quarter of 2019, and did not elect to reclassify "stranded tax effects" from AOCI to retained earnings.

Shareholders' Equity.In August 2018, the SEC issued Final Rule Release No. 33-10532, Disclosure Update and Simplification. Such guidance, among other things, extends to interim periods the annual requirement in SEC Regulation S-X, Rule 3-04 to disclose changes in shareholders' equity. Under the requirements in SEC Regulation S-X, Rules 8-03(a)(5) and 10-01(a)(7), as amended by this new guidance, registrants must now analyze changes in shareholders' equity, in the form of a reconciliation, for the current and comparative year-to-date interim periods, with subtotals for each interim period. This guidance is effective for filings submitted on or after November 5, 2018. We have presented a separate condensed consolidated statement of changes in shareholders' equity in this Form 10-Q in order to satisfy this new disclosure requirement.

Recently Issued Accounting Pronouncements

Credit Losses on Financial Instruments.In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which provides new guidance regarding the measurement and recognition of credit impairment for certain financial assets. Such guidance will impact how we determine our allowance for estimated uncollectible receivables and evaluate our available-for-sale investments for impairment. ASU 2016-13 is effective for the Company in the first quarter of 2020, with early adoption permitted in the first quarter of 2019. We are currently evaluating the effect that ASU 2016-13 will have on our consolidated financial statements and related disclosures, and we did not early adopt.

Collaborative Arrangements.In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606, which clarifies when transactions between participants in a collaborative arrangement are within the scope of the FASB's new revenue standard (Topic 606). Such guidance clarifies revenue recognition and financial statement presentation for transactions between collaboration participants. ASU 2018-18 is effective for the Company in the first quarter of 2020, with early adoption permitted. The standard requires retrospective application to the date we adopted Topic 606, December 31, 2017. We are currently evaluating the effect that ASU 2018-18 will have on our consolidated financial statements and related disclosures, and we do not expect to early adopt.

(2) Revenue Recognition

Disaggregation of Revenue

The following table presents revenues disaggregated by our business models:

	Three Months Ended
	2019						2018
(In thousands)	Domestic Segment		International Segment		Total		Domestic Segment		International Segment		Total
Licensed software	$	140,445	$	14,032	$	154,477	$	124,094	$	10,725	$	134,819
Technology resale	49,158		6,382		55,540		58,249		5,127		63,376
Subscriptions	77,702		6,589		84,291		69,852		6,784		76,636
Professional services	437,229		53,210		490,439		379,844		61,424		441,268
Managed services	277,325		27,068		304,393		246,145		22,160		268,305
Support and maintenance	226,481		50,482		276,963		234,236		50,328		284,564
Reimbursed travel	22,490		1,284		23,774		22,676		1,217		23,893
Total revenues	$	1,230,830	$	159,047	$	1,389,877	$	1,135,096	$	157,765	$	1,292,861

7

The following table presents our revenues disaggregated by timing of revenue recognition:

	Three Months Ended
	2019						2018
(In thousands)	Domestic Segment		International Segment		Total		Domestic Segment		International Segment		Total
Revenue recognized over time	$	1,135,982	$	142,211	$	1,278,193	$	1,028,495	$	144,135	$	1,172,630
Revenue recognized at a point in time	94,848		16,836		111,684		106,601		13,630		120,231
Total revenues	$	1,230,830	$	159,047	$	1,389,877	$	1,135,096	$	157,765	$	1,292,861

Transaction Price Allocated to Remaining Performance Obligations

As of March 30, 2019, the aggregate amount of transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) for executed contracts approximates $14.87 billion of which we expect to recognize approximately 29% of the revenue over the next 12 months and the remainder thereafter.

Contract Liabilities

Customer payments received in advance of satisfaction of the related performance obligations are deferred as contract liabilities. Such amounts are classified in our condensed consolidated balance sheets as deferred revenue. During the three months endedMarch 30, 2019, we recognized $150 million of revenues that were included in our contract liability balance at the beginning of such period.

(3) Receivables

A summary of net receivables is as follows:

(In thousands)	March 30, 2019		December 29, 2018
Client receivables	$	1,233,419	$	1,237,127
Less: Allowance for doubtful accounts	74,204		64,561
Client receivables, net of allowance	1,159,215		1,172,566
Current portion of lease receivables (under ASC Topic 840)	—		10,928
Total receivables, net	$	1,159,215	$	1,183,494

During the first three months of 2019 and 2018, we received total client cash collections of $1.36 billion and $1.27 billion, respectively.

8

(4) Investments

Available-for-sale investments at March 30, 2019 were as follows:

(In thousands)	Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Cash equivalents:
Money market funds	$	77,709	$	—	$	—		$	77,709
Time deposits	63,300		—		—			63,300
Commercial paper	72,965		—		—			72,965
Total cash equivalents	213,974		—		—			213,974
Short-term investments:
Time deposits	35,011		—		—			35,011
Commercial paper	85,631		17		(30		)	85,618
Government and corporate bonds	280,119		84		(323		)	279,880
Total short-term investments	400,761		101		(353		)	400,509
Long-term investments:
Government and corporate bonds	1,319		—		(2		)	1,317
Total available-for-sale investments	$	616,054	$	101	$	(355	)	$	615,800

Available-for-sale investments at December 29, 2018 were as follows:

(In thousands)	Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Cash equivalents:
Money market funds	$	76,471	$	—	$	—		$	76,471
Time deposits	71,461		—		—			71,461
Commercial Paper	10,000		—		—			10,000
Total cash equivalents	157,932		—		—			157,932
Short-term investments:
Time deposits	31,947		—		—			31,947
Commercial paper	75,445		—		(91		)	75,354
Government and corporate bonds	294,941		1		(958		)	293,984
Total short-term investments	402,333		1		(1,049		)	401,285
Long-term investments:
Government and corporate bonds	18,247		—		(55		)	18,192
Total available-for-sale investments	$	578,512	$	1	$	(1,104	)	$	577,409

Other Investments

At March 30, 2019 and December 29, 2018, we had cost method investments of $277 million. Such investments are included in long-term investments in our condensed consolidated balance sheets. We did not record any changes in the measurement of such investments for the three months ended ended March 30, 2019 and March 31, 2018, respectively.

9

(5) Fair Value Measurements

We determine fair value measurements used in our consolidated financial statements based upon the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

• Level 1 – Valuations based on quoted prices in active markets for identical assets or liabilities that the entity has the ability to access.

• Level 2 – Valuations based on quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities.

• Level 3 – Valuations based on inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The following table details our financial assets measured and recorded at fair value on a recurring basis at March 30, 2019:

(In thousands)
		Fair Value Measurements Using
Description	Balance Sheet Classification	Level 1		Level 2		Level 3
Money market funds	Cash equivalents	$	77,709	$	—	$	—
Time deposits	Cash equivalents	—		63,300		—
Commercial paper	Cash equivalents	—		72,965		—
Time deposits	Short-term investments	—		35,011		—
Commercial paper	Short-term investments	—		85,618		—
Government and corporate bonds	Short-term investments	—		279,880		—
Government and corporate bonds	Long-term investments	—		1,317		—

The following table details our financial assets measured and recorded at fair value on a recurring basis at December 29, 2018:

(In thousands)
		Fair Value Measurements Using
Description	Balance Sheet Classification	Level 1		Level 2		Level 3
Money market funds	Cash equivalents	$	76,471	$	—	$	—
Time deposits	Cash equivalents	—		71,461		—
Commercial Paper	Cash equivalents	—		10,000		—
Time deposits	Short-term investments	—		31,947		—
Commercial paper	Short-term investments	—		75,354		—
Government and corporate bonds	Short-term investments	—		293,984		—
Government and corporate bonds	Long-term investments	—		18,192		—

We estimate the fair value of our long-term, fixed rate debt using a Level 3 discounted cash flow analysis based on current borrowing rates for debt with similar maturities. The fair value of our long-term debt, including current maturities, at March 30, 2019 and December 29, 2018 was approximately $438 million and $431 million, respectively. The carrying amount of such debt at both March 30, 2019 and December 29, 2018 was $425 million.

10

(6) Leases

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which introduces a new accounting model that requires most leases to be reported on the balance sheet. It also establishes disclosure requirements, which are more extensive than those required under prior U.S. GAAP.The standard requires use of the modified retrospective (cumulative effect) transition approach and was effective for the Company in the first quarter of 2019. We selected the effective date of ASU 2016-02 as the date of initial application on transition, as permitted by ASU 2016-02, as amended ("Topic 842"). Under this transition method, the cumulative effect from prior periods upon applying the new guidance to arrangements containing leases was recognized in our condensed consolidated balance sheets as of December 30, 2018. We did not recast comparative periods.

A summary of such cumulative effect adjustment is as follows:

(In thousands)	Increase / (Decrease)
Right-of-use asset	$	129,652
Prepaid expenses and other	3,968
Other current liabilities	22,767
Other liabilities	110,853

Arrangements Containing Leases

The cumulative effect adjustment above, is primarily comprised of arrangements where we are the lessee under operating leases for real estate (office, data center, and warehouse space) and certain dedicated fiber optic lines within our infrastructure. The duration of these agreements ranges from several months to in excess of 20 years. Generally, variable lease payments under these operating lease agreements relate to amounts based on changes to an index or rate (i.e. percentage change in the consumer price index). We do not have any arrangements where we are the lessee, classified as finance leases in our condensed consolidated financial statements.

In addition to the items described above, we also procure hotel stays and rental cars related to associate business travel, and the use of certain equipment for trade shows, client presentations, conferences, and internal meetings. We have made the policy election to classify such arrangements as short-term leases, as defined in Topic 842. As such, we have not recognized lease liabilities and right-of-use assets for such arrangements in our condensed consolidated financial statements. The duration of these arrangements is less than one month. Therefore, we do not disclose any short-term lease expense, as permitted by Topic 842. Expense for such items is recognized on a straight-line basis over the term of such arrangements.

Arrangements in which we are the lessor, are not significant to our condensed consolidated financial statements.

Amounts Included in the Condensed Consolidated Financial Statements

The following table presents a summary of lease liability and right-of-use asset amounts included in our condensed consolidated balance sheets as of March 30, 2019, under operating lease arrangements where we are the lessee:

(In thousands)
Description	Balance Sheet Classification	March 30, 2019
Right-of-use asset	Right-of-use assets	$	134,137
Lease liability - current	Other current liabilities	29,746
Lease liability - non-current	Other liabilities	112,606

Lease liabilities recorded upon the commencement of operating leases during the three months endedMarch 30, 2019, were $16 million.

For the three months endedMarch 30, 2019, operating lease cost was $9 million and variable lease cost was less than $1 million.

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Maturity Analysis

Aggregate future payments under operating lease arrangements where we are the lessee (by fiscal year) are as follows:

(In thousands)	Operating Lease Obligations
Remainder of 2019	$	26,506
2020	31,186
2021	26,576
2022	20,890
2023	14,092
2024 and thereafter	46,689
Aggregate future payments	165,939
Impact of discounting	(23,587		)
Aggregate lease liability at March 30, 2019	$	142,352

At March 30, 2019, the weighted-average remaining lease term and weighted-average discount rate for our operating lease arrangements where we are the lessee were 7.15 years and 3.7%, respectively.

(7) Income Taxes

We determine the tax provision for interim periods using an estimate of our annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate, and if our estimated tax rate changes, we make a cumulative adjustment. Our effective tax rate was 19.5% and 20.0% for the first three months of 2019 and 2018, respectively.

(8) Earnings Per Share

A reconciliation of the numerators and the denominators of the basic and diluted per share computations are as follows:

	Three Months Ended
	2019					2018
	Earnings		Shares	Per-Share		Earnings		Shares	Per-Share
(In thousands, except per share data)	(Numerator)		(Denominator)	Amount		(Numerator)		(Denominator)	Amount
Basic earnings per share:
Income available to common shareholders	$	166,219	324,573	$	0.51	$	160,001	332,395	$	0.48
Effect of dilutive securities:
Stock options and non-vested shares	—		2,430			—		4,139
Diluted earnings per share:
Income available to common shareholders including assumed conversions	$	166,219	327,003	$	0.51	$	160,001	336,534	$	0.48

For the three months ended March 30, 2019 and March 31, 2018, options to purchase 13.7 million and 11.2 million shares of common stock at per share prices ranging from $47.99 to $73.40 and $51.19 to $73.40, respectively, were outstanding but were not included in the computation of diluted earnings per share because they were anti-dilutive.

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(9) Share-Based Compensation and Equity

Stock Options

Stock option activity for the three months endedMarch 30, 2019 was as follows:

(In thousands, except per share data)	Number of Shares		Weighted- Average Exercise  Price		Aggregate Intrinsic  Value		Weighted-Average       Remaining       Contractual  Term (Yrs)
Outstanding at beginning of year	21,792		$	52.31
Granted	39		55.28
Exercised	(750	)	19.16
Forfeited and expired	(329	)	62.92
Outstanding as of March 30, 2019	20,752		53.34		$	138,631	6.12
Exercisable as of March 30, 2019	10,663		$	46.77	$	131,285	4.40

The weighted-average assumptions used to estimate the fair value, under the Black-Scholes-Merton pricing model, of stock options granted during the three months endedMarch 30, 2019 were as follows:

Expected volatility (%)	26.1		%
Expected dividend rate (%)	1		%
Expected term (yrs)	7
Risk-free rate (%)	2.6		%
Fair value per option	$	15.62

As of March 30, 2019, there was $132 million of total unrecognized compensation cost related to stock options granted under all plans. That cost is expected to be recognized over a weighted-average period of 3.08 years.

Non-vested Shares and Share Units

Non-vested share and share unit activity for the three months endedMarch 30, 2019 was as follows:

(In thousands, except per share data)	Number of Shares		Weighted-Average Grant Date Fair Value
Outstanding at beginning of year	882		$	62.82
Granted	10		54.47
Vested	(4	)	59.22
Forfeited	(6	)	59.62
Outstanding as of March 30, 2019	882		$	62.76

As of March 30, 2019, there was $26 million of total unrecognized compensation cost related to non-vested share and share unit awards granted under all plans. That cost is expected to be recognized over a weighted-average period of 1.84 years.

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Share-Based Compensation Cost

The following table presents total compensation expense recognized with respect to stock options, non-vested shares and share units, and our associate stock purchase plan:

	Three Months Ended
(In thousands)	2019		2018
Stock option and non-vested share and share unit compensation expense	$	19,860	$	24,935
Associate stock purchase plan expense	1,542		1,362
Amounts capitalized in software development costs, net of amortization	187		160
Amounts charged against earnings, before income tax benefit	$	21,589	$	26,457
Amount of related income tax benefit recognized in earnings	$	4,201	$	5,300

Treasury Stock

In May 2018, our Board of Directors approved an amendment to our share repurchase program that allowed for the Company to repurchase up to an aggregate $1.0 billion of shares of our common stock, excluding transaction costs. In April 2019, our Board of Directors approved a further amendment to this share repurchase program. Under this new amendment, the Company is authorized to repurchase up to an additional $1.2 billion of shares of our common stock, for an aggregate of $2.2 billion, excluding transaction costs. The repurchases are to be effected in the open market, by block purchase, in privately negotiated transactions, or through other transactions managed by broker-dealers. No time limit was set for the completion of the program. As of the date of this filing, $1.5 billion remains available for repurchase under the amended program.

(10) Contingencies

We accrue estimates for resolution of any legal and other contingencies when losses are probable and reasonably estimable, in accordance with Accounting Standards Codification Topic 450, Contingencies.

The terms of our software license agreements with our clients generally provide for limited indemnification of such clients against losses, expenses and liabilities arising from third party claims based on alleged infringement by our solutions of an intellectual property right of such third party. The terms of such indemnification often limit the scope of and remedies for such indemnification obligations and generally include a right to replace or modify an infringing solution. To date, we have not had to reimburse any of our clients for any judgments or settlements to third parties related to these indemnification provisions pertaining to intellectual property infringement claims. For several reasons, including the lack of a sufficient number of prior indemnification claims and the lack of a monetary liability limit for certain infringement cases under the terms of the corresponding agreements with our clients, we cannot determine the maximum amount of potential future payments, if any, related to such indemnification provisions.

In addition to commitments and obligations in the ordinary course of business, we are involved in various other legal proceedings and claims that arise in the ordinary course of business, including for example, employment and client disputes and litigation alleging solution and implementation defects, personal injury, intellectual property infringement, violations of law and breaches of contract and warranties. Many of these proceedings are at preliminary stages and many seek an indeterminate amount of damages. At this time, we do not believe the range of potential losses under such claims to be material to our condensed consolidated financial statements.

No less than quarterly, we review the status of each significant matter and assess our potential financial exposure. We accrue a liability for an estimated loss if the potential loss from any legal proceeding or claim is considered probable and the amount can be reasonably estimated. Significant judgment is required in both the determination of probability and the determination as to whether the amount of an exposure is reasonably estimable, and accruals are based only on the information available to our management at the time the judgment is made. Furthermore, the outcome of legal proceedings is inherently uncertain, and we may incur substantial defense costs and expenses defending any of these matters. Should any one or a combination of more than one of these proceedings be successful, or should we determine to settle any one or a combination of these matters, we may be required to pay substantial sums, become subject to the entry of an injunction or be forced to change the manner in which we operate our business, which could have a material adverse impact on our business, results of operations, cash flows or financial condition.

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(11) Segment Reporting

We have two operating segments, Domestic and International (formerly referred to as Global). Revenues are derived primarily from the sale of clinical, financial and administrative information solutions and services. The cost of revenues includes the cost of third party consulting services, computer hardware, devices and sublicensed software purchased from manufacturers for delivery to clients. It also includes the cost of hardware maintenance and sublicensed software support subcontracted to the manufacturers. Operating expenses incurred by the geographic business segments consist of sales and client service expenses including salaries of sales and client service personnel, expenses associated with our managed services business, marketing expenses, communications expenses and unreimbursed travel expenses. "Other" includes expenses that have not been allocated to the operating segments, such as software development, general and administrative expenses, acquisition costs and related adjustments, share-based compensation expense, and certain amortization and depreciation. Performance of the segments is assessed at the operating earnings level by our chief operating decision maker, who is our Chief Executive Officer. Items such as interest, income taxes, capital expenditures and total assets are managed at the consolidated level and thus are not included in our operating segment disclosures. Accounting policies for each of the reportable segments are the same as those used on a consolidated basis.

The following table presents a summary of our operating segments and other expense for the three months endedMarch 30, 2019 and March 31, 2018:

(In thousands)	Domestic		International		Other			Total
Three Months Ended 2019
Revenues	$	1,230,830	$	159,047	$	—		$	1,389,877
Costs of revenue	228,559		24,645		—			253,204
Operating expenses	572,018		68,169		298,542			938,729
Total costs and expenses	800,577		92,814		298,542			1,191,933
Operating earnings (loss)	$	430,253	$	66,233	$	(298,542	)	$	197,944

(In thousands)	Domestic		International		Other			Total
Three Months Ended 2018
Revenues	$	1,135,096	$	157,765	$	—		$	1,292,861
Costs of revenue	206,674		24,604		—			231,278
Operating expenses	519,871		69,144		277,353			866,368
Total costs and expenses	726,545		93,748		277,353			1,097,646
Operating earnings (loss)	$	408,551	$	64,017	$	(277,353	)	$	195,215

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

The following Management Discussion and Analysis ("MD&A") is intended to help the reader understand the results of operations and financial condition of Cerner Corporation ("Cerner," the "Company," "we," "us" or "our"). This MD&A is provided as a supplement to, and should be read in conjunction with, our condensed consolidated financial statements and the accompanying notes to condensed consolidated financial statements ("Notes") found above. Certain statements in this quarterly report on Form 10-Q contain forward-looking statements within the meanings of the Private Securities Litigation Reform Act of 1995, as amended, regarding our future plans, objectives, beliefs, expectations, representations and projections. See the end of this MD&A for more information on our forward-looking statements, including a discussion of the most significant factors that could cause actual results to differ materially from those in the forward-looking statements.

