Item 1. Financial statements

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Item 1. Financial statements


	For Three Months Ended				For Nine Months Ended
Consolidated Statements of Income	September 30,				September 30,
(In millions, except per-share amounts)	2025		2024		2025		2024
Revenue	$	4,742	$	4,151	$	13,259	$	11,634
Cost of revenue (COR)	2,019		1,677		5,648		4,854
Gross profit	2,723		2,474		7,611		6,780
Research and development (R&D)	518		492		1,562		1,468
Selling, general and administrative (SG&A)	457		428		1,414		1,348

Restructuring charges/other	85		—		85		(124)
Operating profit	1,663		1,554		4,550		4,088
Other income (expense), net (OI&E)	62		131		190		384
Interest and debt expense	141		131		402		378
Income before income taxes	1,584		1,554		4,338		4,094
Provision for income taxes	220		192		500		500
Net income	$	1,364	$	1,362	$	3,838	$	3,594

Earnings per common share (EPS):
Basic	$	1.49	$	1.48	$	4.20	$	3.92
Diluted	$	1.48	$	1.47	$	4.18	$	3.89

Average shares outstanding:
Basic	909		913		909		912
Diluted	914		920		914		919

A portion of net income is allocated to unvested restricted stock units (RSUs) on which we pay dividend equivalents. Diluted EPS is calculated using the following:

Net income	$	1,364	$	1,362	$	3,838	$	3,594
Income allocated to RSUs	(8)		(7)		(21)		(18)
Income allocated to common stock for diluted EPS	$	1,356	$	1,355	$	3,817	$	3,576

See accompanying notes.


	For Three Months Ended				For Nine Months Ended
Consolidated Statements of Comprehensive Income	September 30,				September 30,
(In millions)	2025		2024		2025		2024
Net income	$	1,364	$	1,362	$	3,838	$	3,594
Other comprehensive income (loss)
Net actuarial losses of defined benefit plans:
Adjustments, net of tax effect of ($1) and $5; $6 and $2	1		(11)		(19)		(5)
Recognized within net income, net of tax effect of ($1) and ($1); ($3) and ($3)	5		2		11		7
Prior service cost (credit) of defined benefit plans:

Recognized within net income, net of tax effect of $0 and $0; $0 and $0	—		1		—		1
Derivative instruments:
Change in fair value, net of tax effect of $0 and $0; $0 and $0	—		—		—		1

Available-for-sale investments:
Unrealized gains (losses), net of tax effect of $1 and ($4); $1 and ($2)	1		13		(1)		6
Other comprehensive income (loss), net of taxes	7		5		(9)		10
Total comprehensive income	$	1,371	$	1,367	$	3,829	$	3,604

See accompanying notes.


	September 30,		December 31,
Consolidated Balance Sheets	2025		2024
(In millions, except par value)
Assets
Current assets:
Cash and cash equivalents	$	3,311	$	3,200
Short-term investments	1,875		4,380
Accounts receivable, net of allowances of ($21) and ($21)	2,062		1,719
Raw materials	431		395
Work in process	2,460		2,214
Finished goods	1,938		1,918
Inventories	4,829		4,527
Prepaid expenses and other current assets	1,799		1,200
Total current assets	13,876		15,026
Property, plant and equipment at cost	17,314		15,254
Accumulated depreciation	(4,966)		(3,907)
Property, plant and equipment	12,348		11,347
Goodwill	4,362		4,362
Deferred tax assets	1,089		936
Capitalized software licenses	237		257
Overfunded retirement plans	251		233
Other long-term assets	2,841		3,348
Total assets	$	35,004	$	35,509

