What changed in this filing

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Item 1. Business

2025-02-14 compared with 2024-02-02 · 44 added, 52 removed, 168 unchanged (36% of the section changed)

7 unchanged sentences

As each generation has become more reliable, more affordable and lower in power, semiconductors are used by a growing number of customers and markets.

Our passion continues to be alive today as we help our customers develop electronics and new applications, particularly in industrial and automotive markets.

Our passion continues to be alive today as we help our customers develop electronics and new applications.

For many years, we have run our business with three overarching ambitions in mind.

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And third, we will be a company that we are personally proud to be a part of and that we would want as our neighbor.

Our ambitions are foundational to ensuring that we operate in a sustainable, socially thoughtful and environmentally responsible manner.

Our ambitions are foundational to ensuring that we operate in a sustainable and environmentally responsible manner.

When we are successful in achieving these ambitions, our employees, customers, communities and shareholders all win.

9 unchanged sentences

The second element of our strategy to maximize free cash flow per share growth is disciplined allocation of capital.

This spans how we select R&D projects, develop new capabilities like TI.com, invest in new manufacturing capacity or how we think about acquisitions and returning cash to our owners.

This spans how we select R&D projects, develop new capabilities, invest in manufacturing capacity or how we think about acquisitions and returning cash to our owners.

Over a 10-year period from 2015 to 2024, we allocated $101 billion, which reinforces the importance of discipline in capital allocation.

The largest allocation over this period was to drive organic growth, which includes investments in R&D, sales and marketing, capital expenditures and working capital for inventory.

In this period, we allocated just over $15 billion to capital expenditures.

In this period, we allocated about $20 billion to capital expenditures.

Our increased capital expenditures are to support future revenue growth, which will be a greater component of free cash flow per share growth going forward.

13 unchanged sentences

We have a diverse product portfolio that is used to accomplish many different things, such as converting and amplifying signals, interfacing with other devices, managing and distributing power, processing data, canceling noise and improving signal resolution.

This broad portfolio includes approximately 80,000 products that are integral to almost every type of electronic equipment.

Our segments represent groups of similar products that are combined on the basis of similar design and development requirements, product characteristics, manufacturing processes and distribution channels.

This broad portfolio includes more than 80,000 products that are integral to almost every type of electronic equipment.

Our segments represent groups of products that have similar design and development requirements, product characteristics and manufacturing processes.

Our segments also reflect how management allocates resources and measures results.

8 unchanged sentences

Power includes products that help customers manage power in electronic systems.

Our broad portfolio is designed to manage power requirements across different voltage levels, including battery-management solutions, DC/DC switching regulators, AC/DC and isolated DC/DC switching regulators, power switches, linear and low-dropout regulators, voltage references and lighting products.

Signal Chain includes products that sense, condition and measure real-world signals to allow information to be transferred or converted for further processing and control.

9 unchanged sentences

Sales of Embedded Processing products generated about 16% of our revenue in 2024.

Our Embedded Processing segment includes microcontrollers, digital signal processors (DSPs) and applications processors.

Microcontrollers are self-contained systems with a processor core, memory and peripherals that are designed to control a set of specific tasks for electronic equipment.

DSPs perform mathematical computations almost instantaneously to process or improve digital data.

Applications processors are designed for specific computing activity.

Our Embedded Processing segment includes microcontrollers, processors, wireless connectivity and radar products.

Microcontrollers are self-contained systems with a processor core, memory and peripherals that are designed to control a set of specific tasks for electronic equipment and often integrate analog functionality.

Our processors are designed for specific computing activity in embedded applications.

We report the results of our remaining business activities in Other, which includes operating segments that do not meet the quantitative thresholds for individually reportable segments and cannot be aggregated with other operating segments.

Other generated $1.11 billion of revenue in 2023 and includes revenue from DLP ® products (primarily used to project high-definition images), calculators and certain custom semiconductors known as application-specific integrated circuits (ASICs).

Other generated $947 million of revenue in 2024 and includes revenue from DLP ® products (primarily used to project high-definition images), calculators and certain custom semiconductors known as application-specific integrated circuits (ASICs).

In Other, we also include items that are not used in evaluating the results of or in allocating resources to our segments.

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Market Sector

Industrial Factory automation & control

(40% of TI revenue) Grid infrastructure

Aerospace & defense

Test & measurement

Industrial Industrial automation

(34% of TI revenue) Aerospace & defense

Medical & healthcare

Energy infrastructure

Building automation

Other industrial equipment

Test & measurement

Power delivery

Pro audio, video & signage

Industrial transport

Retail automation & payment

Automotive Infotainment & cluster

(34% of TI revenue) Hybrid, electric & powertrain systems

Advanced driver assistance systems (ADAS)

(35% of TI revenue) Advanced driver assistance systems (ADAS)

Hybrid, electric & powertrain systems

Body electronics & lighting

6 unchanged sentences

Wearables (non-medical)

Enterprise systems Data center & enterprise computing

(5% of TI revenue) Enterprise projectors

Enterprise machine

Communications equipment Wireless infrastructure

2 unchanged sentences

Datacom module

Enterprise systems Data center & enterprise computing

(4% of TI revenue) Enterprise projectors

Enterprise machine

Other (calculators and other)

15 unchanged sentences

We sell our products to over 100,000 customers.

Our customer base is diverse, with more than 40% of our revenue derived from customers outside our largest 100.

Our customer base is diverse, with about half of our revenue derived from customers outside of our largest 50.

We market and sell our products through direct sales channels, including our website and broad sales and marketing team, and, to a lesser extent, through distributors.