Our first fiscal quarter ends on the Saturday closest to March 31. The 2019 and 2018first quarters ended on March 30, 2019 and March 31, 2018, respectively. All references to years in this MD&A represent the respective three months ended on such dates, unless otherwise noted.

Management Overview

Our revenues are primarily derived by selling, implementing and supporting software solutions, clinical content, hardware, devices and services that give health care providers and other stakeholders secure access to clinical, administrative and financial data in real or near-real time, helping them to improve quality, safety and efficiency in the delivery of health care.

Our core strategy is to create organic growth by investing in research and development ("R&D") to create solutions and tech- enabled services for the health care industry. This strategy has driven strong growth over the long-term, as reflected in five- and ten-year compound annual revenue growth rates of 13% and 12%, respectively. This growth has also created an important strategic footprint in health care, with Cerner^® solutions in more than 27,500 contracted provider facilities worldwide, including hospitals, physician practices, laboratories, ambulatory centers, behavioral health centers, cardiac facilities, radiology clinics, surgery centers, extended care facilities, retail pharmacies, and employer sites. Selling additional solutions and services back into this client base is an important element of our future revenue growth. We are also focused on driving growth by strategically aligning with health care providers that have not yet selected a supplier and by displacing competitors in health care settings that are looking to replace their current suppliers. We may also supplement organic growth with acquisitions or strategic investments.

We expect to drive growth through solutions and tech-enabled services that reflect our ongoing ability to innovate and expand our reach into health care. Examples of these include our CareAware^® health care device architecture and devices, Cerner ITWorks^SM services, revenue cycle solutions and services, and HealtheIntent^® population health solutions and services. Finally, we continue to believe there is significant opportunity for growth outside of the United States, with many non-U.S. markets focused on health care information technology as part of their strategy to improve the quality and lower the cost of health care.

Beyond our strategy for driving revenue growth, we are also focused on earnings growth. Similar to our history of growing revenue, our net earnings have increased at compound annual rates of 10% and 13% over the most recent five- and ten-year periods, respectively. We expect to drive earnings growth as we continue to grow our revenue. We also have opportunities to expand our operating margins over time, as discussed further below.

We are also focused on continuing to deliver strong levels of cash flow, which we expect to accomplish by continuing to grow earnings and prudently managing capital expenditures.

Results Overview

Bookings, which reflects the value of executed contracts for software, hardware, professional services and managed services, was $1.24 billion in the first quarter of 2019, which is a decrease of 11% compared to $1.40 billion in the first quarter of 2018, with the decrease primarily reflecting a decline in long-term contracts, which tend to be larger but have little impact on near-term revenue.

Revenues for the first quarter of 2019 increased 8% to $1.39 billion, compared to $1.29 billion in the first quarter of 2018.The increase in revenue reflects ongoing demand from new and existing clients for Cerner's solutions and services driven by their needs to keep up with regulatory requirements, adapt to changing reimbursement models, and deliver safer and more efficient care.

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Net earnings for the first quarter of 2019 increased 4% to $166 million, compared to $160 million in the first quarter of 2018. Diluted earnings per share increased 6% to $0.51, compared to $0.48 in the first quarter of 2018. The overall increase in net earnings and diluted earnings per share was primarily a result of increased revenues, partially offset by a lower operating margin, which reflects the hiring of personnel to support revenue growth.

We had cash collections of receivables of $1.36 billion in the first quarter of 2019, compared to $1.27 billion in the first quarter of 2018. Days sales outstanding was 76 days for the 2019first quarter, compared to 79 days for the 2018 fourth quarter and 73 days for the 2018first quarter. Operating cash flows for the first quarter of 2019 were $317 million, compared to $409 million in the first quarter of 2018.

Operational Improvement Initiatives

We transitioned to a new operating structure in the first quarter of 2019. The Company has been focused on leveraging the impact of this reorganization and identifying additional efficiencies. Currently, we are focused on reducing operating expenses and generating other efficiencies that are expected to provide longer-term operating margin expansion. To assist in these efforts, we have engaged an outside consulting firm to conduct a review of our operations and cost structure. Our goal is to identify opportunities to operate more efficiently and achieve and improve upon the efficiencies without impacting the quality of our solutions and services and commitments to our clients.

In the near term, we expect to incur expenses in connection with these efforts, which may be material. Such expenses may include, but are not limited to, consultant and other professional services fees, employee separation costs, contract termination costs, and other such related expenses. For the three months endedMarch 30, 2019, we recognized $2 million of expenses related to these efforts, which is included in general and administrative expense in our condensed consolidated statements of operations. Additional expenses in the second quarter of 2019 will include charges associated with the 2019 VSP, as further discussed in Note (1) of the notes to condensed consolidated financial statements, as well as consultant and other professional services fees, and other related costs.

Results of Operations

Three Months EndedMarch 30, 2019 Compared to Three Months EndedMarch 31, 2018

The following table presents a summary of the operating information for the first quarters of 2019 and 2018:

(In thousands)	2019			% of Revenue		2018			% of Revenue		% Change
Revenues	$	1,389,877		100	%	$	1,292,861		100	%	8	%
Costs of revenue	253,204			18	%	231,278			18	%	9	%
Margin	1,136,673			82	%	1,061,583			82	%	7	%
Operating expenses
Sales and client service	640,187			46	%	589,948			46	%	9	%
Software development	180,361			13	%	161,617			13	%	12	%
General and administrative	96,196			7	%	92,294			7	%	4	%
Amortization of acquisition-related intangibles	21,985			2	%	22,509			2	%	(2	)%
Total operating expenses	938,729			68	%	866,368			67	%	8	%
Total costs and expenses	1,191,933			86	%	1,097,646			85	%	9	%
Operating earnings	197,944			14	%	195,215			15	%	1	%
Other income, net	8,432					4,864
Income taxes	(40,157		)			(40,078		)
Net earnings	$	166,219				$	160,001				4	%

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Revenues & Backlog

Revenues increased 8% to $1.39 billion in the first quarter of 2019, as compared to $1.29 billion in the same period of 2018. The growth in revenues includes a $49 million increase in professional services revenue, driven by increased implementation activity. Refer to Note (2) of the notes to condensed consolidated financial statements for further information regarding revenues disaggregated by our business models.

Backlog, which reflects contracted revenue that has not yet been recognized as revenue, increased 2% to $14.87 billion in the first quarter of 2019, compared to $14.63 billion in the same period of 2018. This increase was driven by solid levels of new business bookings during the past four quarters, including strong levels of managed services bookings that typically have longer contract terms. We expect to recognize approximately 29% of our backlog as revenue over the next 12 months.

We believe that backlog may not necessarily be a comprehensive indicator of future revenue as certain of our arrangements may be canceled (or conversely renewed) at our clients' option, thus contract consideration related to such cancellable periods has been excluded from our calculation of backlog. However, historically our experience has been that such cancellation provisions are rarely exercised. We expect to recognize approximately $640 million of revenue over the next 12 months under currently executed contracts related to such cancellable periods, which is not included in our calculation of backlog.

Costs of Revenue

Costs of revenue as a percent of revenues were 18% in the first quarter of both 2019 and 2018.

Costs of revenue include the cost of reimbursed travel expense, sales commissions, third party consulting services and subscription content and computer hardware, devices and sublicensed software purchased from manufacturers for delivery to clients. It also includes the cost of hardware maintenance and sublicensed software support subcontracted to the manufacturers. Such costs, as a percent of revenues, typically have varied as the mix of revenue (software, hardware, devices, maintenance, support, and services) carrying different margin rates changes from period to period. Costs of revenue does not include the costs of our client service personnel who are responsible for delivering our service offerings. Such costs are included in sales and client service expense.

Operating Expenses

Total operating expenses increased 8% to $939 million in the first quarter of 2019, compared to $866 million in the same period of 2018.

• Sales and client service expenses as a percent of revenues were 46% in the first quarter of both 2019 and 2018. These expenses increased 9% to $640 million in the first quarter of 2019, from $590 million in the same period of 2018. Sales and client service expenses include salaries and benefits of sales, marketing, support, and services personnel, depreciation and other expenses associated with our managed services business, communications expenses, unreimbursed travel expenses, expense for share-based payments, and trade show and advertising costs. The growth in sales and client service expenses is primarily due to the hiring of services personnel to support growth in services revenue.

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• Software development expenses as a percent of revenues were 13% in the first quarter of both 2019 and 2018. Expenditures for software development include ongoing development and enhancement of the Cerner Millennium^® and HealtheIntent platforms, with a focus on supporting key initiatives to enhance physician experience, revenue cycle and population health solutions. A summary of our total software development expense in the first quarters of 2019 and 2018 is as follows:

	Three Months Ended
(In thousands)	2019			2018
Software development costs	$	198,667		$	185,218
Capitalized software costs	(74,099		)	(73,071		)
Capitalized costs related to share-based payments	(452		)	(531		)
Amortization of capitalized software costs	56,245			50,001
Total software development expense	$	180,361		$	161,617

• General and administrative expenses as a percent of revenues were 7% in the first quarter of both 2019 and 2018. These expenses increased 4% to $96 million in the first quarter of 2019, from $92 million in the same period in 2018. General and administrative expenses include salaries and benefits for corporate, financial and administrative staffs, utilities, communications expenses, professional fees, depreciation and amortization, transaction gains or losses on foreign currency, expense for share-based payments, acquisition costs and related adjustments. The increase in general and administrative expenses includes $2 million of expenses incurred in the first quarter of 2019 in connection with our operational improvement initiatives discussed above. We expect to incur additional expenses in connection with these efforts in future periods in 2019, which may be material. Such additional expenses include charges associated with the 2019 VSP, as further discussed in Note (1) of the notes to condensed consolidated financial statements.

• Amortization of acquisition-related intangibles as a percent of revenues was 2% in the first quarter of both 2019 and 2018. These expenses remained relatively flat at $22 million in the first quarter of 2019, and $23 million in the same period in2018. Amortization of acquisition-related intangibles includes the amortization of customer relationships, acquired technology, trade names, and non-compete agreements recorded in connection with our business acquisitions.

Non-Operating Items

• Other income, net was $8 million in the first quarter of 2019, compared to $5 million in the same period of 2018. The increase is primarily attributable to increased interest income on our cash and investment balances, due to rising interest rates.

• Our effective tax rate remained relatively flat at 19.5% for the first quarter of 2019, and 20.0% in the same period of 2018. Refer to Note (7) of the notes to condensed consolidated financial statements for further discussion regarding our effective tax rate.

Operations by Segment

We have two operating segments: Domestic and International (formerly referred to as Global). The Domestic segment includes revenue contributions and expenditures associated with business activity in the United States. The International segment includes revenue contributions and expenditures linked to business activity outside the United States, primarily from Australia, Canada, Europe, and the Middle East. Refer to Note (11) of the notes to condensed consolidated financial statements for further information regarding our reportable segments.

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The following table presents a summary of our operating segment information for the first quarters of 2019 and 2018:

(In thousands)	2019			% of Revenue	2018			% of Revenue	% Change
Domestic Segment
Revenues	$	1,230,830		100%	$	1,135,096		100%	8%
Costs of revenue	228,559			19%	206,674			18%	11%
Operating expenses	572,018			46%	519,871			46%	10%
Total costs and expenses	800,577			65%	726,545			64%	10%
Domestic operating earnings	430,253			35%	408,551			36%	5%
International Segment
Revenues	159,047			100%	157,765			100%	1%
Costs of revenue	24,645			15%	24,604			16%	—%
Operating expenses	68,169			43%	69,144			44%	(1)%
Total costs and expenses	92,814			58%	93,748			59%	(1)%
International operating earnings	66,233			42%	64,017			41%	3%
Other, net	(298,542		)		(277,353		)		8%
Consolidated operating earnings	$	197,944			$	195,215			1%

Domestic Segment

• Revenues increased 8% to $1.23 billion in the first quarter of 2019, from $1.14 billion in the same period of 2018. The growth in revenues includes a $57 million increase in professional services revenue, driven by increased implementation activity. Refer to Note (2) of the notes to condensed consolidated financial statements for further information regarding revenues disaggregated by our business models.

• Costs of revenue as a percent of revenues were 19% in the first quarter of 2019, compared to 18% in the same period of 2018. The marginally higher costs of revenue as a percent of revenues is impacted by the mix of technology resale revenue, whereas the first quarter of 2019 included a higher mix of hardware and devices, which carry a higher cost of revenue than sublicensed software.

• Operating expenses as a percent of revenues were 46% in the first quarter of both 2019 and 2018.

International Segment

• Revenues remained relatively flat at $159 million in the first quarter of 2019, and $158 million in the same period of 2018. Refer to Note (2) of the notes to condensed consolidated financial statements for further information regarding revenues disaggregated by our business models.

• Costs of revenue remained flat at $25 million in the first quarter of both 2019 and 2018.

• Operating expenses remained relatively flat at $68 million in the first quarter of 2019, and $69 million in the same period of 2018.

Other, net

Operating results not attributed to an operating segment include expenses such as software development, general and administrative expenses, acquisition costs and related adjustments, share-based compensation expense, and certain amortization and depreciation. These expenses increased 8% to $299 million in the first quarter of 2019, from $277 million in the same period of 2018. The increase is primarily due to increased software development expenses, including increased amortization of capitalized software costs resulting from releases of new and enhanced solutions over the last four quarters.

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Liquidity and Capital Resources

Our liquidity is influenced by many factors, including the amount and timing of our revenues, our cash collections from our clients and the amount we invest in software development, acquisitions, capital expenditures, and in recent years, our share repurchase programs and future dividends.

Our principal sources of liquidity are our cash, cash equivalents, which consist of money market funds, commercial paper and time deposits with original maturities of less than 90 days, and short-term investments. At March 30, 2019, we had cash and cash equivalents of $503 million and short-term investments of $401 million, as compared to cash and cash equivalents of $374 million and short-term investments of $401 million at December 29, 2018.

We maintain a $100.0 million multi-year revolving credit facility, which expires in October 2020. The facility provides an unsecured revolving line of credit for working capital purposes, along with a letter of credit facility. We have the ability to increase the maximum capacity to $200 million at any time during the facility's term, subject to lender participation. As of March 30, 2019, we had no outstanding borrowings under this facility; however, we had $30 million of outstanding letters of credit, which reduced our available borrowing capacity to $70 million.

We believe that our present cash position, together with cash generated from operations, short-term investments and, if necessary, our available line of credit and other sources of debt financing, will be sufficient to meet anticipated cash requirements for the next 12 months.

The following table summarizes our cash flows in the first threemonths of 2019 and 2018:

	Three Months Ended
(In thousands)	2019			2018
Cash flows from operating activities	$	317,266		$	408,965
Cash flows from investing activities	(183,655		)	(211,498		)
Cash flows from financing activities	(6,991		)	(154,311		)
Effect of exchange rate changes on cash	2,415			(680		)
Total change in cash and cash equivalents	129,035			42,476
Cash and cash equivalents at beginning of period	374,126			370,923
Cash and cash equivalents at end of period	$	503,161		$	413,399
Free cash flow (non-GAAP)	$	123,454		$	255,652

Cash from Operating Activities

	Three Months Ended
(In thousands)	2019			2018
Cash collections from clients	$	1,357,139		$	1,274,497
Cash paid to employees and suppliers and other	(1,010,074		)	(954,839		)
Cash paid for interest	(7,288		)	(8,199		)
Cash paid for taxes, net of refunds	(22,511		)	97,506
Total cash from operations	$	317,266		$	408,965

Cash flows from operations decreased $92 million in the first threemonths of 2019 when compared to the same period of 2018, due primarily to net refunds of taxes in 2018. Days sales outstanding was 76 days in the first quarter of 2019, compared to 79 days for the fourth quarter of 2018 and 73 days for the first quarter of 2018.

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Cash from Investing Activities

	Three Months Ended
(In thousands)	2019			2018
Capital purchases	$	(119,261	)	$	(79,711	)
Capitalized software development costs	(74,551		)	(73,602		)
Sales and maturities of investments, net of purchases	19,151			(49,713		)
Purchases of other intangibles	(8,994		)	(8,472		)
Total cash flows from investing activities	$	(183,655	)	$	(211,498	)

Cash flows from investing activities consist primarily of capital spending and short-term investment activities.

Our capital spending in the first threemonths of 2019 was driven by capitalized equipment purchases primarily to support growth in our managed services business, investments in a cloud infrastructure to support cloud-based solutions, building and improvement purchases to support our facilities requirements and capitalized spending to support our ongoing software development initiatives. Total capital spending for 2019 is expected to exceed 2018 levels, primarily driven by spending to support our facilities requirements, including the continued construction of our Innovations Campus.

Short-term investment activity historically consists of the investment of cash generated by our business in excess of what is necessary to fund operations. The 2019 activity was impacted by a change in investment mix, where our funds were more heavily held in cash and cash equivalents versus short-term and long-term investments, primarily due to interest rates currently available on cash deposits.

Cash from Financing Activities

	Three Months Ended
(In thousands)	2019			2018
Repayment of long-term debt	$	—		$	(75,000	)
Cash from option exercises (net of taxes paid in connection with shares surrendered by associates)	13,551			8,313
Treasury stock purchases	(20,542		)	(87,624		)
Total cash flows from financing activities	$	(6,991	)	$	(154,311	)

In March 2018, we repaid our $75 million floating rate Series 2015-C Notes due February 15, 2022.

We expect to incur additional indebtedness in 2019, for which the amount and timing is yet to be determined. The proceeds from such indebtedness are expected to be deployed in accordance with our current capital allocation strategy, which may include share repurchases, as discussed further below. The terms and availability of such debt financing may be impacted by economic and financial market conditions, as well as our financial condition and results of operations at the time we seek such financing, and there can be no assurances that we will be able to obtain such financing on terms that will be acceptable or advantageous to us.

Cash inflows from stock option exercises are dependent on a number of factors, including the price of our common stock, grant activity under our stock option and equity plans, and overall market volatility. We expect net cash inflows from stock option exercises to continue throughout 2019 based on the number of exercisable options as of March 30, 2019 and our current stock price.

As of the date of this filing, $1.5 billion remains available for repurchase under our current share repurchase program. We expect to continue to repurchase shares under this program in 2019, which will be dependent on a number of factors, including the price of our common stock. Although we expect to continue to repurchase shares, there is no assurance that we will repurchase up to the full amount remaining under the program. The source of funds for such repurchases may include cash generated from operations, liquidation of investment holdings, and the incurrence of indebtedness. Refer to Note (9) of the notes to condensed consolidated financial statements for further information regarding our share repurchase program.

