4 unchanged sentences
Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs (a)
−Removed: July 1, 2022 through July 31, 2022 1,345,768 $ 149.72 1,345,768 $ 8.05 billion
−Removed: August 1, 2022 through August 31, 2022 1,310,171 173.58 1,294,507 7.82 billion
−Removed: September 1, 2022 through September 30, 2022 3,488,206 163.18 3,488,206 22.25 billion
+Added: January 1, 2023 through January 31, 2023 366,522 $ 171.41 123,710 $ 21.46 billion
+Added: February 1, 2023 through February 28, 2023 207,615 175.32 207,615 21.42 billion
+Added: March 1, 2023 through March 31, 2023 221,555 176.47 221,555 21.38 billion
Total 795,692 (b) $ 173.84 (b) 552,880 $ 21.38 billion (c)
−Removed: (a) All open-market purchases during the quarter were made under the authorization from our board of directors to purchase up to $12.0 billion of additional shares of TI common stock announced September 20, 2018.
+Added: (a) All open-market purchases during the quarter were made under the authorizations from our board of directors to purchase up to $12.0 billion and $15.0 billion of additional shares of TI common stock announced September 20, 2018, and September 15, 2022, respectively.
(b) In addition to open-market purchases, 242,812 shares of common stock were surrendered by employees to satisfy tax withholding obligations in connection with the vesting of restricted stock units.
−Removed: (c) As of September 30, 2022, this amount consisted of the remaining portion of the $12.0 billion authorized in September 2018 and the $15.0 billion authorized in September 2022.
+Added: (c) As of March 31, 2023, this amount consisted of the remaining portion of the $12.0 billion authorized in September 2018 and the $15.0 billion authorized in September 2022.
No expiration date has been specified for these authorizations.
2 unchanged sentences
3(b) By-Laws of the Registrant (incorporated by reference to Exhibit 3 of the Registrant’s Current Report on Form 8-K filed January 26, 2022).
−Removed: 4(a) Officers’ Certificate, dated August 16, 2022 (incorporated by reference to Exhibit 4.1 of the Registrant’s Current Report on Form 8-K filed August 16, 2022).
+Added: 4(a) Officers’ Certificate, dated March 14, 2023 (incorporated by reference to Exhibit 4.1 of the Registrant’s Current Report on Form 8-K filed March 14, 2023).
31(a) Certification of Chief Executive Officer of Periodic Report Pursuant to Rule 13a-14(a) or Rule 15d-14(a).†
18 unchanged sentences
We urge you to carefully consider the following important factors that could cause actual results to differ materially from the expectations of TI or our management:
−Removed: • The duration and scope of the COVID-19 pandemic, government and other third-party responses to it and the consequences for the global economy, including to our business and the businesses of our suppliers, customers and distributors;
• Economic, social and political conditions, and natural events in the countries in which we, our customers or our suppliers operate, including global trade policies;
1 unchanged sentence
• Our ability to compete in products and prices in an intensely competitive industry;
−Removed: • Evolving cybersecurity and other threats relating to our information technology systems or those of our customers, vendors and other third parties;
+Added: • Evolving cybersecurity and other threats relating to our information technology systems or those of our customers, suppliers and other third parties;
• Our ability to successfully implement and realize opportunities from strategic, business and organizational changes, or our ability to realize our expectations regarding the amount and timing of associated restructuring charges and cost savings;
• Our ability to develop, manufacture and market innovative products in a rapidly changing technological environment, our timely implementation of new manufacturing technologies and installation of manufacturing equipment, and our ability to realize expected returns on significant investments in manufacturing capacity;
−Removed: • Availability and cost of raw materials, utilities, manufacturing equipment, third-party manufacturing services and manufacturing technology;
+Added: • The duration and scope of the COVID-19 pandemic, government and other third-party responses to it and the consequences for the global economy, including to our business and the businesses of our suppliers, customers and distributors;
+Added: • Availability and cost of key materials, utilities, manufacturing equipment, third-party manufacturing services and manufacturing technology;
+Added: • Our ability to recruit and retain skilled personnel, and effectively manage key employee succession;
• Product liability, warranty or other claims relating to our products, software, manufacturing, delivery, services, design or communications, or recalls by our customers for a product containing one of our parts;
8 unchanged sentences
• Instability in the global credit and financial markets;
−Removed: • Our ability to recruit and retain skilled personnel, and effectively manage key employee succession;
• Impairments of our non-financial assets.
6 unchanged sentences
Lizardi, Senior Vice President and Chief Financial Officer
−Removed: October 26, 2022
+Added: April 26, 2023
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.