What dominates the section
- VMware integration and software execution are major risks alongside Broadcom’s semiconductor supply chain and customer concentration.
- Broadcom highlights $69.847 billion of debt, floating-rate exposure and acquisition-related tax liabilities.
- AI and cloud growth increase dependence on technical talent, rapid innovation and secure, compatible software.
The risks most specific to Broadcom
- Risks Related to Our Business
Failure to realize the benefits expected from the VMware Merger could adversely affect our business and the value of our common stock
Broadcom may not realize expected benefits from integrating VMware, focusing it on private cloud and divesting non-core assets.
- Risks Related to Our Business
We are subject to risks associated with our distributors and other channel partners, including product inventory levels and product sell-through
Distributors represented 48% of fiscal 2024 revenue, creating exposure to inventory levels, sell-through and channel demand changes.
- Risks Related to Our Business
Cyber security threats or other security breaches, or any other impairment of the confidentiality, integrity or availability of our IT systems, or those of one or more of our corporate infrastructure vendors, could have a material adverse effect on our business
Cyberattacks or outages affecting Broadcom’s IT systems or infrastructure vendors could disrupt research, orders, fulfillment, reporting and communications.
- Risks Related to Our Business
The majority of our sales have historically come from a small number of customers and a reduction in demand or loss of one or more of our significant customers may adversely affect our business
Broadcom depends on a small number of end customers, OEMs, contract manufacturers and distributors for most revenue.
- Risks Related to Our Business
Dependence on contract manufacturing and suppliers of critical components within our supply chain may adversely affect our ability to bring products to market, damage our reputation and adversely affect our results of operations
Outsourced semiconductor manufacturing and reliance on specialized foundries could constrain product availability, damage reputation or delay launches.
- Risks Related to Our Business
Failure of our software products to manage and secure IT infrastructures and environments could have a material adverse effect on our business
VMware and other software managing or securing IT environments may be targeted through cyberattacks, open-source code or third-party software.
- Risks Related to Our Business
The growth of our software business depends on demand for our data center virtualization products, as well as customer acceptance of our products, services and business strategy
Software growth depends on customer adoption of VMware-related data-center virtualization and hybrid-cloud products, services and strategy.
- Risks Related to Our Business
The complexity of our products could result in unforeseen delays or expense or undetected defects or bugs, which could adversely affect the market acceptance of new products, damage our reputation with current or prospective customers, and materially and adversely affect our operating costs
Defects, bugs or delays in complex semiconductor and software products could increase costs, damage reputation and reduce customer acceptance.
- Risks Related to Our Taxes
We have potential tax liabilities as a result of VMware’s former controlling ownership by Dell, which could have an adverse effect on our financial condition and operating results
Broadcom could incur VMware-related tax liabilities if VMware’s 2021 spin-off from Dell is found not to have been tax-free.
- Risks Related to Our Indebtedness
Our substantial indebtedness could adversely affect our financial health and our ability to execute our business strategy
Broadcom’s $69.847 billion debt, including floating-rate 2023 Term Loans, could increase interest costs and restrict strategic flexibility.
All 42 risk factors
Headings as the filing states them, in filing order.