Liabilities and stockholders’ equity
Current liabilities:
Current portion of long-term debt	$	500	$	750
Accounts payable	779		820
Accrued compensation	724		839
Income taxes payable	79		159
Accrued expenses and other liabilities	1,036		1,075
Total current liabilities	3,118		3,643
Long-term debt	13,546		12,846
Underfunded retirement plans	125		110
Deferred tax liabilities	60		53
Other long-term liabilities	1,528		1,954
Total liabilities	18,377		18,606
Stockholders’ equity:
Preferred stock, $25 par value. Shares authorized – 10; none issued	—		—
Common stock, $1 par value. Shares authorized – 2,400; shares issued – 1,741	1,741		1,741
Paid-in capital	4,410		3,935
Retained earnings	52,369		52,262
Treasury common stock at cost
Shares: September 30, 2025 – 832; December 31, 2024 – 830	(41,744)		(40,895)
Accumulated other comprehensive income (loss), net of taxes (AOCI)	(149)		(140)
Total stockholders’ equity	16,627		16,903
Total liabilities and stockholders’ equity	$	35,004	$	35,509

See accompanying notes.


	For Nine Months Ended
Consolidated Statements of Cash Flows	September 30,
(In millions)	2025		2024
Cash flows from operating activities
Net income	$	3,838	$	3,594
Adjustments to net income:
Depreciation	1,381		1,092

Amortization of capitalized software	61		53
Stock compensation	338		309
Gains on sales of assets	—		(126)
Deferred taxes	(134)		(189)
Increase (decrease) from changes in:
Accounts receivable	(343)		(75)
Inventories	(302)		(297)
Prepaid expenses and other current assets	2		(69)
Accounts payable and accrued expenses	57		38
Accrued compensation	(134)		(127)
Income taxes payable	168		487
Changes in funded status of retirement plans	(14)		2
Other	(19)		(372)
Cash flows from operating activities	4,899		4,320

Cash flows from investing activities
Capital expenditures	(3,625)		(3,628)
Proceeds from U.S. CHIPS and Science Act (CHIPS Act) incentives	335		—
Proceeds from asset sales	1		194
Purchases of short-term investments	(2,644)		(8,807)
Proceeds from short-term investments	5,198		8,461
Other	(28)		(36)
Cash flows from investing activities	(763)		(3,816)

Cash flows from financing activities
Proceeds from issuance of long-term debt	1,199		2,980
Repayment of debt	(750)		(300)
Dividends paid	(3,709)		(3,555)
Stock repurchases	(1,074)		(392)
Proceeds from common stock transactions	358		430
Other	(49)		(42)
Cash flows from financing activities	(4,025)		(879)

Net change in cash and cash equivalents	111		(375)
Cash and cash equivalents at beginning of period	3,200		2,964
Cash and cash equivalents at end of period	$	3,311	$	2,589

Supplemental cash flow information

Investment tax credit (ITC) used to reduce income taxes payable	$	246	$	532
Proceeds from CHIPS Act incentives	335		—
Total cash benefit related to the CHIPS Act	$	581	$	532

See accompanying notes.

Notes to financial statements

Description of business, including segment and geographic area information

We design and manufacture semiconductors that we sell to electronics designers and manufacturers all over the world. We have two reportable segments, Analog and Embedded Processing, each of which represents groups of products that have similar design and development requirements, product characteristics and manufacturing processes. Our segments reflect how our chief operating decision maker (CODM), which is our chief executive officer, allocates resources and measures results.

Analog semiconductors change real-world signals, such as sound, temperature, pressure or images, by conditioning them, amplifying them and often converting them to a stream of digital data that can be processed by other semiconductors, such as embedded processors. Analog semiconductors are also used to manage power in all electronic equipment by converting, distributing, storing, discharging, isolating and measuring electrical energy, whether the equipment is plugged into a wall or using a battery. Our Analog segment consists of two major product lines: Power and Signal Chain.
Embedded Processing products are the digital “brains” of many types of electronic equipment. They are designed to handle specific tasks and can be optimized for various combinations of performance, power and cost, depending on the application.