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Subject to declaration by the Board of Directors, the Company plans to initiate a quarterly cash dividend of $0.15 per share, with the first payment expected in the third quarter of 2019. Future dividends will be subject to the determination, declaration and discretion of the Board of Directors and compliance with our covenants under our credit facility.

Free Cash Flow (Non-GAAP)

	Three Months Ended
(In thousands)	2019			2018
Cash flows from operating activities (GAAP)	$	317,266		$	408,965
Capital purchases	(119,261		)	(79,711		)
Capitalized software development costs	(74,551		)	(73,602		)
Free cash flow (non-GAAP)	$	123,454		$	255,652

Free cash flow decreased $132 million in the first threemonths of 2019 compared to the same period in 2018, primarily due to a decrease in cash from operations along with increased capital expenditures. Free cash flow is a non-GAAP financial measure used by management, along with GAAP results, to analyze our earnings quality and overall cash generation of the business, and for management compensation purposes. We define free cash flow as cash flows from operating activities reduced by capital purchases and capitalized software development costs. The table above sets forth a reconciliation of free cash flow to cash flows from operating activities, which we believe is the GAAP financial measure most directly comparable to free cash flow. The presentation of free cash flow is not meant to be considered in isolation, nor as a substitute for, or superior to, GAAP results, and investors should be aware that non-GAAP measures have inherent limitations and should be read only in conjunction with our consolidated financial statements prepared in accordance with GAAP. Free cash flow may also be different from similar non-GAAP financial measures used by other companies and may not be comparable to similarly titled captions of other companies due to potential inconsistencies in the method of calculation. We believe free cash flow is important to enable investors to better understand and evaluate our ongoing operating results and allows for greater transparency in the review and understanding of our overall financial, operational and economic performance, because free cash flow takes into account certain capital expenditures necessary to operate our business.

New Disclosure Guidance

In March 2019, the Securities and Exchange Commission ("SEC") issued SEC Final Rule Release No. 33-10618, FAST Act Modernization and Simplification of Regulation S-K. Such guidance revises certain disclosure requirements in SEC Regulation S-K, with the intent of improving the readability of filed documents and simplifying registrants' compliance efforts. This guidance is generally effective for filings submitted on or after May 2, 2019. We are currently evaluating the impact that this new guidance will have on our disclosures in future filings.

Forward Looking Statements

All statements contained in this quarterly report on Form 10-Q that do not directly and exclusively relate to historical facts constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended (the "Exchange Act"). Forward-looking statements are based on the current beliefs, expectations and assumptions of Cerner's management with respect to future events and are subject to a number of significant risks and uncertainties. It is important to note that Cerner's performance, and actual results, financial condition or business could differ materially from those expressed in such forward-looking statements. The words "should," "will," "believe," "plans," "may," "expect," "expected," "position," "anticipated," "strategy," "continue," "opportunity," "future" or "estimate" or the negative of these words, variations thereof or similar expressions are intended to identify such forward-looking statements. For example, our forward-looking statements include statements regarding our expectations, opportunities or plans for growth; our operational improvement initiatives and the results expected to be realized from those initiatives; our expectations with respect to realizing revenue from backlog; our anticipated expenses, cash requirements and sources of liquidity; and our capital allocation strategies and plans. These statements involve a number of risks, uncertainties and other factors that could cause or contribute to actual results differing materially, including without limitation: the possibility of significant costs and reputational harm related to product-related liabilities; potential claims for system errors and warranties; the possibility of interruption at our data centers or client support facilities, or those of third parties with whom we have contracted (such as public cloud providers), that could expose us to significant costs and reputational harm; the possibility of increased expenses, exposure to legal claims and regulatory actions and reputational harm associated with a cyberattack or other breach in our IT security or the IT security of third parties on which we rely; our

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proprietary technology may be subject to claims for infringement or misappropriation of intellectual property rights of others, or may be infringed or misappropriated by others; potential claims or other risks associated with relying on open source software in our proprietary software solutions or technology-enabled services; material adverse resolution of legal proceedings or other claims; risks associated with our international operations, including without limitation, greater difficulty in collecting accounts receivable; risks associated with fluctuations in foreign currency exchange rates; changes in tax laws, regulations or guidance that could adversely affect our tax position and/or challenges to our tax positions in the U.S. and non-U.S. countries; the uncertainty surrounding the impact of the United Kingdom's vote to leave the European Union (commonly referred to as Brexit) on our international business; risks associated with the unexpected loss or recruitment and retention of key personnel or the failure to successfully develop and execute succession planning to assure transitions of key associates and their knowledge, relationships and expertise; risks associated with failure to timely or effectively manage publicity related to harassment or discrimination claims and legal proceedings if such claims are raised against key personnel; risks related to our dependence on strategic relationships and third party suppliers; risks inherent with business acquisitions and combinations and the integration thereof into our business or relating to disputes involving such acquisitions or combinations; risks associated with volatility and disruption resulting from global economic or market conditions; significant competition and our ability to quickly respond to market changes, changing technologies and evolving pricing and deployment methods and to bring competitive new solutions, devices, features and services to market in a timely fashion; managing growth in the new markets in which we offer solutions, health care devices or services; long sales cycles for our solutions and services; risks inherent in contracting with government clients, including without limitation, complying with strict compliance and disclosure obligations, navigating complex procurement rules and processes and defending against bid protests; risks associated with our outstanding and future indebtedness, such as compliance with restrictive covenants, which may limit our flexibility to operate our business; changes in accounting standards issued by the Financial Accounting Standards Board or other standard-setting bodies may adversely affect our financial statements; the potential for losses resulting from asset impairment charges; changing political, economic, regulatory and judicial influences, which could impact the purchasing practices and operations of our clients and increase costs to deliver compliant solutions and services; non-compliance with laws, government regulation or certain industry initiatives or failure to deliver solutions or services that enable our clients to comply with laws or regulations applicable to their businesses; variations in our quarterly operating results; potential variations in our sales forecasts compared to actual sales; volatility in the trading price of our common stock and the timing and volume of market activity; inability to reduce expenses and costs to the extent currently anticipated; risks that Cerner’s revenue growth may be lower than anticipated and/or that the mix of revenue shifts to low margin revenue; risks that our stock repurchase program or quarterly dividend program will not be fully implemented or enhance long-term shareholder value; risks that Cerner's business may be negatively affected as a result of future proxy fights or the actions of activist shareholders; and our directors' authority to issue preferred stock and the anti-takeover provisions in our corporate governance documents. Additional discussion of these and other risks, uncertainties and factors affecting Cerner's business is contained in our filings with the Securities and Exchange Commission, including those under the caption "Risk Factors" in our latest annual report on Form 10-K and in this quarterly report on Form 10-Q, or in materials incorporated herein or therein by reference. Forward-looking statements are not guarantees of future performance or results. The reader should not place undue reliance on forward-looking statements since the statements speak only as of the date that they are made. Except as required by law, we undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes in our business, results of operations or financial condition over time.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

No material changes.

Item 4. Controls and Procedures

a) Evaluation of Disclosure Controls and Procedures.

We carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), of the effectiveness of our disclosure controls and procedures (as defined in the Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this quarterly report on Form 10-Q (the "Evaluation Date"). Based upon that evaluation, our CEO and CFO have concluded that, as of the Evaluation Date, our disclosure controls and procedures were designed, and were effective, to provide reasonable assurance that the information required to be disclosed by us in reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time period specified in SEC rules and forms and is accumulated and communicated to our management, including our CEO and CFO, to allow timely decisions regarding required disclosure.

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b) Changes in Internal Control over Financial Reporting.

During the fiscal quarter ended March 30, 2019, we adopted ASU 2016-02, Leases (Topic 842), as amended. In connection with the adoption of this new guidance, material modifications and enhancements were made to our internal controls over financial reporting. Specifically, we implemented/modified internal controls to address:

•The calculation and presentation of transition adjustments (cumulative effect adjustments);

•Recognition and measurement of lease liabilities and right-of-use assets;

•Related new disclosure requirements; and

•Monitoring of the adoption process.

Except as disclosed above, there were no other changes in our internal controls over financial reporting during the fiscal quarter ended March 30, 2019, that have materially affected, or are reasonably likely to materially affect, our internal controls over financial reporting.

c) Limitations on Controls.

Our management can provide no assurance that our disclosure controls and procedures or our internal control over financial reporting can prevent all errors and all fraud under all circumstances. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been or will be detected. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Part II. Other Information

Item 1A. Risk Factors

Our business results depend on our ability to successfully manage ongoing organizational change and achieve cost savings and operating efficiency initiatives. Our Board of Directors has implemented and plans to continue to implement initiatives to reduce costs and increase operating efficiencies. There can be no assurance that we will realize, in full or in part, the anticipated benefits of these initiatives. Our financial goals assume a level of productivity improvement and cost reduction. If we are unable to deliver these expected productivity improvements and reduction in expenses, while continuing to invest in business growth, or if the volume and nature of change overwhelms available resources, our business operations and financial results could be materially and adversely impacted. Our ability to successfully manage and execute these initiatives and realize expected savings and benefits in the amounts and at the times anticipated is important to our business success. Any failure to do so, which could result from our inability to successfully execute organizational change, cost-cutting initiatives and productivity improvement plans, changes in global or regional economic conditions, competition, changes in the industries in which we compete, unanticipated costs or charges, loss of key personnel and other factors described herein, could have a material adverse effect on our businesses, financial condition and results of operations.

Lower than expected revenue growth or shifts in our revenue mix could adversely affect our results of operations. Our revenue growth and mix could vary over time due to a number of factors, including timing of contracts signing, changes in the health of our end markets, unexpected client attrition, and the mix of software, hardware, devices, maintenance, support and services revenues, which carry different margin rates which can vary from period to period. Our operating results could be harmed by changes in revenue mix and costs, together with numerous other factors, including rapid growth in lower margin services business, declines in software, and growth in non-cash expenses, such as amortization and depreciation. Any one of these factors or the cumulative effects of certain of these factors may result in significant fluctuations in our results of operations. This variability and unpredictability could result in our failure to meet internal expectations or those of securities analysts or investors for a particular period. If we fail to meet or exceed such expectations for these or any other reasons, the market price of our shares could decline.

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Our business could be negatively affected as a result of any future proxy fight or the actions of activist shareholders. Although our engagement with activist shareholder Starboard Value LP and certain of its affiliates (collectively, "Starboard") was settled as a result of our entry into a cooperation agreement, future proxy contests or related activist activities with Starboard or other activist shareholders could adversely affect our business for a number of reasons, including, but not limited to, the fact that responding to proxy contests and other actions by activist shareholders can be costly and time-consuming and can create perceived uncertainties as to our future direction and governance that may result in the loss of potential business opportunities and may make it more difficult to attract and retain qualified personnel, business partners, customers and others important to our success. Any future proxy contest or activist activities could also cause our stock price to experience periods of volatility. Further, if a proxy contest or a related settlement results in a change in the composition of our Board of Directors it could, in certain circumstances, give third parties certain rights under our existing contractual obligations, which could adversely affect our business.

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

(c) Issuer Purchases of Equity Securities

The table below provides information with respect to Common Stock purchases by the Company during the first fiscal quarter of 2019.

	Total Number of Shares Purchased (a)	Average Price Paid per Share		Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (b)	Approximate Dollar Value of Shares That May Yet Be Purchased Under the Plans or Programs (b)
Period
December 30, 2018 - January 26, 2019	—	$	—	—	$	283,172,767
January 27, 2019 - February 23, 2019	59	54.95		—	283,172,767
February 24, 2019 - March 30, 2019	246	57.14		—	283,172,767
Total	305	$	56.72	—

(a) Of the 305 shares of common stock, par value $0.01 per share, presented in the table above, all 305 were originally granted to employees as restricted stock pursuant to our 2011 Omnibus Equity Incentive Plan (the "Omnibus Plan"). The Omnibus Plan allows for the withholding of shares to satisfy tax obligations due upon the vesting of restricted stock. Pursuant to the Omnibus Plan, the 305 shares reflected above were relinquished by employees in exchange for our agreement to pay U.S. federal and state withholding obligations resulting from the vesting of the Company’s restricted stock.

(b) As announced on May 21, 2018, our Board of Directors approved an amendment to our repurchase program that allowed for the Company to repurchase up to an aggregate of $1.0 billion of shares of our common stock, excluding transaction costs. As announced on April 9, 2019, our Board of Directors approved a further amendment to this share repurchase program. Under the amendment, the Company is authorized to repurchase up to an additional $1.2 billion of shares of our common stock, for an aggregate of $2.2 billion, excluding transaction costs. The repurchases are to be effectuated in the open market, by block purchase, in privately negotiated transactions, or through other transactions managed by broker-dealers. As of the date of this filing, $1.5 billion remains available for repurchase under the amended program. Refer to Note (9) of the notes to condensed consolidated financial statements for further information regarding our share repurchase program.

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Item 6. Exhibits

(a)	Exhibits
10.1	Cooperation Agreement, dated April 8, 2019, by and among Cerner Corporation and Starboard Value LP and certain of its affiliates filed as Exhibit 10.1 to Form 8-K filed April 9, 2019, is incorporated herein by reference
10.2	Form 2019 Executive Performance Agreement - Section 16 Officer
10.3	2011 Omnibus Equity Incentive Plan - Form of Time Based Restricted Stock Agreement
10.4	2011 Omnibus Equity Incentive Plan - Form of Performance Based Restricted Stock Agreement
10.5	2011 Omnibus Equity Incentive Plan - Form of Director Restricted Stock Agreement
31.1	Certification of Brent Shafer pursuant to Section 302 of Sarbanes-Oxley Act of 2002
31.2	Certification of Marc G. Naughton pursuant to Section 302 of Sarbanes-Oxley Act of 2002
32.1	Certification of Brent Shafer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley Act of 2002
32.2	Certification of Marc G. Naughton pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance Document
101.SCH	XBRL Taxonomy Extension Schema Document
101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB	XBRL Taxonomy Extension Labels Linkbase Document
101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF	XBRL Taxonomy Extension Definition Linkbase Document

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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.

	CERNER CORPORATION
	Registrant
Date: April 26, 2019	By:	/s/ Marc G. Naughton
		Marc G. Naughton
		Executive Vice President and Chief
		Financial Officer (duly authorized
		officer and principal financial officer)

EX-10.2

Exhibit 10.2

Form 2019 Executive Performance Agreement - Section 16 Officer
	Pursuant to the Cerner Corporation 2018 Performance Compensation Plan, effective as of January 1, 2018 (the “2018 CPP”)

Plan Metrics

Your annual Target Bonus Level (TBL) is $«Total_TBL».

Your Performance Metric Payout will be based on attainment of the following Performance Metrics:

Weighting	Performance Metric	PF Applies	Scope
50%	Adjusted Earnings per Share (Adjusted EPS)	Yes	Corporate
25%	Revenue	Yes	Corporate
25%	Free Cash Flow	Yes	Corporate

Your Performance Metric Payout will be calculated based on the Attainment % of Performance Metric set forth in the table below.

Adjusted EPSRevenueFree Cash Flow

Attainment % of Performance Metric*	Payout %
103%	140%
102%	120%
100% (target)	100%
98%	75%
96%	50%
<96%	0%

Attainment % of Performance Metric*	Payout %
102%	140%
101%	120%
100% (target)	100%
98%	75%
97%	50%
<97%	0%

Attainment % of Performance Metric*	Payout %
111%	140%
105%	120%
100% (target)	100%
95%	75%
89%	50%
<89%	0%

*Percentages are year-end target percentages rounded to the nearest whole number.

The calculated Performance Metric Payout may also be increased or reduced as described herein or as otherwise provided in the 2018 CPP; provided, however, in no event may your total Performance Metric Payout for the year be more than 200% of your annual TBL.

Payout Adjustment - Based on Performance Factor (PF)

You will receive a quarterly and an annual PF rating determined by your direct manager, which rating may affect your calculated Performance Metric Payout as set forth below.

At the discretion of the Compensation Committee or management, your Performance Metric Payout for any quarter or for the year may be decreased or, at the discretion of the Compensation Committee, increased in either case pursuant to your PF rating or otherwise; provided, however, in no event may your calculated Performance Metric Payout for the full year exceed 200% of your annual TBL.

Payment Terms, Schedule and Criteria

Terms

Payment for Adjusted EPS and Revenue Metrics

Payment based on the for Adjusted EPS and Revenue metrics will be calculated quarterly based on approved quarterly targets that build cumulatively to a full-year target. If you are in an eligible role for a full calendar year, for each of the first three quarters of the year, you will be eligible to be paid 15% of your annual TBL opportunity, as adjusted for the applied weighting above, based on these metrics and at year-end, 55% of your annual TBL opportunity, as adjusted for the applied weighting above, will be calculated based on the full-year targets. If you are in an eligible role for less than a full calendar year, your dollars available for any quarter or the year will be proportionately reduced.

Payment for Free Cash Flow Metric

Payment based on the Free Cash Flow metric will be calculated based on approved quarterly targets that build cumulatively to a full-year target. Each quarter, you will be eligible to be paid 25% of your annual TBL opportunity, as adjusted for the applied weighting above, for these metrics.

Timing Code definitions of specific payment timing are located in the 2018 CPP Glossary (updated effective January 1, 2019) located on uCERN.

Changes to your TBL, based on any compensation adjustments, will be reflected in payment calculations on a pro-rata basis for the appropriate quarters. As a Section 16 Officer, your first quarter performance-based compensation opportunity is based on (i) your TBL approved last year and (ii) the approved 2019 CPP quarterly metrics. Your second and third quarter and year-end performance-based compensation opportunity is based on (i) your new TBL approved this year and (ii) the approved 2019 CPP quarterly and annual 2019 CPP metrics, both as established by the Compensation Committee at the end of the first quarter (usually in March). In its sole discretion, the Compensation Committee may elect to change your TBL or 2019 CPP metrics after being initially established or any other time.

Corrections to prior period payments may be made and applied to current period payments earned to ensure accurate incentive payments.

Timing

Payment of earned TBL will be made approximately sixty (60) days after the end of a quarter in which such payment is earned.

Criteria

1. In order to be eligible for any payments under this Agreement, Cerner must have received your signed Cerner Associate Employment Agreement, which governs the terms and conditions of your employment with Cerner.

2. Participation under this Agreement begins as of the beginning of the first full quarter of employment in, or assignment to, an eligible role under the 2018 CPP. If you are newly eligible to participate under this Agreement, you will satisfy the "full quarter" requirement as long as you are actively working within the first sixteen (16) working days of the quarter.

3. Payments under the 2018 CPP for any one quarter or the year will be forfeited if you fail to complete performance reviews/self-appraisals as required by Cerner's Human Resources group. Any balance of the payout that could have been attained is forfeited and will not be paid in subsequent quarters.

