苹果美股招股说明书(2025-05-06版)

Apple Inc. $1,500,000,000 4.000% Notes due 2028$1,000,000,000 4.200% Notes due 2030$1,000,000,000 4.500% Notes due 2032$1,000,000,000 4.750% Notes due 2035 We are offering $1,500,000,000 of our 4.000% Notes due 2028 (the “2028 Notes”), $1,000,000,000 of our 4.200%Notesdue 2030(the“2030 Notes”),$1,000,000,000 of our 4.500%Notes due 2032(the“2032 Notes”)and$1,000,000,000 of our 4.750% Notes due 2035 (the “2035 Notes” and, together with the 2028 Notes, the 2030 Notesand the 2032 Notes, the “notes”). We will pay interest on the 2028 Notes, the 2030 Notes, the 2032 Notes and the 2035 Notes semi-annually inarrears on May12 and November 12 of each year, beginning on November12, 2025. The 2028 Notes will mature onMay12, 2028, the 2030 Notes will mature on May12, 2030, the 2032 Notes will mature on May12, 2032 and the 2035Notes will mature on May12, 2035. We may redeem the notes in whole or in part at any time or from time to time at the redemption prices describedunder the heading “Description of the Notes—Optional Redemption” in this prospectus supplement. The notes will beissued only in minimum denominations of $2,000 and integral multiples of $1,000 in excess thereof. Neitherthe Securities and Exchange Commission nor any other regulatory body has approved ordisapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement orthe accompanying prospectus. Any representation to the contrary is a criminal offense. We do not intend to apply for listing of any series of the notes on any securities exchange. Currently, there is nopublic trading market for any series of the notes. The underwriters expect to deliver the notes through the book-entry delivery system of The Depository TrustCompany and its direct participants, including Clearstream Banking S.A. and Euroclear Bank SA/NV, on or aboutMay12, 2025, which is the fifth business day following the date of this prospectus supplement. TABLE OF CONTENTS Prospectus Supplement Page:ABOUT THIS PROSPECTUS SUPPLEMENTS-iiWHERE YOU CAN FIND MORE INFORMATIONS-iiiINCORPORATION BY REFERENCES-ivFORWARD-LOOKING STATEMENTSS-vSUMMARYS-1RISK FACTORSS-5USE OF PROCEEDSS-7CAPITALIZATIONS-8DESCRIPTION OF THE NOTESS-9CERTAIN U.S. FEDERAL INCOME TAX CONSIDERATIONSS-13UNDERWRITINGS-17LEGAL MATTERSS-22EXPERTSS-22 TABLE OF CONTENTS ABOUT THIS PROSPECTUS SUPPLEMENT This document has two parts. The first part is this prospectus supplement, which describes the termsof the offering of the notes. The second part is the accompanying prospectus, dated November1, 2024,which we refer to as the “accompanying prospectus.” The accompanying prospectus contains moregeneral information about our debt securities that we may offer from time to time, some of which may notapply to this offering of notes. If information in this prospectus supplement is inconsistent with theaccompanying prospectus, you should rely on this prospectus supplement. This prospectus supplement incorporates by reference important business and financial informationabout us that is not included in or delivered with this prospectus supplement. It is important for you to readand consider all information contained or incorporated by reference in this prospectus supplement and theaccompanyingprospectus in making your investment decision.See“Where You Can Find MoreInformation”and“Incorporation by Reference”in this prospectus supplement and the accompanyprospectus. Unless otherwise stated or the context otherwise requires, references in this prospectus supplementto “Apple,” the “Company,” “we,” “us” and “our” and all similar references are to Apple Inc. and itsconsolidated subsidiaries. However, in the “Description of the Notes,” “Risk Factors” and related summarysections of this prospectus supplement and the “Description of the Debt Securities” section of theaccompanying prospectus, references to “we,” “us” and “our” are to Apple Inc. and not to any of itssubsidiaries. S-ii TABLE OF CONTENTS WHERE YOU CAN FIND MORE INFORMATION We file annual, quarterly and current reports, proxy statements and other information with theSecurities and Exchange Commission (the “SEC”). The SEC maintains an Internet website that containsreports, proxy and information statements, and other information regarding issuers, including us, that fileelectronically with the SEC. The public can obtain any documents that we file electronically with the SECathttp://www.sec.gov. We also make available, free of charge, on or through our Internet website (investor.apple.com) ourAnnual Reports on Form10-K, Quarterly Reports on Form10-Q, Current Reports on Form8-K, ProxyStatements on Schedule 14A and, if applicable, amendments to those reports filed or furnished pursuantto Section13(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as soon asreasonably practicable after we electronically file such material with, or furnish it to, the SEC. Please note,however, that we have not incorporated any other inf