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

In Other, we also include items that are not used in evaluating the results of or in allocating resources to our segments. Examples of these items include acquisition, integration and restructuring charges, and certain corporate-level items, such as litigation expenses, environmental costs, insurance settlements, and gains and losses from other activities, including asset dispositions. We allocate the remainder of our expenses associated with corporate activities to our operating segments based on specific methodologies, such as percentage of operating expenses or headcount.

Costs incurred by our centralized manufacturing and support organizations, including depreciation, are charged to the operating segments, including those in Other, on a per-unit basis. Consequently, depreciation expense is not an independently identifiable component within the segments’ results and, therefore, is not provided.

With the exception of goodwill, we do not identify or allocate assets by operating segment, nor does the CODM evaluate operating segments using discrete asset information. We have no material intersegment revenue. The accounting policies of the segments are consistent with those described in the significant accounting policies and practices.

Segment information


	For Three Months Ended September 30,
	2025								2024
	Analog		Embedded Processing		Other		Total		Analog		Embedded Processing		Other		Total
Revenue	$	3,729	$	709	$	304	$	4,742	$	3,223	$	653	$	275	$	4,151
Cost of revenue	1,543		373		103		2,019		1,253		328		96		1,677
Gross profit	2,186		336		201		2,723		1,970		325		179		2,474
R&D	371		127		20		518		350		124		18		492
SG&A	329		101		27		457		304		92		32		428

Restructuring charges/other	—		—		85		85		—		—		—		—
Operating profit	$	1,486	$	108	$	69	$	1,663	$	1,316	$	109	$	129	$	1,554

TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES


	For Nine Months Ended September 30,
	2025								2024
	Analog		Embedded Processing		Other		Total		Analog		Embedded Processing		Other		Total
Revenue	$	10,391	$	2,035	$	833	$	13,259	$	8,987	$	1,920	$	727	$	11,634
Cost of revenue	4,234		1,113		301		5,648		3,600		981		273		4,854
Gross profit	6,157		922		532		7,611		5,387		939		454		6,780
R&D	1,123		380		59		1,562		1,059		355		54		1,468
SG&A	1,017		309		88		1,414		957		290		101		1,348

Restructuring charges/other	—		—		85		85		—		—		(124)		(124)
Operating profit	$	4,017	$	233	$	300	$	4,550	$	3,371	$	294	$	423	$	4,088

Geographic area information

Our estimate for revenue based on the geographic location of our end customers’ headquarters, which represents where critical decisions are made, is as follows:


	For Three Months Ended								For Nine Months Ended
	September 30,								September 30,
	2025				2024				2025				2024
Revenue:
United States	$	1,859	39	%	$	1,639	39	%	$	5,084	38	%	$	4,335	37	%
China	1,019		21		823		20		2,830		21		2,191		19
Rest of Asia	505		11		431		10		1,430		11		1,249		11
Europe, Middle East and Africa (a)	972		20		880		21		2,799		21		2,733		23
Japan	313		7		313		8		883		7		935		8
Rest of world	74		2		65		2		233		2		191		2
Total revenue	$	4,742	100	%	$	4,151	100	%	$	13,259	100	%	$	11,634	100	%

(a)Revenue from end customers headquartered in Germany was 10% and 11% in the third quarters of 2025 and 2024, respectively, and 10% and 12% in the first nine months of 2025 and 2024, respectively.

Basis of presentation and significant accounting policies and practices

Basis of presentation

The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (GAAP) and on the same basis as the audited financial statements included in our annual report on Form 10-K for the year ended December 31, 2024. The Consolidated Statements of Income, Comprehensive Income and Cash Flows for the periods ended September 30, 2025 and 2024, and the Consolidated Balance Sheet as of September 30, 2025, are not audited but reflect all adjustments that are of a normal recurring nature and are necessary for a fair statement of the results of the periods shown. Certain information and note disclosures normally included in annual consolidated financial statements have been omitted pursuant to the rules and regulations of the U.S. Securities and Exchange Commission. Because the consolidated interim financial statements do not include all of the information and notes required by GAAP for a complete set of financial statements, they should be read in conjunction with the audited consolidated financial statements and notes included in our annual report on Form 10-K for the year ended December 31, 2024. The results for the three- and nine-month periods are not necessarily indicative of a full year’s results.

TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES

Significant accounting policies and practices

Earnings per share (EPS)

We use the two-class method for calculating EPS because the restricted stock units (RSUs) we grant are participating securities containing nonforfeitable rights to receive dividend equivalents. Under the two-class method, a portion of net income is allocated to RSUs and excluded from the calculation of income allocated to common stock.

Computation and reconciliation of earnings per common share are as follows:


	For Three Months Ended September 30,
	2025					2024
	Net Income		Shares	EPS		Net Income		Shares	EPS
Basic EPS:
Net income	$	1,364				$	1,362
Income allocated to RSUs	(8)					(7)
Income allocated to common stock	$	1,356	909	$	1.49	$	1,355	913	$	1.48
Dilutive effect of stock compensation plans			5					7

Diluted EPS:
Net income	$	1,364				$	1,362
Income allocated to RSUs	(8)					(7)
Income allocated to common stock	$	1,356	914	$	1.48	$	1,355	920	$	1.47

	For Nine Months Ended September 30,
	2025					2024
	Net Income		Shares	EPS		Net Income		Shares	EPS
Basic EPS:
Net income	$	3,838				$	3,594
Income allocated to RSUs	(21)					(18)
Income allocated to common stock	$	3,817	909	$	4.20	$	3,576	912	$	3.92
Dilutive effect of stock compensation plans			5					7

Diluted EPS:
Net income	$	3,838				$	3,594
Income allocated to RSUs	(21)					(18)
Income allocated to common stock	$	3,817	914	$	4.18	$	3,576	919	$	3.89

Potentially dilutive securities representing 4 million and 3 million shares of common stock that were outstanding during the third quarters of 2025 and 2024, respectively, and 10 million and 9 million shares outstanding during the first nine months of 2025 and 2024, respectively, were excluded from the computation of diluted earnings per common share during these periods because their effect would have been anti-dilutive.

Derivatives and hedging

We use derivative financial instruments to manage exposure to foreign exchange risk. These instruments are primarily forward foreign currency exchange contracts, which are used as economic hedges to reduce the earnings impact that exchange rate fluctuations may have on our non-U.S. dollar net balance sheet exposures. Gains and losses from changes in the fair value of these forward foreign currency exchange contracts are credited or charged to OI&E. We do not apply hedge accounting to our foreign currency derivative instruments.

TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES

We are exposed to variability in compensation charges related to certain deferred compensation obligations to employees. We use total return swaps to economically hedge this exposure and offset the related compensation expense, recognizing changes in the fair value of the swaps and the related deferred compensation liabilities in SG&A.

In connection with the issuance of long-term debt, we may use financial derivatives such as treasury-rate lock agreements that are recognized in AOCI and amortized over the life of the related debt.

The results of these derivative transactions were not material. We do not use derivatives for speculative or trading purposes.

Fair values of financial instruments

The fair values of our derivative financial instruments were not material as of September 30, 2025. Our investments in cash equivalents, short-term investments and certain long-term investments, as well as our deferred compensation liabilities, are carried at fair value. The carrying values for other current financial assets and liabilities, such as accounts receivable and accounts payable, approximate fair value due to the short maturity of such instruments. As of September 30, 2025, the carrying value of long-term debt, including the current portion, was $14.05 billion, and the estimated fair value was $13.30 billion. The estimated fair value is measured using broker-dealer quotes, which are Level 2 inputs. See Note 4 for a description of fair value and the definition of Level 2 inputs.

Changes in accounting standards – standards not yet adopted

ASU 2023-09, Improvements to Income Tax Disclosures

This standard requires disaggregated income tax disclosures on effective tax rate reconciliations and income taxes paid. ASU 2023-09 is effective for annual reporting periods beginning after December 15, 2024. As a result of adopting this guidance, our income tax disclosures will be expanded.