4. Exceptions to the above items will be considered and determined by the Plan Administrator(s), in its sole discretion.

Other Considerations

1. Termination of Eligibility: Your eligibility under the 2018 CPP will be terminated immediately in the event of termination of employment with Cerner Corporation or any of its subsidiaries (“Cerner”), for any reason (voluntarily or involuntarily), or transfer to a non-Cerner Performance Plan (CPP) eligible role. Payments are earned only for completed periods (quarters, semi-annual, or annual metrics); i.e., if employment with Cerner is terminated or if participation in the 2018 CPP is otherwise terminated at any time before the completion of a period, no incentive will be earned or paid for that period. You will be entitled to payment for the earned CPP incentive only if you are employed in your CPP-eligible role on the last day of the fiscal period. The 2018 fiscal year calendar can be found in Exhibit III of the 2019 CPP Glossary (effective January 1, 2019) available on uCERN.

2. Leave of Absence: If you are not actively at work for more than six weeks of any quarter, your Performance Metric Payout will be reduced as set forth in the CPP Leave Policy (located on uCERN).

3. Repayments to Cerner: In the event your employment is terminated, for any reason (voluntarily or involuntarily), and you owe money to Cerner, for any reason, or you are required to return incentive payments, Cerner may deduct the amounts owed from all accounts due to you, such as salary, advances, vacation pay, expense reimbursements, incentive payments, and other Cerner monies owed to you. To the extent such amounts are not setoff, you will remain liable for any remaining balance. Cerner reserves the right to collect any outstanding balance through legal means if necessary.

4. Incentive Payment Recovery; Clawback: 

a. In the Event of a Restatement. If Cerner implements a Mandatory Restatement (as defined in Section 9 of the 2018 CPP), which restatement relates in whole or in part to the 2019 fiscal year or prior years while you were eligible for CPP, some or all of any amounts paid as an incentive payment earned by you under this Agreement and related to such restated period(s) shall be recoverable and, as determined appropriate by Cerner's Board of Directors, must be repaid within ninety (90) days of such restatement(s) or such other period as determined by the Board of Directors.  The amount which must be repaid, if any as determined by the Board of Directors, will be up to the amount by which the compensation paid or received exceeds the amount that would have been paid or received based on the financial results reported in the restated financial statement, in each case determined by the Plan Administrator.  Any amount required to be repaid may be repaid directly by you, setoff against future amounts owed to you by Cerner under this Agreement (if such amounts will be earned and paid within the ninety (90) day payment period) or any other amount owed to you by Cerner, as permitted by applicable law, or paid as otherwise agreed in writing between you and Cerner. Cerner will not be required to award additional CPP payments should the restated financial statements result in a higher CPP payout.

b. In the Event of Fraud or Misconduct. Additionally, if Cerner implements a Mandatory Restatement, which restatement relates in whole or in part to the 2019 fiscal year or prior years while you were eligible for CPP, all amounts paid as an incentive payment earned by you under this Agreement and related to such restated period(s) shall be fully recoverable if it is determined by Cerner’s Board of Directors that you engaged in fraud or misconduct that caused or partially caused the need for the restatement and must be repaid within ninety (90) days of such restatement(s) or such other period as determined by the Board of Directors.  Any amount required to be repaid may be repaid directly by you, setoff against future amounts owed to you by Cerner under this Agreement (if such amounts will be earned and paid within the ninety (90) day payment period) or any other amount owed to you by Cerner, as permitted by applicable law, or paid as otherwise agreed in writing between you and Cerner.

c. Dodd-Frank Clawback. Additionally, any amounts paid under the 2018 CPP and this Agreement may be subject to certain provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (“Dodd-Frank”) that will require Cerner to recover certain amounts of incentive compensation paid to certain executive officers if Cerner is required to prepare an accounting restatement due to the material noncompliance of Cerner with any financial reporting requirements under any applicable securities laws. By participating in the 2018 CPP and whether or not any compensation is ultimately paid hereunder, you agree and consent to any forfeiture or required recovery or reimbursement obligations of Cerner with respect to any compensation paid to you that is forfeitable or recoverable by Cerner pursuant to Dodd-Frank and in accordance with any Cerner policies and procedures adopted by the Compensation Committee in order to comply with Dodd Frank, even if such policies or procedures are adopted in the future.

5. Modifications to this Agreement: The Plan Administrator reserves the right, in its sole discretion, to interpret and modify this Agreement: (a) during the performance period to coincide with changing corporate objectives, and (b) during or after the performance period to: (i) avoid windfall payments unintentionally derived from the 2018 CPP design that may result from the highly variable nature of many Client Agreement(s) or market conditions and/or (ii) adjust payments or terminate this Agreement when an Associate’s performance has been documented by management to be unacceptable. Such modifications will occur only under the authority of the Plan Administrator(s), in its sole discretion. Any component of this Agreement may be adjusted to ensure that you receive adequate, yet reasonable, compensation.

Capitalized terms used but not otherwise defined in this Agreement have the meanings set forth in the 2018 CPP Glossary (updated effective January 1, 2019).

EX-10.3

Exhibit 10.3

CERNER CORPORATION

2011 OMNIBUS EQUITY INCENTIVE PLAN -TIME BASED RESTRICTED STOCK AGREEMENT

(Continued from the “Notice of Grant Award and Award Agreement”)

WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the “Committee”) of Cerner Corporation (“the Company”) has determined that Grantee (“Participant”) is eligible to receive a Time-Based Restricted Stock Grant under the Company’s 2011 Omnibus Equity Incentive Plan, as amended, supplemented, restated or otherwise modified (the “Plan”), as so indicated in the Notice of Grant Award and Award Agreement, which together with this Time Based Restricted Stock Agreement, constitutes the “Agreement”;

NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained and other good and valuable consideration, the parties hereto do hereby agree as follows:

1. Incorporation of the Plan. A copy of the Plan is incorporated herein by reference and all the terms, conditions and provisions contained therein shall be deemed to be contained in this Agreement.

2. Restricted Stock Grant. Pursuant to the authorization of the Committee, and subject to the terms, conditions and provisions contained in this Agreement and any other specifically agreed to terms and conditions that may exist in any employment agreement between Participant and the Company (which shall govern over this Agreement), the Company hereby grants to Participant a Time-Based Restricted Stock Award (the “Award”) for the aggregate number of shares of Company Common Stock (the “Shares”) as set forth in the Notice of Grant Award. The date of grant of the Award (the “Grant Date”) shall for all purposes be as set forth in the Notice of Grant Award.

3. Rights as a Shareholder. Commencing on the Grant Date, Participant shall have the right to receive dividends and other distributions (if any) with respect to the Shares unless and until such Shares are forfeited pursuant to Section 5 hereof, sold or otherwise disposed of; provided, however, that a dividend or other distribution (including, without limitation, a cash dividend, stock dividend or stock split), shall be delivered to the Company, held in escrow and accumulated in a non-interest bearing Company bookkeeping account and shall be subject to the same vesting schedule and other terms, conditions and restrictions as the Shares with respect to which such dividend or other distribution relates. In connection with the payment of such dividends or other distributions, the Company may deduct any taxes or other amounts required by any governmental authority to be withheld and paid over to such authority for the account of Participant. Prior to a Share's Vest Date, Participant shall have no right to vote the Shares until such Shares are actually distributed on the Vest Date and shall be deemed to have assigned any such voting right to the Company. Notwithstanding anything to the contrary, prior to the date on which the Shares and any related property received under Section 3 hereof (the “Aggregate Restricted Shares”) Vest pursuant to Section 5, such Aggregate Restricted Shares shall be subject to the restrictions on transferability contained in Section 6 hereof.

4. Custody and Delivery of Shares. Unless otherwise requested by Participant, Aggregate Restricted Shares will be distributed in street name on the Vest Date and held in Participant’s account at Morgan Stanley or other broker that the Company may choose (the “Broker”). Prior to the Vest Date, the Grant of the Aggregate Restricted Shares will be recorded in the Company’s books and records. Company will reflect in its records the restrictions under which the Aggregate Restricted Shares are held and will not allow distribution or transfer of any Aggregate Restricted Shares prior to the date on which such Aggregate Restricted Shares Vest pursuant to Section 5 below. Shares, representing Vested Aggregate Restricted Shares, will be distributed only on or after the Vest Date and only if the requirements of Vesting set forth in Section 5 are met. The Company will pay all original issue or transfer taxes and all fees and expenses incident to the delivery of any Aggregate Restricted Shares hereunder.

5. Vesting and Forfeiture. Except as otherwise provided in the Plan, this Agreement or any employment agreement between Participant and the Company, the Aggregate Restricted Shares subject to this Award shall be distributed, become transferable and shall cease to be subject to forfeiture (“Vest”) on the date(s) set forth in the Notice of Grant Award (the “Vest Date”) provided Participant remains an employee (“associate”), consultant or advisor of the Company from the Grant Date through the Vest Date set forth in the Notice of Grant Award. In the event of the death or disability of Participant prior to the Vest Date, and assuming Participant continuously served as an employee through the date of such death or disability, then the Aggregate Restricted Shares shall Vest on the Vest Date if the Vest Date occurs within ninety (90) days of such death or disability; otherwise the Aggregate Restricted Shares shall immediately

terminate and be forfeited to the Company upon such death or disability. In the event such Participant is terminated or resigns, then all Aggregate Restricted Shares that have not Vested as of such date shall immediately terminate and shall be forfeited to the Company. In the event of a “Change of Control” as defined in the Plan: (i) 50% of Participant’s outstanding Shares that have not yet Vested shall immediately Vest (such 50% shall be comprised of 50% of each tranche of all unvested Shares with different Vest dates); and, (ii) all remaining Shares shall continue to Vest according to the current vesting schedule and terms of this Award, but should Participant’s employment or engagement be terminated by the Company, other than for Cause, or should Participant resign for Good Reason (as defined in Participant’s employment agreement with the Company or in the Company’s then current Enhanced Severance Pay Plan), within twelve (12) months of the Change in Control, all such remaining Shares shall Vest immediately. Within the 90-day period following a Vest Date, all accrued dividends or other distributions held in escrow in accordance with Section 3 and relating to any Shares vesting shall be paid or delivered to Participant. Notwithstanding the foregoing, and except to the extent any contrary or overriding term would result in a violation of Code Section 409A, to the extent that (i) the employment agreement between Participant and the Company contains terms and conditions relating to the Vesting or forfeiture of equity awards, including the Shares, and (ii) a provision in such employment agreement directly conflicts with any provision in this Section 5, the terms and conditions set forth in such employment agreement shall supersede and control.

6. Non-Transferability of Shares. Prior to the date on which any Aggregate Restricted Shares Vest pursuant to Section 5 hereof, such Aggregate Restricted Shares may not be sold, transferred, assigned, pledged, hypothecated, encumbered or otherwise disposed of (whether by operation of law or otherwise) or be subject to execution, attachment or similar process. Any such attempted sale, transfer, assignment, pledge, hypothecation or encumbrance, or other disposition of such Aggregate Restricted Shares shall be null and void.

7. Securities Laws. Participant hereby represents and covenants that if in the future Participant decides to offer or dispose of any Aggregate Restricted Shares or interest therein, Participant will do so only in compliance with this Agreement, the Securities Act of 1933, as amended, and all applicable state securities laws. As a condition precedent to the delivery to Participant of the Aggregate Restricted Shares, Participant shall comply with all regulations and requirements of any regulatory authority having control or supervision over the issuance of the Aggregate Restricted Shares and, in connection therewith, shall execute any documents and make any representation and warranty to the Company which the Committee shall in its sole discretion deem necessary or advisable.

8. Taxable Income. Participant may file an election for immediate Federal income taxation pursuant to Section 83(b) of the Internal Revenue Code. In the event that Participant makes an election pursuant to Section 83(b) of the Code, Participant agrees to notify the Company thereof in writing within ten (10) days after such election; any necessary withholding at the time of an 83(b) election must not be made from Vested Shares, but must be a cash withholding, from either wages or a separate payment. THE FEDERAL INCOME TAX CONSEQUENCES DESCRIBED ABOVE ARE FOR GENERAL INFORMATION ONLY. EACH PARTICIPANT SHOULD CONSULT A TAX ADVISOR AS TO THE SPECIFIC FEDERAL INCOME TAX CONSEQUENCES AND AS TO THE SPECIFIC CONSEQUENCES UNDER STATE, LOCAL AND FOREIGN TAX LAWS.

9. Withholding with Shares. Unless specifically denied by the Committee, Participant may elect to pay all amounts of tax withholding, or any part thereof, by electing to have the Company withhold from the Vested Shares in the same tranche a number of Shares having a value equal to the amount to be withheld under federal, state or local law and in accordance with the Plan. The value of such Shares to be withheld by the Company shall be based on the Fair Market Value of the Shares on the date that the amount of tax to be withheld is to be determined (the “Tax Date”), as determined by the Committee. Any election by Participant to have such Shares withheld for this purpose will be subject to the following restrictions:

(a) All elections must be made prior to the Tax Date;

(b) All elections shall be irrevocable; and

(c) If Participant is an officer or director of the Company within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended (“Section 16”), Participant must satisfy the requirements of Section 16 and any applicable rules thereunder with respect to the use of Shares to satisfy such tax withholding obligation.

10. Notices. Any notices or other communications required or allowed to be made or given to the Company under the terms of this Agreement shall be addressed to the Company in care of its President at its offices at 2800 Rockcreek Parkway, North Kansas City, Missouri 64117, and any notice to be given to Participant shall be addressed to Participant

at the address in the Company’s records. Either party hereto may from time-to-time change the address to which notices are to be sent to such party by giving written notice of such change to the other party. Any notice hereunder shall be deemed to have been duly given five (5) business days after registered and deposited, postage and registry fee prepaid, in a post office regularly maintained by the United States government.

11. Binding Effect and Assignment. This Agreement shall bind the parties hereto, but shall not be assignable by Participant.

12. Governing Law. This Agreement shall be construed in accordance with the laws of the State of Missouri.

This Agreement has been issued by the Company by its duly authorized representatives and shall be effective as of the Grant Date as set forth in the Notice of Grant Award.

EX-10.4

Exhibit 10.4

CERNER CORPORATION 2011 OMNIBUS EQUITY INCENTIVE PLAN - PERFORMANCE-BASED RESTRICTED STOCKAGREEMENT

(Continued from the “Notice of Grant Award and Award Agreement”)

WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee or authorized delegatee (the “Committee”) of Cerner Corporation (the “Company”) has determined that Grantee (“Participant”) is eligible to receive a Performance-Based Restricted Stock Grant under the Company’s 2011 Omnibus Equity Incentive Plan, as amended, supplemented, restated or otherwise modified (the “Plan”), as so indicated in the Notice of Grant Award and Award Agreement, which together with this Performance Based Restricted Stock Agreement, constitutes the “Agreement”;

NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained and other good and valuable consideration, the parties hereto do hereby agree as follows:

1. Incorporation of the Plan. A copy of the Plan is incorporated herein by reference and all the terms, conditions and provisions contained therein shall be deemed to be contained in this Agreement.

2. Restricted Stock Grant. Pursuant to the authorization of the Committee, and subject to the terms, conditions and provisions contained in this Agreement and any other specifically agreed to terms and conditions that may exist in any employment agreement between Participant and the Company (which shall govern over this Agreement), the Company hereby grants to Participant a Performance-Based Restricted Stock Award (the “Award”) for the aggregate number of shares of Company Common Stock (the “Shares”) as set forth in the Notice of Grant Award. The date of grant of the Award (the “Grant Date”) shall for all purposes be as set forth in the Notice of Grant Award.

3. Rights as a Shareholder. Commencing on the Grant Date, Participant shall have the right to receive dividends and other distributions (if any) with respect to the Shares unless and until such Shares are forfeited pursuant to Section 5 hereof, sold or otherwise disposed of; provided, however, that a dividend or other distribution (including, without limitation, a cash dividend, stock dividend or stock split), shall be delivered to the Company, held in escrow and accumulated in a non-interest bearing Company bookkeeping account and shall be subject to the same vesting schedule and other terms, conditions and restrictions as the Shares with respect to which such dividend or other distribution relates. In connection with the payment of such dividends or other distributions, the Company may deduct any taxes or other amounts required by any governmental authority to be withheld and paid over to such authority for the account of Participant. Prior to a Share's Vest Date, Participant shall have no right to vote the Shares until such Shares are actually distributed on the Vest Date and shall be deemed to have assigned any such voting right to the Company. Notwithstanding anything to the contrary, prior to the date on which the Shares and any related property received under Section 3 hereof (the “Aggregate Restricted Shares”) Vest pursuant to Section 5, such Aggregate Restricted Shares shall be subject to the restrictions on transferability contained in Section 6 hereof.

4. Custody and Delivery of Shares. Unless otherwise requested by Participant, Aggregate Restricted Shares will be distributed in street name on the Vest Date and held in Participant’s account at Morgan Stanley or other broker that the Company may choose (the “Broker”). Prior to the Vest Date, the Grant of the Aggregate Restricted Shares will be recorded in the Company’s books and records. Company will reflect in its records the restrictions under which the Aggregate Restricted Shares are held and will not allow distribution or transfer of any Aggregate Restricted Shares prior to the date on which such Aggregate Restricted Shares Vest pursuant to Section 5 below. Shares, representing Vested Aggregate Restricted Shares, will be distributed only on or after the Vest Date and only if the requirements of Vesting set forth in Section 5 are met. The Company will pay all original issue or transfer taxes and all fees and expenses incident to the delivery of any Aggregate Restricted Shares hereunder.

5. Vesting and Forfeiture. Except as otherwise provided in the Plan, this Agreement or any employment agreement between Participant and the Company, the Aggregate Restricted Shares subject to this Award shall be distributed, become transferable and shall cease to be subject to forfeiture (“Vest”) upon the achievement of the objective and subjective performance goals set forth in the Notice of Grant Award, subject to the restrictions set forth in the Notice of Grant Award (the “Vest Date”) provided Participant remains an employee (“associate”), consultant or advisor of the Company from the Grant Date through the Vest Date. Within the 90-day period following a Vest Date, all accrued dividends or other distributions held in escrow in accordance with Section 3 and relating to any Shares vesting shall

be paid or delivered to Participant. This Grant will expire if Participant has not reached the performance goals, as set forth in the Notice of Grant Award by the Vest Date. Should Participant’s employment or engagement terminate, for any reason, then all Aggregate Restricted Shares that have not Vested as of such date of termination shall immediately terminate and shall be forfeited to the Company. In the event of a “Change of Control” as defined in the Plan: (i) 50% of Participant’s outstanding Shares that have not yet Vested shall immediately Vest (such 50% shall be comprised of 50% of each tranche of all unvested Shares with different Vest Dates); and, (ii) all remaining Shares shall continue to Vest according to the current vesting schedule and terms of this Award, but should Participant’s employment or engagement be terminated by the Company, other than for Cause, or should Participant resign for Good Reason (as defined in Participant’s employment agreement with the Company or in the Company’s then current Enhanced Severance Pay Plan), within twelve (12) months of the Change in Control, all such remaining Shares shall Vest immediately. Notwithstanding the foregoing, and except to the extent any contrary or overriding term would result in a violation of Code Section 409A, to the extent that (i) the employment agreement between Participant and the Company contains terms and conditions relating to the Vesting or forfeiture of equity awards, including the Shares, and (ii) a provision in such employment agreement directly conflicts with any provision in this Section 5, the terms and conditions set forth in such employment agreement shall supersede and control.