Risks Related to Our Business
- 01Adverse global economic conditions could have a negative effect on our business, results of operations and financial condition and liquidity
- 02Our business is subject to various governmental regulations. Compliance with these regulations may cause us to incur significant expense and failure to maintain compliance with applicable regulations could adversely affect our business
- 03Global political and economic conditions and other factors related to our international operations could adversely affect our business, financial condition and results of operations
- 04Failure to realize the benefits expected from the VMware Merger could adversely affect our business and the value of our common stock
- 05We have pursued, and may in the future pursue, mergers, acquisitions, investments, joint ventures and dispositions, which could adversely affect our results of operations
- 06We are subject to risks associated with our distributors and other channel partners, including product inventory levels and product sell-through
- 07Our business would be adversely affected by the departure of existing members of our senior management team
- 08If we are unable to attract and retain qualified personnel, especially our engineering and technical personnel, we may not be able to execute our business strategy effectively
- 09Cyber security threats or other security breaches, or any other impairment of the confidentiality, integrity or availability of our IT systems, or those of one or more of our corporate infrastructure vendors, could have a material adverse effect on our business
- 10The majority of our sales have historically come from a small number of customers and a reduction in demand or loss of one or more of our significant customers may adversely affect our business
- 11We operate in the highly cyclical semiconductor industry
- 12We make investments in research and development and the slow or unsuccessful return of our investments could materially adversely affect our business, financial condition and results of operations
- 13Winning business in the semiconductor solutions industry is subject to a lengthy process that often requires us to incur significant expense, from which we may ultimately generate no revenue
- 14Dependence on contract manufacturing and suppliers of critical components within our supply chain may adversely affect our ability to bring products to market, damage our reputation and adversely affect our results of operations
- 15We purchase a significant amount of the materials, including components, used in our products from a limited number of suppliers
- 16A prolonged disruption of our or our suppliers’ manufacturing facilities, research and development facilities, warehouses or other significant operations could have a material adverse effect on our business, financial condition and results of operations
- 17Failure to adjust our manufacturing and supply chain to accurately meet customer demand could adversely affect our results of operations
- 18We may be unable to maintain appropriate manufacturing capacity or product yields at our own manufacturing facilities, which could adversely affect our relationships with our customers, and our business, financial condition and results of operations
- 19We may be involved in legal proceedings, including IP, securities litigation, and employee-related claims, which could, among other things, divert efforts of management and result in significant expense and loss of our IP rights
- 20Failure of our software products to manage and secure IT infrastructures and environments could have a material adverse effect on our business
- 21The growth of our software business depends on demand for our data center virtualization products, as well as customer acceptance of our products, services and business strategy
- 22If our software products do not remain compatible with ever-changing operating environments, platforms, or third-party products, demand for our products and services could decrease, which could materially adversely affect our business
- 23Failure to enter into software license agreements on a satisfactory basis could materially adversely affect our business
- 24Our use of open source software in certain products and services could materially adversely affect our business, financial condition, operating results and cash flow
- 25Our sales to government customers subject us to uncertainties and governmental regulations, which could have a material adverse effect on our business
- 26Failure to effectively manage our products and services lifecycles could harm our business
- 27Our operating results are subject to substantial quarterly and annual fluctuations
- 28Competition in our industries could prevent us from growing our revenue
- 29Our gross margin is dependent on a number of factors, including our product mix, price erosion, acquisitions we may make, level of capacity utilization and commodity prices
- 30We utilize a significant amount of IP in our business. If we are unable or fail to protect our IP, our business could be adversely affected
- 31We are subject to warranty claims, product recalls and product liability
- 32The complexity of our products could result in unforeseen delays or expense or undetected defects or bugs, which could adversely affect the market acceptance of new products, damage our reputation with current or prospective customers, and materially and adversely affect our operating costs
- 33We collect, use, store, or otherwise process personal information, which subjects us to privacy and data security laws and contractual commitments, and our actual or perceived failure to comply with such laws and commitments could harm our business
- 34Environmental, social and governance (“ESG”) matters may adversely affect our relationships with customers and investors and increase compliance costs
- 35We must comply with technical standards and a variety of domestic and international laws and regulations in the manufacture and distribution of our semiconductors, the costs of which could have a material adverse effect on our business, financial condition and results of operations
Risks Related to Our Taxes
- 36Our income taxes and overall cash tax costs are affected by a number of factors that could have a material, adverse effect on our financial results
- 37Our income taxes are subject to volatility and could be adversely affected by numerous factors, including reorganization or restructuring of our business, tax structure, business combinations, jurisdictional mix of our income and assets, and changes in tax legislation or accounting policies or related interpretations
- 38If our tax incentives or tax holiday arrangements change or cease to be in effect or applicable, our corporate income taxes could significantly increase
- 39We have potential tax liabilities as a result of VMware’s former controlling ownership by Dell, which could have an adverse effect on our financial condition and operating results
Risks Related to Our Indebtedness
- 40Our substantial indebtedness could adversely affect our financial health and our ability to execute our business strategy
Risks Related to Owning Our Common Stock
- 41Our stock price has been, and may in the future be, volatile and your investment could lose value
- 42There can be no assurance that we will continue to declare cash dividends
Other Broadcom 10-Ks
- 2025 10-K risk factors
43 risks. Sales to distributors accounted for 48% of net revenue in fiscal year 2025.
Filed Dec 18, 2025
About this page
Item 1A of the 10-K on EDGAR was split into its risk factors and, where the company's previous 10-K is on file, each heading was matched to last year's and the text compared word for word. The headings are the filing's own. The one-line readings and the overview were written by a language model from the text of the new, dropped, and rewritten risks; they refer to risks by position and cannot misquote a heading.