Over the past several years, we have been investing in new capabilities to build closer direct customer relationships.

As a result, in 2023 about 75% of our revenue was direct, which includes TI.com, as customers valued the convenience of purchasing online.

In 2024, about 80% of our revenue was direct, which includes TI.com.

Our investments in new and improved capabilities to directly support our customers include order fulfillment services, inventory programs, business processes and logistics and website and e-commerce capabilities.

Closer direct relationships with our customers help to strengthen our reach of market channel advantage and give us access to more customers and more of their design projects, leading to opportunities to sell more of our products into each design.

Additionally, broader and deeper access gives us better insight and knowledge of customer needs.

Our investments in new and improved capabilities to directly support our customers include website and e-commerce enhancements as well as inventory consignment programs and order fulfillment services.

Our TI.com e-commerce channel offers a localized online experience in many countries, with convenience features such as immediate availability, local currency, payment methods, invoicing and importer of record.

Our new application programming interfaces (APIs) give customers the ability to directly access real-time information about TI products from their own systems, enabling them to purchase available chips immediately to better support their supply needs, reducing cost and delays.

In addition to doing business directly with TI, we offer customers the option of using a single worldwide distributor and a few region-specific distributors for order fulfillment.

12 unchanged sentences

Progress and investments include:

• Ramping production in 300mm wafer fabrication facility RFAB2 in Richardson, Texas.

• Ramping production in 300mm wafer fabrication facility LFAB1 in Lehi, Utah.

• Continuing construction on SM1 and SM2 in Sherman, Texas, where we are building four 300mm wafer fabrication facilities.

• Starting construction on LFAB2, another 300mm wafer fabrication facility in Lehi, Utah.

Together, these investments are designed to strengthen our manufacturing and technology competitive advantage, provide us with lower costs and greater control of our supply chain, and support growth over the next 10 to 15 years.

• Ramping production in 300mm wafer fabrication facilities RFAB2 in Richardson, Texas, and LFAB1 in Lehi, Utah.

• Equipping SM1 and continuing construction on SM2 in Sherman, Texas, where we are building four 300mm wafer fabrication facilities.

• Continuing construction on LFAB2, another 300mm wafer fabrication facility in Lehi, Utah.

We assess and are careful to address potential health, safety and environmental risks presented by our operations, including our manufacturing operations.

3 unchanged sentences

We expect to continue to maintain sufficient internal manufacturing capacity to meet the majority of our production needs and to obtain manufacturing equipment to support new technology developments and revenue growth.

In 2023, we sourced about 80% of our total wafers and about 65% of our assembly/test production internally.

With our planned capacity expansions, we expect these percentages to increase.

In 2024, we sourced the majority of our wafer fabrication, as well as assembly and test, internally.

With our planned capacity expansions, we expect our internal sourcing to continue to increase.

To supplement our internal manufacturing capacity, we selectively use the capacity of outside suppliers, commonly known as foundries and subcontractors.

13 unchanged sentences

Name Age Position

Bahai 61 Senior Vice President

Gary 49 Senior Vice President

Ahmad Bahai 62 Senior Vice President

Mark Gary 50 Senior Vice President

Haviv Ilan 56 Director, President and Chief Executive Officer

Kozanian 41 Senior Vice President

Leonard 48 Senior Vice President

Lizardi 51 Senior Vice President and Chief Financial Officer

Roberts 48 Senior Vice President

Katie Kane 40 Senior Vice President, Secretary and General Counsel

Hagop Kozanian 42 Senior Vice President

Shanon Leonard 49 Senior Vice President

Rafael Lizardi 52 Senior Vice President and Chief Financial Officer

Mark Roberts 49 Senior Vice President

Amichai Ron 47 Senior Vice President

Templeton 65 Director and Chairman of the Board

Cynthia Hoff Trochu 60 Senior Vice President, Secretary and General Counsel

Witzsche 39 Senior Vice President

Richard Templeton 66 Director and Chairman of the Board

Christine Witzsche 40 Senior Vice President

Mohammad Yunus 47 Senior Vice President

1 unchanged sentence

All have been employees of the company for more than five years.

Bahai, Ilan, Kozanian, Lizardi and Templeton and Ms.

Trochu have served as executive officers of the company for more than five years.

Ron became an executive officer in 2019.

Bahai, Ilan, Kozanian, Lizardi, Ron and Templeton have served as executive officers of the company for more than five years.

Gary became an executive officer in 2020.

2 unchanged sentences

Leonard became an executive officer in 2022.

Yunus became an executive officer in 2024.

Yunus became executive officers in 2024.

Human capital management

3 unchanged sentences

As a technology and manufacturing company, our success is grounded in having strong engineering talent and a reliable factory workforce.

We have a promote-from-within culture and offer training and rotation programs that provide the opportunity to quickly gain experience in different areas.

We have a promote-from-within culture and offer training and development programs that provide the opportunity to quickly gain experience in different areas.

In 2024, our turnover rate was 9.1%.

It is important that our employees represent a mix of experiences and backgrounds in order to make our company stronger, more innovative and more inclusive.

Inclusion is one of our core values, and we have programs in place to promote diversity and inclusion.

We encourage you to review our Corporate Citizenship Report for more information.

9 unchanged sentences

(iii) our code of conduct;

and (iv) our Code of Ethics for TI Chief Executive Officer and Senior Finance Officers.

and (iv) our code of ethics for TI’s chief executive officer and senior finance officers.

Stockholders may request copies of these documents free of charge by writing to Texas Instruments Incorporated, Attention:

2 unchanged sentences

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.

What changed 10-K

Item 1. Business