6. Non-Transferability of Shares. Prior to the date on which any Aggregate Restricted Shares Vest pursuant to Section 5 hereof, such Aggregate Restricted Shares may not be sold, transferred, assigned, pledged, hypothecated, encumbered or otherwise disposed of (whether by operation of law or otherwise) or be subject to execution, attachment or similar process. Any such attempted sale, transfer, assignment, pledge, hypothecation or encumbrance, or other disposition of such Aggregate Restricted Shares shall be null and void.

7. Securities Laws. Participant hereby represents and covenants that if in the future Participant decides to offer or dispose of any Aggregate Restricted Shares or interest therein, Participant will do so only in compliance with this Agreement, the Securities Act of 1933, as amended, and all applicable state securities laws. As a condition precedent to the delivery to Participant of the Aggregate Restricted Shares, Participant shall comply with all regulations and requirements of any regulatory authority having control or supervision over the issuance of the Aggregate Restricted Shares and, in connection therewith, shall execute any documents and make any representation and warranty to the Company which the Committee shall in its sole discretion deem necessary or advisable.

8. Taxable Income. Participant may file an election for immediate Federal income taxation pursuant to Section 83(b) of the Internal Revenue Code. In the event that Participant makes an election pursuant to Section 83(b) of the Code, Participant agrees to notify the Company thereof in writing within ten (10) days after such election; any necessary withholding at the time of an 83(b) election must not be made from Vested Shares, but must be a cash withholding, from either wages or a separate payment. THE FEDERAL INCOME TAX CONSEQUENCES DESCRIBED ABOVE ARE FOR GENERAL INFORMATION ONLY. EACH PARTICIPANT SHOULD CONSULT A TAX ADVISOR AS TO THE SPECIFIC FEDERAL INCOME TAX CONSEQUENCES AND AS TO THE SPECIFIC CONSEQUENCES UNDER STATE, LOCAL AND FOREIGN TAX LAWS.

9. Withholding with Shares.  Unless specifically denied by the Committee, Participant may elect to pay all amounts of tax withholding, or any part thereof, by electing to have the Company withhold from the Vested Shares in the same tranche a number of Shares having a value equal to the amount to be withheld under federal, state or local law and in accordance with the Plan.  The value of such Shares to be withheld by the Company shall be based on the Fair Market Value of the Shares on the date that the amount of tax to be withheld is to be determined (the "Tax Date"), as determined by the Committee.  Any election by Participant to have such Shares withheld for this purpose will be subject to the following restrictions: 

(a) All elections must be made prior to the Tax Date;

(b) All elections shall be irrevocable; and

(c) If Participant is an officer or director of the Company within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), Participant must satisfy the requirements of Section 16 and any applicable rules thereunder with respect to the use of Shares to satisfy such tax withholding obligation.

10. Notices. Any notices or other communications required or allowed to be made or given to the Company under the terms of this Agreement shall be addressed to the Company in care of its President at its offices at 2800 Rockcreek Parkway, North Kansas City, Missouri 64117, and any notice to be given to Participant shall be addressed to Participant at the address in the Company’s records. Either party hereto may from time-to-time change the address to which

notices are to be sent to such party by giving written notice of such change to the other party. Any notice hereunder shall be deemed to have been duly given five (5) business days after registered and deposited, postage and registry fee prepaid, in a post office regularly maintained by the United States government.

11. Clawback. Participant acknowledges that the Award may be subject to certain provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (“Dodd-Frank”) that will require the Company to recover certain amounts of incentive compensation paid to certain executive officers if the Company is required to prepare an accounting restatement due to the material noncompliance of the Company with any financial reporting requirements under any applicable securities laws. By accepting this Award, Participant agrees and consents to any forfeiture or required recovery or reimbursement obligations of the Company with respect to any equity paid to Participant under this Agreement that is forfeitable or recoverable by the Company pursuant to Dodd-Frank and in accordance with any Company policies and procedures adopted by the Compensation Committee in order to comply with Dodd Frank, even if such policies or procedures are adopted after the grant date of this Award and as the same may be amended from time to time.

12. Binding Effect and Assignment. This Agreement shall bind the parties hereto, but shall not be assignable by Participant.

13. Governing Law. This Agreement shall be construed in accordance with the laws of the State of Missouri.

This Agreement has been issued by the Company by its duly authorized representatives and shall be effective as of the Grant Date as set forth in the Notice of Grant Award.

EX-10.5

Exhibit 10.5

CERNER CORPORATION

2011 OMNIBUS EQUITY INCENTIVE PLAN - DIRECTOR RESTRICTED STOCK AGREEMENT

(Continued from the Notice of Grant of Restricted Stock”)

WHEREAS, the Compensation Committee of the Board of Directors or its duly appointed subcommittee (the “Committee”) of Cerner Corporation (the “Company”) has determined that ____________[name] ( “Participant”) is eligible to receive a Restricted Stock Grant under the Company’s 2011 Omnibus Equity Incentive Plan, as amended, supplemented, restated or otherwise modified (the “Plan”), as so indicated in the Notice of Grant of Restricted Stock, which together with this Director Restricted Stock Agreement, constitutes the “Agreement”;

NOW, THEREFORE, in consideration of the mutual promises and covenants herein contained and other good and valuable consideration, the parties hereto do hereby agree as follows:

1. Incorporation of the Plan. A copy of the Plan is incorporated herein by reference and all the terms, conditions and provisions contained therein shall be deemed to be contained in this Agreement.

2. Restricted Stock Grant. Pursuant to the authorization of the Committee, and subject to the terms, conditions and provisions contained in this Agreement, the Company hereby grants to Participant a Restricted Stock Award (the “Award”) for the aggregate number of shares of Company Common Stock (the “Shares”) set forth in the Notice of Grant of Restricted Stock. The date of grant of the Award (the “Grant Date”) shall for all purposes be as set forth in the Notice of Grant of Restricted Stock.

3. Rights as a Shareholder. Commencing on the Grant Date, Participant shall have the right to receive dividends and other distributions (if any) with respect to the Shares unless and until such Shares are forfeited pursuant to Section 5 hereof, sold or otherwise disposed of; provided, however, that a dividend or other distribution (including, without limitation, a cash dividend, stock dividend or stock split), shall be delivered to the Company, held in escrow and accumulated in a non-interest bearing Company bookkeeping account and shall be subject to the same vesting schedule and other terms, conditions and restrictions as the Shares with respect to which such dividend or other distribution relates. In connection with the payment of such dividends or other distributions, the Company may deduct any taxes or other amounts required by any governmental authority to be withheld and paid over to such authority for the account of Participant. Prior to a Share's Vest Date, Participant shall have no right to vote the Shares until such Shares are actually distributed on the Vest Date and shall be deemed to have assigned any such voting right to the Company. Notwithstanding anything to the contrary, prior to the date on which the Shares and any related property received under Section 3 hereof (the “Aggregate Restricted Shares”) Vest pursuant to Section 5, such Aggregate Restricted Shares shall be subject to the restrictions on transferability contained in Section 6 hereof.

4. Custody and Delivery of Shares. Unless otherwise requested by Participant, Aggregate Restricted Shares will be distributed in street name on the Vest Date and held in Participant’s account at Morgan Stanley or other broker that the Company may choose (the “Broker”). Prior to the Vest Date, the Grant of the Aggregate Restricted Shares will be recorded in the Company’s books and records. Company will reflect in its records the restrictions under which the Aggregate Restricted Shares are held and will not allow distribution or transfer of any Aggregate Restricted Shares prior to the date on which such Aggregate Restricted Shares Vest pursuant to Section 5 below. Shares, representing Vested Aggregate Restricted Shares, will be distributed only on or after the Vest Date and only if the requirements of vesting set forth in Section 5 are met. The Company will pay all original issue or transfer taxes and all fees and expenses incident to the delivery of any Aggregate Restricted Shares hereunder.

5. Vesting and Forfeiture. Except as otherwise provided in the Plan or this Agreement, the Aggregate Restricted Shares subject to this Award shall be distributed, become transferable and shall cease to be subject to forfeiture (“Vest”) on the date set forth in the Notice of Grant of Restricted Stock (the “Vest Date”) provided Participant has continuously served as a member of the Board of Directors (the “Board”) of the Company from the Grant Date through the Vest Date set forth in the Notice of Grant of Restricted Stock or such earlier date of the election of directors at the Company’s regularly scheduled Annual Shareholders’ Meeting for such Vest Date year. In the event of the death or disability (preventing further Board service) of Participant prior to the Vest Date, and assuming Participant continuously served as a Director on the Board through the date of such death or disability, then the Aggregate Restricted Shares shall Vest on the Vest Date if the Vest Date occurs within ninety (90) days of such death or disability; otherwise the Aggregate Restricted Shares shall immediately terminate and be forfeited to the Company upon such death or disability. In the

event such Participant is removed from the Board for cause, pursuant to the Company’s Bylaws, or resigns from the Board, then all Aggregate Restricted Shares that have not Vested as of such date shall immediately terminate and shall be forfeited to the Company. Within the 90-day period following a Vest Date, all accrued dividends or other distributions held in escrow in accordance with Section 3 and relating to any Shares vesting shall be paid or delivered to Participant. In the event of a “Change of Control” as defined in the Plan, all restrictions upon the Aggregate Restricted Shares shall lapse, and all such shares shall immediately Vest upon such Change of Control.

6. Non-Transferability of Shares. Prior to the date on which any Aggregate Restricted Shares Vest pursuant to Section 5 hereof, such Aggregate Restricted Shares may not be sold, transferred, assigned, pledged, hypothecated, encumbered or otherwise disposed of (whether by operation of law or otherwise) or be subject to execution, attachment or similar process. Any such attempted sale, transfer, assignment, pledge, hypothecation or encumbrance, or other disposition of such Aggregate Restricted Shares shall be null and void.

7. Securities Laws. Participant hereby represents and covenants that if in the future Participant decides to offer or dispose of any Aggregate Restricted Shares or interest therein, Participant will do so only in compliance with this Agreement, the Securities Act of 1933, as amended, and all applicable state securities laws. As a condition precedent to the delivery to Participant of the Aggregate Restricted Shares, Participant shall comply with all regulations and requirements of any regulatory authority having control or supervision over the issuance of the Aggregate Restricted Shares and, in connection therewith, shall execute any documents and make any representation and warranty to the Company which the Committee shall in its sole discretion deem necessary or advisable.

8. Taxable Income. Participant may file an election for immediate Federal income taxation pursuant to Section 83(b) of the Internal Revenue Code. In the event that Participant makes an election pursuant to Section 83(b) of the Code, Participant agrees to notify the Company thereof in writing within ten (10) days after such election; any necessary withholding at the time of an 83(b) election must not be made from Vested Shares, but must be a cash withholding, from either wages or a separate payment. THE FEDERAL INCOME TAX CONSEQUENCES DESCRIBED ABOVE ARE FOR GENERAL INFORMATION ONLY. EACH PARTICIPANT SHOULD CONSULT A TAX ADVISOR AS TO THE SPECIFIC FEDERAL INCOME TAX CONSEQUENCES AND AS TO THE SPECIFIC CONSEQUENCES UNDER STATE, LOCAL AND FOREIGN TAX LAWS.

9. Notices. Any notices or other communications required or allowed to be made or given to the Company under the terms of this Agreement shall be addressed to the Company in care of its Chief Legal Officer at its offices at 2800 Rockcreek Parkway, North Kansas City, Missouri 64117, and any notice to be given to Participant shall be addressed to Participant at the address in the Company’s records. Either party hereto may from time-to-time change the address to which notices are to be sent to such party by giving written notice of such change to the other party. Any notice hereunder shall be deemed to have been duly given five (5) business days after registered and deposited, postage and registry fee prepaid, in a post office regularly maintained by the United States government.

10. Binding Effect and Assignment. This Agreement shall bind the parties hereto, but shall not be assignable by Participant.

11. Governing Law. This Agreement shall be construed in accordance with the laws of the State of Missouri.

This Agreement has been issued by the Company by its duly authorized representatives and shall be effective as of the Grant Date as set forth in the Notice of Grant of Restricted Stock.

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Brent Shafer, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Cerner Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)         designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)         designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)         evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)         disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of 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: April 26, 2019	/s/ Brent Shafer
	Brent Shafer
	Chief Executive Officer
	(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Marc G. Naughton, certify that:

1. I have reviewed this quarterly report on Form 10-Q of Cerner Corporation;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)         designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)         designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)         evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)         disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5. The registrant's other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of 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: April 26, 2019	/s/ Marc G. Naughton
	Marc G. Naughton
	Chief Financial Officer
	(Principal Financial Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION FURNISHED 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 filing of the Quarterly Report on Form 10-Q for the fiscal quarter ended March 30, 2019 (the "Report") by Cerner Corporation (the "Company"), the undersigned Chief Executive Officer of the Company hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or Section 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.

/s/ Brent Shafer                              

Brent Shafer, Chairman of the Board

and Chief Executive Officer

(Principal Executive Officer)

Date: April 26, 2019

EX-32.2

Exhibit 32.2

CERTIFICATION FURNISHED 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 filing of the Quarterly Report on Form 10-Q for the fiscal quarter ended March 30, 2019 (the "Report") by Cerner Corporation (the "Company"), the undersigned Chief Financial Officer of the Company hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

1. The Report fully complies with the requirements of Section 13(a) or Section 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.

/s/ Marc G. Naughton                                

Marc G. Naughton, Executive Vice President

and Chief Financial Officer

(Principal Financial Officer)

Date: April 26, 2019

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Document And Entity Information - shares	3 Months Ended
	Mar. 30, 2019	Apr. 17, 2019
Entity Information [Line Items]
Entity Registrant Name	CERNER CORP /MO/
Entity Central Index Key	0000804753
Document Type	10-Q
Document Period End Date	Mar. 30, 2019
Amendment Flag	false
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1
Current Fiscal Year End Date	--12-28
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		325,420,595

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Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 30, 2019	Dec. 29, 2018
Current assets:
Cash and cash equivalents	$ 503,161	$ 374,126
Short-term investments	400,509	401,285
Receivables, net	1,159,215	1,183,494
Inventory	24,104	25,029
Prepaid expenses and other	336,817	334,870
Total current assets	2,423,806	2,318,804
Property and equipment, net	1,790,116	1,743,575
Right-of-use assets	134,137	0
Software development costs, net	915,149	894,512
Goodwill	846,740	847,544
Intangible assets, net	385,128	405,305
Long-term investments	283,596	300,046
Other assets	219,840	198,850
Total assets	6,998,512	6,708,636
Current liabilities:
Accounts payable	290,947	293,534
Current installments of long-term debt and capital lease obligations	0	4,914
Deferred revenue	337,811	399,189
Accrued payroll and tax withholdings	230,407	195,931
Other current liabilities	81,459	69,122
Total current liabilities	940,624	962,690
Long-term debt and capital lease obligations	438,823	438,802
Deferred income taxes	343,788	336,379
Other liabilities	146,128	42,376
Total liabilities	1,869,363	1,780,247
Shareholders' Equity:
Common stock, $.01 par value, 500,000,000 shares authorized, 362,919,192 shares issued at March 30, 2019 and 362,212,843 shares issued at December 29, 2018	3,629	3,622
Additional paid-in capital	1,591,138	1,559,562
Retained earnings	5,742,744	5,576,525
Treasury stock, 37,905,013 shares at March 30, 2019 and December 29, 2018	(2,107,768)	(2,107,768)
Accumulated other comprehensive loss, net	(100,594)	(103,552)
Total shareholders' equity	5,129,149	4,928,389
Total liabilities and shareholders' equity	$ 6,998,512	$ 6,708,636

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Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 30, 2019	Dec. 29, 2018
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	362,919,192	362,212,843
Treasury Stock, Shares	37,905,013	37,905,013

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Consolidated Statements Of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Revenues:
Revenues	$ 1,389,877	$ 1,292,861
Costs and expenses:
Costs of revenue	253,204	231,278
Sales and client service	640,187	589,948
Software development (Includes amortization of $56,245 and $50,001, respectively)	180,361	161,617
General and administrative	96,196	92,294
Amortization of acquisition-related intangibles	21,985	22,509
Total costs and expenses	1,191,933	1,097,646
Operating earnings	197,944	195,215
Other income, net	8,432	4,864
Earnings before income taxes	206,376	200,079
Income taxes	(40,157)	(40,078)
Net earnings	$ 166,219	$ 160,001
Basic earnings per share	$ 0.51	$ 0.48
Diluted earnings per share	$ 0.51	$ 0.48
Basic weighted average shares outstanding	324,573	332,395
Diluted weighted average shares outstanding	327,003	336,534

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Consolidated Statements Of Operations (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Income Statement [Abstract]
Software development, amortization	$ 56,245	$ 50,001

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Consolidated Statements Of Comprehensive Income - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract]
Net earnings	$ 166,219	$ 160,001
Foreign currency translation adjustment and other (net of taxes (benefit) of $(183) and $920, respectively)	2,321	2,794
Unrealized holding gain (loss) on available-for-sale investments (net of taxes (benefit) of $210 and $(293), respectively)	637	(898)
Comprehensive income	$ 169,177	$ 161,897

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Consolidated Statements Of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Foreign currency translation adjustment and other, taxes (benefit)	$ (183)	$ 920
Change in net unrealized holding gain (loss) on available-for-sale investments, taxes (benefit)	$ 210	$ (293)

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Consolidated Statements Of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$ 166,219	$ 160,001
Adjustments to reconcile net earnings to net cash provided by operating activities:
Depreciation and amortization	166,671	152,592
Share-based compensation expense	19,860	24,935
Provision for deferred income taxes	3,998	(3,047)
Changes in assets and liabilities:
Receivables, net	13,789	(70,608)
Inventory	928	1,445
Prepaid expenses and other	(13,318)	125,550
Accounts payable	(10,891)	7,608
Accrued income taxes	4,256	7,195
Deferred revenue	(61,547)	(7,205)
Other accrued liabilities	27,301	10,499
Net cash provided by operating activities	317,266	408,965
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital purchases	(119,261)	(79,711)
Capitalized software development costs	(74,551)	(73,602)
Purchases of investments	(90,953)	(151,387)
Sales and maturities of investments	110,104	101,674
Purchase of other intangibles	(8,994)	(8,472)
Net cash used in investing activities	(183,655)	(211,498)
CASH FLOWS FROM FINANCING ACTIVITIES:
Repayment of long-term debt	0	(75,000)
Proceeds from exercise of stock options	15,281	10,036
Payments to taxing authorities in connection with shares directly withheld from associates	(1,730)	(1,723)
Treasury stock purchases	(20,542)	(87,624)
Net cash used in financing activities	(6,991)	(154,311)
Effect of exchange rate changes on cash and cash equivalents	2,415	(680)
Net increase in cash and cash equivalents	129,035	42,476
Cash and cash equivalents at beginning of period	374,126	370,923
Cash and cash equivalents at end of period	$ 503,161	$ 413,399

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Consolidated Statements of Changes in Shareholders' Equity Statement - USD ($) $ in Thousands	Total	Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Treasury Stock [Member]	AOCI Attributable to Parent [Member]
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Cumulative Effect of New Accounting Principle in Period of Adoption				$ 7,600
Balance at Dec. 30, 2017		$ 3,592	$ 1,380,371	4,938,866	$ (1,464,099)	$ (73,382)
Common stock, shares issued at Dec. 30, 2017		359,205,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options		$ 7	8,331
Exercise of stock options, shares		667,000
Employee share-based compensation expense			24,935
Other comprehensive income (loss)						1,896
Treasury stock purchases					(87,624)
Net earnings	$ 160,001			160,001
Balance at Mar. 31, 2018		$ 3,599	1,413,637	5,106,467	(1,551,723)	(71,486)
Common stock, shares issued at Mar. 31, 2018		359,872,000
Balance at Dec. 29, 2018	$ 4,928,389	$ 3,622	1,559,562	5,576,525	(2,107,768)	(103,552)
Common stock, shares issued at Dec. 29, 2018	362,212,843	362,213,000
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of stock options		$ 7	11,716
Exercise of stock options, shares		706,000
Employee share-based compensation expense			19,860
Other comprehensive income (loss)						2,958
Net earnings	$ 166,219			166,219
Balance at Mar. 30, 2019	$ 5,129,149	$ 3,629	$ 1,591,138	$ 5,742,744	$ (2,107,768)	$ (100,594)
Common stock, shares issued at Mar. 30, 2019	362,919,192	362,919,000

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Interim Statement Presentation (Notes)

3 Months Ended

Mar. 30, 2019

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Interim Statement Presentation

Interim Statement Presentation

Basis of Presentation

The condensed consolidated financial statements included herein have been prepared by Cerner Corporation ("Cerner," the "Company," "we," "us" or "our") without audit, pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") have been condensed or omitted pursuant to such rules and regulations. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in our latest annual report on Form 10-K.

In management's opinion, the accompanying unaudited condensed consolidated financial statements include all adjustments (consisting of only normal recurring adjustments) necessary to present fairly the financial position and the results of operations and cash flows for the periods presented. Our interim results as presented in this Form 10-Q are not necessarily indicative of the operating results for the entire year.

The condensed consolidated financial statements were prepared using GAAP. These principles require us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses. Actual results could differ from those estimates.

Fiscal Period End

Our first fiscal quarter ends on the Saturday closest to March 31. The 2019 and 2018 first quarters ended on March 30, 2019 and March 31, 2018, respectively. All references to years in these notes to condensed consolidated financial statements represent the respective three months ended on such dates, unless otherwise noted.

Supplemental Disclosures of Cash Flow Information

	Three Months Ended
(In thousands)	2019		2018
Cash paid during the period for:
Interest (including amounts capitalized of $3,797 and $2,811, respectively)	$	7,288	$	8,199
Income taxes, net of refunds	22,511		(97,506		)

Voluntary Separation Plan

In January 2019, we adopted a voluntary separation plan ("2019 VSP") for eligible associates. Generally, the 2019 VSP was available to U.S. associates who met a minimum level of combined age and tenure, excluding, among others, our executive officers. Associates who elected to participate in the 2019 VSP received financial benefits commensurate with their tenure and position, along with vacation payout, medical benefits, and accelerated vesting of certain share-based payment awards.The irrevocable acceptance period for associates electing to participate in the 2019 VSP ended in early April 2019. We expect the resulting pre-tax charge in the second quarter of 2019 to approximate $41 million. Such charge will be included in general and administrative expense in our condensed consolidated statements of operations.

Accounting Pronouncements Adopted in 2019

Leases. In the first quarter of 2019, we adopted new lease accounting guidance. Refer to Note (6) for further details.

Callable Debt Securities.In March 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-08, Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities, which shortens the amortization period for certain investments in callable debt securities purchased at a premium by requiring the premium be amortized to the earliest call date. Such guidance would impact how premiums are amortized on our available-for-sale investments. We adopted ASU 2017-08 in the first quarter of 2019. Such guidance did not have an impact on our condensed consolidated financial statements and related disclosures.

Accumulated Other Comprehensive Income.In February 2018, the FASB issued ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which allows a reclassification from accumulated other comprehensive income ("AOCI") to retained earnings for "stranded tax effects" resulting from certain U.S. tax reform enacted in December 2017. Such "stranded tax effects" were created when deferred tax assets and liabilities related to items in AOCI were remeasured at the lower U.S. corporate tax rate in the period of enactment. We adopted ASU 2018-02 in the first quarter of 2019, and did not elect to reclassify "stranded tax effects" from AOCI to retained earnings.

Shareholders' Equity.In August 2018, the SEC issued Final Rule Release No. 33-10532, Disclosure Update and Simplification. Such guidance, among other things, extends to interim periods the annual requirement in SEC Regulation S-X, Rule 3-04 to disclose changes in shareholders' equity. Under the requirements in SEC Regulation S-X, Rules 8-03(a)(5) and 10-01(a)(7), as amended by this new guidance, registrants must now analyze changes in shareholders' equity, in the form of a reconciliation, for the current and comparative year-to-date interim periods, with subtotals for each interim period. This guidance is effective for filings submitted on or after November 5, 2018. We have presented a separate condensed consolidated statement of changes in shareholders' equity in this Form 10-Q in order to satisfy this new disclosure requirement.

Recently Issued Accounting Pronouncements

Credit Losses on Financial Instruments.In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which provides new guidance regarding the measurement and recognition of credit impairment for certain financial assets. Such guidance will impact how we determine our allowance for estimated uncollectible receivables and evaluate our available-for-sale investments for impairment. ASU 2016-13 is effective for the Company in the first quarter of 2020, with early adoption permitted in the first quarter of 2019. We are currently evaluating the effect that ASU 2016-13 will have on our consolidated financial statements and related disclosures, and we did not early adopt.

Collaborative Arrangements.In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606, which clarifies when transactions between participants in a collaborative arrangement are within the scope of the FASB's new revenue standard (Topic 606). Such guidance clarifies revenue recognition and financial statement presentation for transactions between collaboration participants. ASU 2018-18 is effective for the Company in the first quarter of 2020, with early adoption permitted. The standard requires retrospective application to the date we adopted Topic 606, December 31, 2017. We are currently evaluating the effect that ASU 2018-18 will have on our consolidated financial statements and related disclosures, and we do not expect to early adopt.

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Revenue from Contracts with Customers (Notes)

3 Months Ended

Mar. 30, 2019

Revenue from Contract with Customer [Abstract]

Revenue from Contract with Customer [Text Block]

Revenue Recognition

Disaggregation of Revenue

The following table presents revenues disaggregated by our business models:

	Three Months Ended
	2019						2018
(In thousands)	Domestic Segment		International Segment		Total		Domestic Segment		International Segment		Total
Licensed software	$	140,445	$	14,032	$	154,477	$	124,094	$	10,725	$	134,819
Technology resale	49,158		6,382		55,540		58,249		5,127		63,376
Subscriptions	77,702		6,589		84,291		69,852		6,784		76,636
Professional services	437,229		53,210		490,439		379,844		61,424		441,268
Managed services	277,325		27,068		304,393		246,145		22,160		268,305
Support and maintenance	226,481		50,482		276,963		234,236		50,328		284,564
Reimbursed travel	22,490		1,284		23,774		22,676		1,217		23,893
Total revenues	$	1,230,830	$	159,047	$	1,389,877	$	1,135,096	$	157,765	$	1,292,861

The following table presents our revenues disaggregated by timing of revenue recognition:

	Three Months Ended
	2019						2018
(In thousands)	Domestic Segment		International Segment		Total		Domestic Segment		International Segment		Total
Revenue recognized over time	$	1,135,982	$	142,211	$	1,278,193	$	1,028,495	$	144,135	$	1,172,630
Revenue recognized at a point in time	94,848		16,836		111,684		106,601		13,630		120,231
Total revenues	$	1,230,830	$	159,047	$	1,389,877	$	1,135,096	$	157,765	$	1,292,861

Transaction Price Allocated to Remaining Performance Obligations

As of March 30, 2019, the aggregate amount of transaction price allocated to performance obligations that are unsatisfied (or partially unsatisfied) for executed contracts approximates $14.87 billion of which we expect to recognize approximately 29% of the revenue over the next 12 months and the remainder thereafter.

Contract Liabilities

Customer payments received in advance of satisfaction of the related performance obligations are deferred as contract liabilities. Such amounts are classified in our condensed consolidated balance sheets as deferred revenue. During the three months endedMarch 30, 2019, we recognized $150 million of revenues that were included in our contract liability balance at the beginning of such period.

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Receivables

3 Months Ended

Mar. 30, 2019

Receivables [Abstract]

Receivables

Receivables

A summary of net receivables is as follows:

(In thousands)	March 30, 2019		December 29, 2018
Client receivables	$	1,233,419	$	1,237,127
Less: Allowance for doubtful accounts	74,204		64,561
Client receivables, net of allowance	1,159,215		1,172,566
Current portion of lease receivables (under ASC Topic 840)	—		10,928
Total receivables, net	$	1,159,215	$	1,183,494

During the first three months of 2019 and 2018, we received total client cash collections of $1.36 billion and $1.27 billion, respectively.

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Investments

3 Months Ended

Mar. 30, 2019

Investments [Abstract]

Investments

Investments

Available-for-sale investments at March 30, 2019 were as follows:

(In thousands)	Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Cash equivalents:
Money market funds	$	77,709	$	—	$	—		$	77,709
Time deposits	63,300		—		—			63,300
Commercial paper	72,965		—		—			72,965
Total cash equivalents	213,974		—		—			213,974
Short-term investments:
Time deposits	35,011		—		—			35,011
Commercial paper	85,631		17		(30		)	85,618
Government and corporate bonds	280,119		84		(323		)	279,880
Total short-term investments	400,761		101		(353		)	400,509
Long-term investments:
Government and corporate bonds	1,319		—		(2		)	1,317
Total available-for-sale investments	$	616,054	$	101	$	(355	)	$	615,800

Available-for-sale investments at December 29, 2018 were as follows:

(In thousands)	Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Cash equivalents:
Money market funds	$	76,471	$	—	$	—		$	76,471
Time deposits	71,461		—		—			71,461
Commercial Paper	10,000		—		—			10,000
Total cash equivalents	157,932		—		—			157,932
Short-term investments:
Time deposits	31,947		—		—			31,947
Commercial paper	75,445		—		(91		)	75,354
Government and corporate bonds	294,941		1		(958		)	293,984
Total short-term investments	402,333		1		(1,049		)	401,285
Long-term investments:
Government and corporate bonds	18,247		—		(55		)	18,192
Total available-for-sale investments	$	578,512	$	1	$	(1,104	)	$	577,409

Other Investments

At March 30, 2019 and December 29, 2018, we had cost method investments of $277 million. Such investments are included in long-term investments in our condensed consolidated balance sheets. We did not record any changes in the measurement of such investments for the three months ended ended March 30, 2019 and March 31, 2018, respectively.

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Fair Value Measurements

3 Months Ended

Mar. 30, 2019

Fair Value Disclosures [Abstract]

Fair Value Measurements

Fair Value Measurements

We determine fair value measurements used in our consolidated financial statements based upon the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value hierarchy distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity's own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below:

• Level 1 – Valuations based on quoted prices in active markets for identical assets or liabilities that the entity has the ability to access.

• Level 2 – Valuations based on quoted prices for similar assets or liabilities, quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable data for substantially the full term of the assets or liabilities.

• Level 3 – Valuations based on inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities.

The following table details our financial assets measured and recorded at fair value on a recurring basis at March 30, 2019:

(In thousands)
		Fair Value Measurements Using
Description	Balance Sheet Classification	Level 1		Level 2		Level 3
Money market funds	Cash equivalents	$	77,709	$	—	$	—
Time deposits	Cash equivalents	—		63,300		—
Commercial paper	Cash equivalents	—		72,965		—
Time deposits	Short-term investments	—		35,011		—
Commercial paper	Short-term investments	—		85,618		—
Government and corporate bonds	Short-term investments	—		279,880		—
Government and corporate bonds	Long-term investments	—		1,317		—

The following table details our financial assets measured and recorded at fair value on a recurring basis at December 29, 2018:

(In thousands)
		Fair Value Measurements Using
Description	Balance Sheet Classification	Level 1		Level 2		Level 3
Money market funds	Cash equivalents	$	76,471	$	—	$	—
Time deposits	Cash equivalents	—		71,461		—
Commercial Paper	Cash equivalents	—		10,000		—
Time deposits	Short-term investments	—		31,947		—
Commercial paper	Short-term investments	—		75,354		—
Government and corporate bonds	Short-term investments	—		293,984		—
Government and corporate bonds	Long-term investments	—		18,192		—

We estimate the fair value of our long-term, fixed rate debt using a Level 3 discounted cash flow analysis based on current borrowing rates for debt with similar maturities. The fair value of our long-term debt, including current maturities, at March 30, 2019 and December 29, 2018 was approximately $438 million and $431 million, respectively. The carrying amount of such debt at both March 30, 2019 and December 29, 2018 was $425 million.

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Leases (Notes)

3 Months Ended

Mar. 30, 2019

Lessee Disclosure [Abstract]

Lessee, Operating Leases [Text Block]

Leases

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which introduces a new accounting model that requires most leases to be reported on the balance sheet. It also establishes disclosure requirements, which are more extensive than those required under prior U.S. GAAP.The standard requires use of the modified retrospective (cumulative effect) transition approach and was effective for the Company in the first quarter of 2019. We selected the effective date of ASU 2016-02 as the date of initial application on transition, as permitted by ASU 2016-02, as amended ("Topic 842"). Under this transition method, the cumulative effect from prior periods upon applying the new guidance to arrangements containing leases was recognized in our condensed consolidated balance sheets as of December 30, 2018. We did not recast comparative periods.

A summary of such cumulative effect adjustment is as follows:

(In thousands)	Increase / (Decrease)
Right-of-use asset	$	129,652
Prepaid expenses and other	3,968
Other current liabilities	22,767
Other liabilities	110,853

Arrangements Containing Leases

The cumulative effect adjustment above, is primarily comprised of arrangements where we are the lessee under operating leases for real estate (office, data center, and warehouse space) and certain dedicated fiber optic lines within our infrastructure. The duration of these agreements ranges from several months to in excess of 20 years. Generally, variable lease payments under these operating lease agreements relate to amounts based on changes to an index or rate (i.e. percentage change in the consumer price index). We do not have any arrangements where we are the lessee, classified as finance leases in our condensed consolidated financial statements.

In addition to the items described above, we also procure hotel stays and rental cars related to associate business travel, and the use of certain equipment for trade shows, client presentations, conferences, and internal meetings. We have made the policy election to classify such arrangements as short-term leases, as defined in Topic 842. As such, we have not recognized lease liabilities and right-of-use assets for such arrangements in our condensed consolidated financial statements. The duration of these arrangements is less than one month. Therefore, we do not disclose any short-term lease expense, as permitted by Topic 842. Expense for such items is recognized on a straight-line basis over the term of such arrangements.

Arrangements in which we are the lessor, are not significant to our condensed consolidated financial statements.

Amounts Included in the Condensed Consolidated Financial Statements

The following table presents a summary of lease liability and right-of-use asset amounts included in our condensed consolidated balance sheets as of March 30, 2019, under operating lease arrangements where we are the lessee:

(In thousands)
Description	Balance Sheet Classification	March 30, 2019
Right-of-use asset	Right-of-use assets	$	134,137
Lease liability - current	Other current liabilities	29,746
Lease liability - non-current	Other liabilities	112,606

Lease liabilities recorded upon the commencement of operating leases during the three months endedMarch 30, 2019, were $16 million.

For the three months endedMarch 30, 2019, operating lease cost was $9 million and variable lease cost was less than $1 million.

Maturity Analysis

Aggregate future payments under operating lease arrangements where we are the lessee (by fiscal year) are as follows:

(In thousands)	Operating Lease Obligations
Remainder of 2019	$	26,506
2020	31,186
2021	26,576
2022	20,890
2023	14,092
2024 and thereafter	46,689
Aggregate future payments	165,939
Impact of discounting	(23,587		)
Aggregate lease liability at March 30, 2019	$	142,352

At March 30, 2019, the weighted-average remaining lease term and weighted-average discount rate for our operating lease arrangements where we are the lessee were 7.15 years and 3.7%, respectively.

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Income Taxes

3 Months Ended

Mar. 30, 2019

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

We determine the tax provision for interim periods using an estimate of our annual effective tax rate, adjusted for discrete items, if any, that are taken into account in the relevant period. Each quarter we update our estimate of the annual effective tax rate, and if our estimated tax rate changes, we make a cumulative adjustment. Our effective tax rate was 19.5% and 20.0% for the first three months of 2019 and 2018, respectively.

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Earnings Per Share

3 Months Ended

Mar. 30, 2019

Earnings Per Share [Abstract]

Earnings Per Share

Earnings Per Share

A reconciliation of the numerators and the denominators of the basic and diluted per share computations are as follows:

	Three Months Ended
	2019					2018
	Earnings		Shares	Per-Share		Earnings		Shares	Per-Share
(In thousands, except per share data)	(Numerator)		(Denominator)	Amount		(Numerator)		(Denominator)	Amount
Basic earnings per share:
Income available to common shareholders	$	166,219	324,573	$	0.51	$	160,001	332,395	$	0.48
Effect of dilutive securities:
Stock options and non-vested shares	—		2,430			—		4,139
Diluted earnings per share:
Income available to common shareholders including assumed conversions	$	166,219	327,003	$	0.51	$	160,001	336,534	$	0.48

For the three months ended March 30, 2019 and March 31, 2018, options to purchase 13.7 million and 11.2 million shares of common stock at per share prices ranging from $47.99 to $73.40 and $51.19 to $73.40, respectively, were outstanding but were not included in the computation of diluted earnings per share because they were anti-dilutive.

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Share-Based Compensation

3 Months Ended

Mar. 30, 2019

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Share-Based Compensation and Equity

Share-Based Compensation and Equity

Stock Options

Stock option activity for the three months endedMarch 30, 2019 was as follows:

(In thousands, except per share data)	Number of Shares		Weighted- Average Exercise  Price		Aggregate Intrinsic  Value		Weighted-Average       Remaining       Contractual  Term (Yrs)
Outstanding at beginning of year	21,792		$	52.31
Granted	39		55.28
Exercised	(750	)	19.16
Forfeited and expired	(329	)	62.92
Outstanding as of March 30, 2019	20,752		53.34		$	138,631	6.12
Exercisable as of March 30, 2019	10,663		$	46.77	$	131,285	4.40

The weighted-average assumptions used to estimate the fair value, under the Black-Scholes-Merton pricing model, of stock options granted during the three months endedMarch 30, 2019 were as follows:

Expected volatility (%)	26.1		%
Expected dividend rate (%)	1		%
Expected term (yrs)	7
Risk-free rate (%)	2.6		%
Fair value per option	$	15.62

As of March 30, 2019, there was $132 million of total unrecognized compensation cost related to stock options granted under all plans. That cost is expected to be recognized over a weighted-average period of 3.08 years.

Non-vested Shares and Share Units

Non-vested share and share unit activity for the three months endedMarch 30, 2019 was as follows:

(In thousands, except per share data)	Number of Shares		Weighted-Average Grant Date Fair Value
Outstanding at beginning of year	882		$	62.82
Granted	10		54.47
Vested	(4	)	59.22
Forfeited	(6	)	59.62
Outstanding as of March 30, 2019	882		$	62.76

As of March 30, 2019, there was $26 million of total unrecognized compensation cost related to non-vested share and share unit awards granted under all plans. That cost is expected to be recognized over a weighted-average period of 1.84 years.

Share-Based Compensation Cost

The following table presents total compensation expense recognized with respect to stock options, non-vested shares and share units, and our associate stock purchase plan:

	Three Months Ended
(In thousands)	2019		2018
Stock option and non-vested share and share unit compensation expense	$	19,860	$	24,935
Associate stock purchase plan expense	1,542		1,362
Amounts capitalized in software development costs, net of amortization	187		160
Amounts charged against earnings, before income tax benefit	$	21,589	$	26,457
Amount of related income tax benefit recognized in earnings	$	4,201	$	5,300

Treasury Stock

In May 2018, our Board of Directors approved an amendment to our share repurchase program that allowed for the Company to repurchase up to an aggregate $1.0 billion of shares of our common stock, excluding transaction costs. In April 2019, our Board of Directors approved a further amendment to this share repurchase program. Under this new amendment, the Company is authorized to repurchase up to an additional $1.2 billion of shares of our common stock, for an aggregate of $2.2 billion, excluding transaction costs. The repurchases are to be effected in the open market, by block purchase, in privately negotiated transactions, or through other transactions managed by broker-dealers. No time limit was set for the completion of the program. As of the date of this filing, $1.5 billion remains available for repurchase under the amended program.

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Contingencies

3 Months Ended

Mar. 30, 2019

Commitments and Contingencies Disclosure [Abstract]

Contingencies Disclosure

Contingencies

We accrue estimates for resolution of any legal and other contingencies when losses are probable and reasonably estimable, in accordance with Accounting Standards Codification Topic 450, Contingencies.

The terms of our software license agreements with our clients generally provide for limited indemnification of such clients against losses, expenses and liabilities arising from third party claims based on alleged infringement by our solutions of an intellectual property right of such third party. The terms of such indemnification often limit the scope of and remedies for such indemnification obligations and generally include a right to replace or modify an infringing solution. To date, we have not had to reimburse any of our clients for any judgments or settlements to third parties related to these indemnification provisions pertaining to intellectual property infringement claims. For several reasons, including the lack of a sufficient number of prior indemnification claims and the lack of a monetary liability limit for certain infringement cases under the terms of the corresponding agreements with our clients, we cannot determine the maximum amount of potential future payments, if any, related to such indemnification provisions.

In addition to commitments and obligations in the ordinary course of business, we are involved in various other legal proceedings and claims that arise in the ordinary course of business, including for example, employment and client disputes and litigation alleging solution and implementation defects, personal injury, intellectual property infringement, violations of law and breaches of contract and warranties. Many of these proceedings are at preliminary stages and many seek an indeterminate amount of damages. At this time, we do not believe the range of potential losses under such claims to be material to our condensed consolidated financial statements.

No less than quarterly, we review the status of each significant matter and assess our potential financial exposure. We accrue a liability for an estimated loss if the potential loss from any legal proceeding or claim is considered probable and the amount can be reasonably estimated. Significant judgment is required in both the determination of probability and the determination as to whether the amount of an exposure is reasonably estimable, and accruals are based only on the information available to our management at the time the judgment is made. Furthermore, the outcome of legal proceedings is inherently uncertain, and we may incur substantial defense costs and expenses defending any of these matters. Should any one or a combination of more than one of these proceedings be successful, or should we determine to settle any one or a combination of these matters, we may be required to pay substantial sums, become subject to the entry of an injunction or be forced to change the manner in which we operate our business, which could have a material adverse impact on our business, results of operations, cash flows or financial condition.

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Segment Reporting

3 Months Ended

Mar. 30, 2019

Segment Reporting [Abstract]

Segment Reporting

Segment Reporting

We have two operating segments, Domestic and International (formerly referred to as Global). Revenues are derived primarily from the sale of clinical, financial and administrative information solutions and services. The cost of revenues includes the cost of third party consulting services, computer hardware, devices and sublicensed software purchased from manufacturers for delivery to clients. It also includes the cost of hardware maintenance and sublicensed software support subcontracted to the manufacturers. Operating expenses incurred by the geographic business segments consist of sales and client service expenses including salaries of sales and client service personnel, expenses associated with our managed services business, marketing expenses, communications expenses and unreimbursed travel expenses. "Other" includes expenses that have not been allocated to the operating segments, such as software development, general and administrative expenses, acquisition costs and related adjustments, share-based compensation expense, and certain amortization and depreciation. Performance of the segments is assessed at the operating earnings level by our chief operating decision maker, who is our Chief Executive Officer. Items such as interest, income taxes, capital expenditures and total assets are managed at the consolidated level and thus are not included in our operating segment disclosures. Accounting policies for each of the reportable segments are the same as those used on a consolidated basis.

The following table presents a summary of our operating segments and other expense for the three months endedMarch 30, 2019 and March 31, 2018:

(In thousands)	Domestic		International		Other			Total
Three Months Ended 2019
Revenues	$	1,230,830	$	159,047	$	—		$	1,389,877
Costs of revenue	228,559		24,645		—			253,204
Operating expenses	572,018		68,169		298,542			938,729
Total costs and expenses	800,577		92,814		298,542			1,191,933
Operating earnings (loss)	$	430,253	$	66,233	$	(298,542	)	$	197,944

(In thousands)	Domestic		International		Other			Total
Three Months Ended 2018
Revenues	$	1,135,096	$	157,765	$	—		$	1,292,861
Costs of revenue	206,674		24,604		—			231,278
Operating expenses	519,871		69,144		277,353			866,368
Total costs and expenses	726,545		93,748		277,353			1,097,646
Operating earnings (loss)	$	408,551	$	64,017	$	(277,353	)	$	195,215

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Interim Statement Presentation Supplemental Cash Flow Information (Tables)

3 Months Ended

Mar. 30, 2019

Supplemental Cash Flow Elements [Abstract]

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

Supplemental Disclosures of Cash Flow Information

	Three Months Ended
(In thousands)	2019		2018
Cash paid during the period for:
Interest (including amounts capitalized of $3,797 and $2,811, respectively)	$	7,288	$	8,199
Income taxes, net of refunds	22,511		(97,506		)

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Revenue from Contracts with Customers (Tables)

3 Months Ended

Mar. 30, 2019

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue [Table Text Block]

The following table presents revenues disaggregated by our business models:

	Three Months Ended
	2019						2018
(In thousands)	Domestic Segment		International Segment		Total		Domestic Segment		International Segment		Total
Licensed software	$	140,445	$	14,032	$	154,477	$	124,094	$	10,725	$	134,819
Technology resale	49,158		6,382		55,540		58,249		5,127		63,376
Subscriptions	77,702		6,589		84,291		69,852		6,784		76,636
Professional services	437,229		53,210		490,439		379,844		61,424		441,268
Managed services	277,325		27,068		304,393		246,145		22,160		268,305
Support and maintenance	226,481		50,482		276,963		234,236		50,328		284,564
Reimbursed travel	22,490		1,284		23,774		22,676		1,217		23,893
Total revenues	$	1,230,830	$	159,047	$	1,389,877	$	1,135,096	$	157,765	$	1,292,861

The following table presents our revenues disaggregated by timing of revenue recognition:

	Three Months Ended
	2019						2018
(In thousands)	Domestic Segment		International Segment		Total		Domestic Segment		International Segment		Total
Revenue recognized over time	$	1,135,982	$	142,211	$	1,278,193	$	1,028,495	$	144,135	$	1,172,630
Revenue recognized at a point in time	94,848		16,836		111,684		106,601		13,630		120,231
Total revenues	$	1,230,830	$	159,047	$	1,389,877	$	1,135,096	$	157,765	$	1,292,861

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Receivables (Tables)

3 Months Ended

Mar. 30, 2019

Receivables [Abstract]

Summary of Net Receivables

A summary of net receivables is as follows:

(In thousands)	March 30, 2019		December 29, 2018
Client receivables	$	1,233,419	$	1,237,127
Less: Allowance for doubtful accounts	74,204		64,561
Client receivables, net of allowance	1,159,215		1,172,566
Current portion of lease receivables (under ASC Topic 840)	—		10,928
Total receivables, net	$	1,159,215	$	1,183,494

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Investments (Tables)

3 Months Ended

Mar. 30, 2019

Investments [Abstract]

Schedule of available-for-sale investments

Available-for-sale investments at March 30, 2019 were as follows:

(In thousands)	Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Cash equivalents:
Money market funds	$	77,709	$	—	$	—		$	77,709
Time deposits	63,300		—		—			63,300
Commercial paper	72,965		—		—			72,965
Total cash equivalents	213,974		—		—			213,974
Short-term investments:
Time deposits	35,011		—		—			35,011
Commercial paper	85,631		17		(30		)	85,618
Government and corporate bonds	280,119		84		(323		)	279,880
Total short-term investments	400,761		101		(353		)	400,509
Long-term investments:
Government and corporate bonds	1,319		—		(2		)	1,317
Total available-for-sale investments	$	616,054	$	101	$	(355	)	$	615,800

Available-for-sale investments at December 29, 2018 were as follows:

(In thousands)	Adjusted Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
Cash equivalents:
Money market funds	$	76,471	$	—	$	—		$	76,471
Time deposits	71,461		—		—			71,461
Commercial Paper	10,000		—		—			10,000
Total cash equivalents	157,932		—		—			157,932
Short-term investments:
Time deposits	31,947		—		—			31,947
Commercial paper	75,445		—		(91		)	75,354
Government and corporate bonds	294,941		1		(958		)	293,984
Total short-term investments	402,333		1		(1,049		)	401,285
Long-term investments:
Government and corporate bonds	18,247		—		(55		)	18,192
Total available-for-sale investments	$	578,512	$	1	$	(1,104	)	$	577,409

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Fair Value Measurements (Tables)

3 Months Ended

Mar. 30, 2019

Fair Value Disclosures [Abstract]

Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis

The following table details our financial assets measured and recorded at fair value on a recurring basis at March 30, 2019:

(In thousands)
		Fair Value Measurements Using
Description	Balance Sheet Classification	Level 1		Level 2		Level 3
Money market funds	Cash equivalents	$	77,709	$	—	$	—
Time deposits	Cash equivalents	—		63,300		—
Commercial paper	Cash equivalents	—		72,965		—
Time deposits	Short-term investments	—		35,011		—
Commercial paper	Short-term investments	—		85,618		—
Government and corporate bonds	Short-term investments	—		279,880		—
Government and corporate bonds	Long-term investments	—		1,317		—

The following table details our financial assets measured and recorded at fair value on a recurring basis at December 29, 2018:

(In thousands)
		Fair Value Measurements Using
Description	Balance Sheet Classification	Level 1		Level 2		Level 3
Money market funds	Cash equivalents	$	76,471	$	—	$	—
Time deposits	Cash equivalents	—		71,461		—
Commercial Paper	Cash equivalents	—		10,000		—
Time deposits	Short-term investments	—		31,947		—
Commercial paper	Short-term investments	—		75,354		—
Government and corporate bonds	Short-term investments	—		293,984		—
Government and corporate bonds	Long-term investments	—		18,192		—

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Leases (Tables)

3 Months Ended

Mar. 30, 2019

Lessee Disclosure [Abstract]

Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block]

A summary of such cumulative effect adjustment is as follows:

(In thousands)	Increase / (Decrease)
Right-of-use asset	$	129,652
Prepaid expenses and other	3,968
Other current liabilities	22,767
Other liabilities	110,853

Lessee, Operating Lease, Amounts Included in Balance Sheet [Table Text Block]

The following table presents a summary of lease liability and right-of-use asset amounts included in our condensed consolidated balance sheets as of March 30, 2019, under operating lease arrangements where we are the lessee:

(In thousands)
Description	Balance Sheet Classification	March 30, 2019
Right-of-use asset	Right-of-use assets	$	134,137
Lease liability - current	Other current liabilities	29,746
Lease liability - non-current	Other liabilities	112,606

Lessee, Operating Lease, Liability, Maturity [Table Text Block]

Aggregate future payments under operating lease arrangements where we are the lessee (by fiscal year) are as follows:

(In thousands)	Operating Lease Obligations
Remainder of 2019	$	26,506
2020	31,186
2021	26,576
2022	20,890
2023	14,092
2024 and thereafter	46,689
Aggregate future payments	165,939
Impact of discounting	(23,587		)
Aggregate lease liability at March 30, 2019	$	142,352

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Earnings Per Share (Tables)

3 Months Ended

Mar. 30, 2019

Earnings Per Share [Abstract]

Reconciliation Of The Numerators And The Denominators Of The Basic And Diluted Per Share

A reconciliation of the numerators and the denominators of the basic and diluted per share computations are as follows:

	Three Months Ended
	2019					2018
	Earnings		Shares	Per-Share		Earnings		Shares	Per-Share
(In thousands, except per share data)	(Numerator)		(Denominator)	Amount		(Numerator)		(Denominator)	Amount
Basic earnings per share:
Income available to common shareholders	$	166,219	324,573	$	0.51	$	160,001	332,395	$	0.48
Effect of dilutive securities:
Stock options and non-vested shares	—		2,430			—		4,139
Diluted earnings per share:
Income available to common shareholders including assumed conversions	$	166,219	327,003	$	0.51	$	160,001	336,534	$	0.48

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Share-Based Compensation (Tables)

3 Months Ended

Mar. 30, 2019

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule Of Stock Options Activity

Stock option activity for the three months endedMarch 30, 2019 was as follows:

(In thousands, except per share data)	Number of Shares		Weighted- Average Exercise  Price		Aggregate Intrinsic  Value		Weighted-Average       Remaining       Contractual  Term (Yrs)
Outstanding at beginning of year	21,792		$	52.31
Granted	39		55.28
Exercised	(750	)	19.16
Forfeited and expired	(329	)	62.92
Outstanding as of March 30, 2019	20,752		53.34		$	138,631	6.12
Exercisable as of March 30, 2019	10,663		$	46.77	$	131,285	4.40

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions

The weighted-average assumptions used to estimate the fair value, under the Black-Scholes-Merton pricing model, of stock options granted during the three months endedMarch 30, 2019 were as follows:

Expected volatility (%)	26.1		%
Expected dividend rate (%)	1		%
Expected term (yrs)	7
Risk-free rate (%)	2.6		%
Fair value per option	$	15.62

Schedule of Share-based Compensation, Restricted Stock Activity

Non-vested share and share unit activity for the three months endedMarch 30, 2019 was as follows:

(In thousands, except per share data)	Number of Shares		Weighted-Average Grant Date Fair Value
Outstanding at beginning of year	882		$	62.82
Granted	10		54.47
Vested	(4	)	59.22
Forfeited	(6	)	59.62
Outstanding as of March 30, 2019	882		$	62.76

Compensation Expense Recognized In The Condensed Consolidated Statements Of Operations

The following table presents total compensation expense recognized with respect to stock options, non-vested shares and share units, and our associate stock purchase plan:

	Three Months Ended
(In thousands)	2019		2018
Stock option and non-vested share and share unit compensation expense	$	19,860	$	24,935
Associate stock purchase plan expense	1,542		1,362
Amounts capitalized in software development costs, net of amortization	187		160
Amounts charged against earnings, before income tax benefit	$	21,589	$	26,457
Amount of related income tax benefit recognized in earnings	$	4,201	$	5,300

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Segment Reporting (Tables)

3 Months Ended

Mar. 30, 2019

Segment Reporting [Abstract]

Summary of the Operating Information

The following table presents a summary of our operating segments and other expense for the three months endedMarch 30, 2019 and March 31, 2018:

(In thousands)	Domestic		International		Other			Total
Three Months Ended 2019
Revenues	$	1,230,830	$	159,047	$	—		$	1,389,877
Costs of revenue	228,559		24,645		—			253,204
Operating expenses	572,018		68,169		298,542			938,729
Total costs and expenses	800,577		92,814		298,542			1,191,933
Operating earnings (loss)	$	430,253	$	66,233	$	(298,542	)	$	197,944

(In thousands)	Domestic		International		Other			Total
Three Months Ended 2018
Revenues	$	1,135,096	$	157,765	$	—		$	1,292,861
Costs of revenue	206,674		24,604		—			231,278
Operating expenses	519,871		69,144		277,353			866,368
Total costs and expenses	726,545		93,748		277,353			1,097,646
Operating earnings (loss)	$	408,551	$	64,017	$	(277,353	)	$	195,215

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Interim Statement Presentation Policies (Details)	3 Months Ended
	Mar. 30, 2019
Interim Statement Presentation [Line Items]
Subsequent Event, Description	The irrevocable acceptance period for associates electing to participate in the 2019 VSP ended in early April 2019. We expect the resulting pre-tax charge in the second quarter of 2019 to approximate $41 million.
Basis of Accounting, Policy [Policy Text Block]	The condensed consolidated financial statements were prepared using GAAP
Use of Estimates, Policy [Policy Text Block]	These principles require us to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities and the reported amounts of revenues and expenses
Fiscal Period, Policy [Policy Text Block]	Our first fiscal quarter ends on the Saturday closest to March 31. The 2019 and 2018 first quarters ended on March 30, 2019 and March 31, 2018, respectively. All references to years in these notes to condensed consolidated financial statements represent the respective three months ended on such dates, unless otherwise noted
Accounting Standards Update 2016-13 [Member]
Interim Statement Presentation [Line Items]
Description of New Accounting Pronouncements Not yet Adopted [Text Block]	In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which provides new guidance regarding the measurement and recognition of credit impairment for certain financial assets. Such guidance will impact how we determine our allowance for estimated uncollectible receivables and evaluate our available-for-sale investments for impairment. ASU 2016-13 is effective for the Company in the first quarter of 2020, with early adoption permitted in the first quarter of 2019. We are currently evaluating the effect that ASU 2016-13 will have on our consolidated financial statements and related disclosures, and we did not early adopt
Accounting Standards Update 2017-08 [Member]
Interim Statement Presentation [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Description	In March 2017, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2017-08, Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities, which shortens the amortization period for certain investments in callable debt securities purchased at a premium by requiring the premium be amortized to the earliest call date. Such guidance would impact how premiums are amortized on our available-for-sale investments. We adopted ASU 2017-08 in the first quarter of 2019. Such guidance did not have an impact on our condensed consolidated financial statements and related disclosures
Accounting Standards Update 2018-02 [Member]
Interim Statement Presentation [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Description	In February 2018, the FASB issued ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, which allows a reclassification from accumulated other comprehensive income ("AOCI") to retained earnings for "stranded tax effects" resulting from certain U.S. tax reform enacted in December 2017. Such "stranded tax effects" were created when deferred tax assets and liabilities related to items in AOCI were remeasured at the lower U.S. corporate tax rate in the period of enactment. We adopted ASU 2018-02 in the first quarter of 2019, and did not elect to reclassify "stranded tax effects" from AOCI to retained earnings
SEC Final Rule Release No. 33-10532 [Member]
Interim Statement Presentation [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Description	In August 2018, the SEC issued Final Rule Release No. 33-10532, Disclosure Update and Simplification. Such guidance, among other things, extends to interim periods the annual requirement in SEC Regulation S-X, Rule 3-04 to disclose changes in shareholders' equity. Under the requirements in SEC Regulation S-X, Rules 8-03(a)(5) and 10-01(a)(7), as amended by this new guidance, registrants must now analyze changes in shareholders' equity, in the form of a reconciliation, for the current and comparative year-to-date interim periods, with subtotals for each interim period. This guidance is effective for filings submitted on or after November 5, 2018. We have presented a separate condensed consolidated statement of changes in shareholders' equity in this Form 10-Q in order to satisfy this new disclosure requirement
Accounting Standards Update 2018-18 [Member]
Interim Statement Presentation [Line Items]
Description of New Accounting Pronouncements Not yet Adopted [Text Block]	In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606, which clarifies when transactions between participants in a collaborative arrangement are within the scope of the FASB's new revenue standard (Topic 606). Such guidance clarifies revenue recognition and financial statement presentation for transactions between collaboration participants. ASU 2018-18 is effective for the Company in the first quarter of 2020, with early adoption permitted. The standard requires retrospective application to the date we adopted Topic 606, December 31, 2017. We are currently evaluating the effect that ASU 2018-18 will have on our consolidated financial statements and related disclosures, and we do not expect to early adopt
2019 VSP [Member]
Interim Statement Presentation [Line Items]
Description of Postemployment Benefits	Associates who elected to participate in the 2019 VSP received financial benefits commensurate with their tenure and position, along with vacation payout, medical benefits, and accelerated vesting of certain share-based payment awards.

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Interim Statement Presentation Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Supplemental Cash Flow Elements [Abstract]
Interest Paid, Capitalized	$ 3,797	$ 2,811
Interest Paid	7,288	8,199
Income Taxes Paid, Net	$ 22,511	$ (97,506)

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Revenue from Contracts with Customers Disaggregation of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Disaggregation of Revenue [Line Items]
Revenues	$ 1,389,877	$ 1,292,861
Transferred over Time [Member]
Disaggregation of Revenue [Line Items]
Revenues	1,278,193	1,172,630
Transferred at Point in Time [Member]
Disaggregation of Revenue [Line Items]
Revenues	111,684	120,231
Domestic Segment
Disaggregation of Revenue [Line Items]
Revenues	1,230,830	1,135,096
Domestic Segment | Transferred over Time [Member]
Disaggregation of Revenue [Line Items]
Revenues	1,135,982	1,028,495
Domestic Segment | Transferred at Point in Time [Member]
Disaggregation of Revenue [Line Items]
Revenues	94,848	106,601
International Segment [Member]
Disaggregation of Revenue [Line Items]
Revenues	159,047	157,765
International Segment [Member] | Transferred over Time [Member]
Disaggregation of Revenue [Line Items]
Revenues	142,211	144,135
International Segment [Member] | Transferred at Point in Time [Member]
Disaggregation of Revenue [Line Items]
Revenues	16,836	13,630
Sales Revenue, Licensed Software, Net [Member]
Disaggregation of Revenue [Line Items]
Revenues	154,477	134,819
Sales Revenue, Licensed Software, Net [Member] | Domestic Segment
Disaggregation of Revenue [Line Items]
Revenues	140,445	124,094
Sales Revenue, Licensed Software, Net [Member] | International Segment [Member]
Disaggregation of Revenue [Line Items]
Revenues	14,032	10,725
Sales Revenue, Technology Resale, Net [Member]
Disaggregation of Revenue [Line Items]
Revenues	55,540	63,376
Sales Revenue, Technology Resale, Net [Member] | Domestic Segment
Disaggregation of Revenue [Line Items]
Revenues	49,158	58,249
Sales Revenue, Technology Resale, Net [Member] | International Segment [Member]
Disaggregation of Revenue [Line Items]
Revenues	6,382	5,127
Sales Revenue, Subscriptions, Net [Member]
Disaggregation of Revenue [Line Items]
Revenues	84,291	76,636
Sales Revenue, Subscriptions, Net [Member] | Domestic Segment
Disaggregation of Revenue [Line Items]
Revenues	77,702	69,852
Sales Revenue, Subscriptions, Net [Member] | International Segment [Member]
Disaggregation of Revenue [Line Items]
Revenues	6,589	6,784
Sales Revenue, Professional Services, Net [Member]
Disaggregation of Revenue [Line Items]
Revenues	490,439	441,268
Sales Revenue, Professional Services, Net [Member] | Domestic Segment
Disaggregation of Revenue [Line Items]
Revenues	437,229	379,844
Sales Revenue, Professional Services, Net [Member] | International Segment [Member]
Disaggregation of Revenue [Line Items]
Revenues	53,210	61,424
Sales Revenue, Managed Services, Net [Member]
Disaggregation of Revenue [Line Items]
Revenues	304,393	268,305
Sales Revenue, Managed Services, Net [Member] | Domestic Segment
Disaggregation of Revenue [Line Items]
Revenues	277,325	246,145
Sales Revenue, Managed Services, Net [Member] | International Segment [Member]
Disaggregation of Revenue [Line Items]
Revenues	27,068	22,160
Sales Revenue, Support and Maintenance Services, Net [Member]
Disaggregation of Revenue [Line Items]
Revenues	276,963	284,564
Sales Revenue, Support and Maintenance Services, Net [Member] | Domestic Segment
Disaggregation of Revenue [Line Items]
Revenues	226,481	234,236
Sales Revenue, Support and Maintenance Services, Net [Member] | International Segment [Member]
Disaggregation of Revenue [Line Items]
Revenues	50,482	50,328
Sales Revenue, Reimbursement Revenue [Member]
Disaggregation of Revenue [Line Items]
Revenues	23,774	23,893
Sales Revenue, Reimbursement Revenue [Member] | Domestic Segment
Disaggregation of Revenue [Line Items]
Revenues	22,490	22,676
Sales Revenue, Reimbursement Revenue [Member] | International Segment [Member]
Disaggregation of Revenue [Line Items]
Revenues	$ 1,284	$ 1,217

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Revenue from Contracts with Customers Performance Obligation (Details) $ in Millions	3 Months Ended
	Mar. 30, 2019 USD ($)
Revenue Recognition [Line Items]
Revenue, Remaining Performance Obligation	$ 14,870
Contract with Customer, Liability, Revenue Recognized	$ 150
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Explanation	we expect to recognize approximately 29% of the revenue over the next 12 months and the remainder thereafter

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Receivables (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Receivables [Abstract]
Client cash collections	$ 1,360	$ 1,270

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Receivables (Summary Of Net Receivables) (Details) - USD ($) $ in Thousands	Mar. 30, 2019	Dec. 29, 2018
Receivables [Abstract]
Gross accounts receivable	$ 1,233,419	$ 1,237,127
Less: Allowance for doubtful accounts	74,204	64,561
Accounts receivable, net of allowance	1,159,215	1,172,566
Current portion of lease receivables		10,928
Total receivables, net	$ 1,159,215	$ 1,183,494

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Investments (Narrative) (Details) $ in Millions	Mar. 30, 2019 USD ($)
Investments [Abstract]
Cost Method Investments	$ 277

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Investments (Details) - USD ($) $ in Thousands	Mar. 30, 2019	Dec. 29, 2018
Schedule of Available-for-sale Securities [Line Items]
Adjusted Cost	$ 616,054	$ 578,512
Gross Unrealized Gains	101	1
Gross Unrealized Losses	(355)	(1,104)
Available-for-sale Securities	615,800	577,409
Cash equivalents [Member]
Schedule of Available-for-sale Securities [Line Items]
Adjusted Cost	213,974	157,932
Available-for-sale Securities	213,974	157,932
Cash equivalents [Member] | Money market funds [Member]
Schedule of Available-for-sale Securities [Line Items]
Adjusted Cost	77,709	76,471
Available-for-sale Securities	77,709	76,471
Cash equivalents [Member] | Time deposits [Member]
Schedule of Available-for-sale Securities [Line Items]
Adjusted Cost	63,300	71,461
Available-for-sale Securities	63,300	71,461
Cash equivalents [Member] | Commercial paper [Member]
Schedule of Available-for-sale Securities [Line Items]
Adjusted Cost	72,965	10,000
Available-for-sale Securities	72,965	10,000
Short-term investments [Member]
Schedule of Available-for-sale Securities [Line Items]
Adjusted Cost	400,761	402,333
Gross Unrealized Gains	101	1
Gross Unrealized Losses	(353)	(1,049)
Available-for-sale Securities	400,509	401,285
Short-term investments [Member] | Time deposits [Member]
Schedule of Available-for-sale Securities [Line Items]
Adjusted Cost	35,011	31,947
Available-for-sale Securities	35,011	31,947
Short-term investments [Member] | Commercial paper [Member]
Schedule of Available-for-sale Securities [Line Items]
Adjusted Cost	85,631	75,445
Gross Unrealized Gains	17
Gross Unrealized Losses	(30)	(91)
Available-for-sale Securities	85,618	75,354
Short-term investments [Member] | Government and corporate bonds [Member]
Schedule of Available-for-sale Securities [Line Items]
Adjusted Cost	280,119	294,941
Gross Unrealized Gains	84	1
Gross Unrealized Losses	(323)	(958)
Available-for-sale Securities	279,880	293,984
Long-term investments [Member] | Government and corporate bonds [Member]
Schedule of Available-for-sale Securities [Line Items]
Adjusted Cost	1,319	18,247
Gross Unrealized Losses	(2)	(55)
Available-for-sale Securities	$ 1,317	$ 18,192

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Fair Value Measurements (Narrative) (Details) - USD ($) $ in Millions	Mar. 30, 2019	Dec. 29, 2018
Fair Value Disclosures [Abstract]
Fair value of long-term debt, including current maturities	$ 438	$ 431
Carrying amount of long-term debt	$ 425

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Fair Value Measurements Fair Value, Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Thousands	Mar. 30, 2019	Dec. 29, 2018
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value Disclosure	$ 615,800	$ 577,409
Level 1 [Member] | Money market funds [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and Cash Equivalents, Fair Value Disclosure	77,709	76,471
Level 2 [Member] | Time deposits [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and Cash Equivalents, Fair Value Disclosure	63,300	71,461
Level 2 [Member] | Commercial paper [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash and Cash Equivalents, Fair Value Disclosure	72,965	10,000
Short-term investments [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value Disclosure	400,509	401,285
Short-term investments [Member] | Level 2 [Member] | Time deposits [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value Disclosure	35,011	31,947
Short-term investments [Member] | Level 2 [Member] | Commercial paper [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value Disclosure	85,618	75,354
Short-term investments [Member] | Level 2 [Member] | Government and corporate bonds [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value Disclosure	279,880	293,984
Long-term investments [Member] | Level 2 [Member] | Government and corporate bonds [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale Securities, Fair Value Disclosure	$ 1,317	$ 18,192

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Leases Cumulative Effect Transition (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2019	Dec. 30, 2018	Dec. 29, 2018
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Right-of-use assets	$ 134,137		$ 0
Prepaid expenses and other	336,817		334,870
Other current liabilities	81,459		69,122
Other liabilities	$ 146,128		$ 42,376
Accounting Standards Update 2016-02 [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
New Accounting Pronouncement or Change in Accounting Principle, Description	In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which introduces a new accounting model that requires most leases to be reported on the balance sheet. It also establishes disclosure requirements, which are more extensive than those required under prior U.S. GAAP.
New Accounting Pronouncement or Change in Accounting Principle, Description of Transition Method	The standard requires use of the modified retrospective (cumulative effect) transition approach and was effective for the Company in the first quarter of 2019. We selected the effective date of ASU 2016-02 as the date of initial application on transition, as permitted by ASU 2016-02, as amended ("Topic 842"). Under this transition method, the cumulative effect from prior periods upon applying the new guidance to arrangements containing leases was recognized in our condensed consolidated balance sheets as of December 30, 2018. We did not recast comparative periods.
Right-of-use assets		$ 129,652
Prepaid expenses and other		3,968
Other current liabilities		22,767
Other liabilities		$ 110,853

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Leases Schedule of Aggregate Future Minimum Payments for Non-Cancelable Operating Leases (Details) $ in Thousands	Mar. 30, 2019 USD ($)
Operating Leases, Future Minimum Payments [Line Items]
Remainder of 2019	$ 26,506
2020	31,186
2021	26,576
2022	20,890
2023	14,092
2024 and thereafter	46,689
Aggregate future payments	165,939
Impact of Discounting	(23,587)
Operating Lease, Liability	$ 142,352

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Leases (Narrative) (Details) $ in Millions	3 Months Ended
	Mar. 30, 2019 USD ($)
Lessee Disclosure [Abstract]
Lessee, Operating Lease, Description	we are the lessee under operating leases for real estate (office, data center, and warehouse space) and certain dedicated fiber optic lines within our infrastructure
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability	$ 16
Operating Lease, Cost	9
Variable Lease, Cost	$ 1
Operating Lease, Weighted Average Remaining Lease Term	7 years 1 month 25 days
Operating Lease, Weighted Average Discount Rate, Percent	3.70%
Lessee, Operating Lease, Variable Lease Payment, Terms and Conditions	Generally, variable lease payments under these operating lease agreements relate to amounts based on changes to an index or rate (i.e. percentage change in the consumer price index)

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Leases Schedule of Operating Lease Amounts Included in the Balance Sheet (Details) - USD ($) $ in Thousands	Mar. 30, 2019	Dec. 29, 2018
Schedule of Operating Lease Amounts Included in the Balance Sheet [Line Items]
Right-of-use assets	$ 134,137	$ 0
Operating Lease, Liability, Current	29,746
Operating Lease, Liability, Noncurrent	$ 112,606

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Income Taxes (Details)	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Income Tax Disclosure [Abstract]
Effective tax rate	19.50%	20.00%

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Earnings Per Share (Reconciliation Of The Numerators And The Denominators Of The Basic And Diluted Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Earnings Per Share [Abstract]
Income available to common shareholders, basic	$ 166,219	$ 160,001
Income available to common shareholders including assumed conversions, diluted	$ 166,219	$ 160,001
Basic weighted average shares outstanding	324,573	332,395
Stock options and non-vested shares, incremental shares	2,430	4,139
Diluted weighted average shares outstanding	327,003	336,534
Basic earnings per share	$ 0.51	$ 0.48
Diluted earnings per share	$ 0.51	$ 0.48

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Earnings Per Share (Narrative) (Details) - $ / shares shares in Millions	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Earnings Per Share [Abstract]
Antidilutive securities excluded from computation of earnings per share, amount	13.7	11.2
Antidilutive securities excluded from computation of earnings per share, exercise price, lower range limit	$ 47.99	$ 51.19
Antidilutive securities excluded from computation of earnings per share, exercise price, upper range limit	$ 73.40	$ 73.40

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Share-Based Compensation (Schedule Of Stock Options Activity) (Details) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 30, 2019 USD ($) $ / shares shares
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Outstanding at beginning of year, number of shares | shares	21,792
Outstanding at beginning of year, weighted-average exercise price | $ / shares	$ 52.31
Granted, number of shares | shares	39
Granted, weighted-average exercise price | $ / shares	$ 55.28
Exercised, number of shares | shares	(750)
Exercised, weighted-average exercise price | $ / shares	$ 19.16
Forfeited and expired, number of shares | shares	(329)
Forfeited and expired, weighted-average exercise price | $ / shares	$ 62.92
Outstanding end of year, number of shares | shares	20,752
Outstanding at end of year, weighted-average exercise price | $ / shares	$ 53.34
Outstanding at end of year, aggregate intrinsic value | $	$ 138,631
Outstanding at end of year, weighted-average remaining contractual term	6 years 1 month 12 days
Exercisable at end of year, number of shares | shares	10,663
Exercisable at end of year, weighted-average exercise price | $ / shares	$ 46.77
Exercisable at end of year, aggregate intrinsic value | $	$ 131,285
Exercisable at end of year, weighted-average remaining contractual term	4 years 4 months 23 days

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Share-Based Compensation (Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions) (Details)	3 Months Ended
	Mar. 30, 2019 $ / shares
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Expected volatility (%)	26.10%
Expected dividend rate	1.00%
Expected term (yrs)	7 years
Risk-free rate (%)	2.60%
Fair value per option	$ 15.62

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Share-Based Compensation (Schedule Of Non-Vested Shares Activity) (Details) - Restricted Stock [Member] shares in Thousands	3 Months Ended
	Mar. 30, 2019 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding at beginning of year, number of shares | shares	882
Outstanding at beginning of year, weighted-average grant date fair value | $ / shares	$ 62.82
Granted, number of shares | shares	10
Granted, weighted-average grant date fair value | $ / shares	$ 54.47
Vested, number of shares | shares	(4)
Vested, weighted-average grant date fair value | $ / shares	$ 59.22
Forfeited, number of shares | shares	(6)
Forfeited, weighted-average grant date fair value | $ / shares	$ 59.62
Outstanding at end of year, number of shares | shares	882
Outstanding at end of year, weighted-average grant date fair value | $ / shares	$ 62.76

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Share-Based Compensation (Compensation Expense Recognized In The Condensed Consolidated Statements Of Operations) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Amounts charged against earnings, before income tax benefit	$ 21,589	$ 26,457
Amount of related income tax benefit recognized in earnings	4,201	5,300
Stock option and non-vested share compensation expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Amounts charged against earnings, before income tax benefit	19,860	24,935
Associate stock purchase plan expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Amounts charged against earnings, before income tax benefit	1,542	1,362
Amounts capitalized in software development costs, net of amortization
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Amounts charged against earnings, before income tax benefit	$ 187	$ 160

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Share-Based Compensation (Narrative) (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 30, 2019	Apr. 26, 2019	Apr. 09, 2019	Dec. 29, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Share-based Awards Other than Options	$ 26
Employee Service Share-based Compensation, Nonvested Awards, Total Compensation Cost Not yet Recognized, Stock Options	$ 132
Stock Repurchase Program, Authorized Amount			$ 2,200
Stock Repurchase Program, Authorized Amount Increase			$ 1,200
Stock Repurchase Program, Remaining Authorized Repurchase Amount		$ 1,500
Stock Options [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period of recognition for remaining share-based compensation expense	3 years 1 month
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Period of recognition for remaining share-based compensation expense	1 year 10 months 2 days
2017 Repurchase Program, Aggregate Authorized Amount [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock Repurchase Program, Authorized Amount				$ 1,000

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Segment Reporting (Summary Of The Operating Information) (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 30, 2019	Mar. 31, 2018
Segment Reporting Information [Line Items]
Revenues	$ 1,389,877	$ 1,292,861
Cost of revenues	253,204	231,278
Operating expenses	938,729	866,368
Total costs and expenses	1,191,933	1,097,646
Operating earnings (loss)	197,944	195,215
Domestic Segment
Segment Reporting Information [Line Items]
Revenues	1,230,830	1,135,096
Cost of revenues	228,559	206,674
Operating expenses	572,018	519,871
Total costs and expenses	800,577	726,545
Operating earnings (loss)	430,253	408,551
International Segment [Member]
Segment Reporting Information [Line Items]
Revenues	159,047	157,765
Cost of revenues	24,645	24,604
Operating expenses	68,169	69,144
Total costs and expenses	92,814	93,748
Operating earnings (loss)	66,233	64,017
Other
Segment Reporting Information [Line Items]
Operating expenses	298,542	277,353
Total costs and expenses	298,542	277,353
Operating earnings (loss)	$ (298,542)	$ (277,353)