ASU 2024-03, Disaggregation of Income Statement Expenses

This standard requires disaggregated disclosures of certain expense captions into specified categories in the notes to the financial statements. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026. We are currently evaluating the potential impact of this standard on our financial statement disclosures.

ASU 2025-06, Targeted Improvements to the Accounting for Internal-Use Software

This standard makes targeted improvements that clarify and modernize the accounting for costs related to internal-use software. ASU 2025-06 is effective for interim and annual reporting periods beginning after December 15, 2027. We are currently evaluating the potential impact of this standard on our financial statements and related disclosures.

TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES

Income taxes

Provision for income taxes is based on the following:


	For Three Months Ended						For Nine Months Ended
	September 30,						September 30,
	2025			2024			2025			2024
Taxes calculated using the estimated annual effective tax rate	$	249		$	227		$	614		$	573
Discrete tax items	(29)			(35)			(114)			(73)
Provision for income taxes	$	220		$	192		$	500		$	500

Effective tax rate	14		%	12		%	12		%	12		%

On July 4, 2025, the U.S. government enacted the One Big Beautiful Bill Act (OBBBA). The OBBBA provides changes to U.S. federal tax law, including expensing of U.S. research expenditures and eligible capital expenditures, increasing the U.S. CHIPS Act investment tax credit and changing other tax provisions. The effects of the new law are reflected in the consolidated financial statements as of and for the periods ended September 30, 2025.

The effective tax rate differs from the 21% U.S. statutory corporate tax rate due to the effect of U.S. tax benefits, including the effect of OBBBA.

Valuation of debt and equity investments and certain liabilities

Investments measured at fair value

Money market funds, debt investments and mutual funds are stated at fair value, which is generally based on market prices or broker quotes. We classify all debt investments as available-for-sale. See Fair-value considerations. Unrealized gains and losses are recorded as an increase or decrease, net of taxes, in AOCI on our Consolidated Balance Sheets, and any credit losses are recorded as an allowance for credit losses with an offset recognized in OI&E in our Consolidated Statements of Income.

Our mutual funds hold a variety of debt and equity investments intended to generate returns that offset changes in certain deferred compensation liabilities. We record changes in the fair value of these mutual funds and the related deferred compensation liabilities in SG&A.

Other investments

Our other investments include equity-method investments and nonmarketable investments, which are not measured at fair value. These investments consist of interests in venture capital funds and other nonmarketable securities. Gains and losses from equity-method investments are recognized in OI&E based on our ownership share of the investee’s financial results. Nonmarketable securities are measured at cost with adjustments for observable changes in price or impairments. Gains and losses on nonmarketable investments are recognized in OI&E.

TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES

Details of our investments are as follows:


	September 30, 2025						December 31, 2024
	Cash and Cash Equivalents		Short-Term Investments		Long-Term Investments		Cash and Cash Equivalents		Short-Term Investments		Long-Term Investments
Measured at fair value:
Money market funds	$	737	$	—	$	—	$	762	$	—	$	—
Corporate obligations	738		503		—		694		796		—
U.S. government and agency securities	1,432		1,198		—		752		3,485		—
Non-U.S. government and agency securities	50		174		—		249		99		—
Mutual funds	—		—		11		—		—		11
Total	2,957		1,875		11		2,457		4,380		11

Other measurement basis:
Equity-method investments	—		—		2		—		—		8
Nonmarketable investments	—		—		4		—		—		4
Total	—		—		6		—		—		12

Cash on hand	354		—		—		743		—		—
Total	$	3,311	$	1,875	$	17	$	3,200	$	4,380	$	23

As of September 30, 2025, and December 31, 2024, unrealized gains and losses associated with our debt investments were not material. We did not recognize any credit losses related to debt investments for the first nine months of 2025 and 2024.

The following table presents the aggregate maturities of our debt investments as of September 30, 2025:


	Fair Value
One year or less	$	3,764
One to two years	331

Proceeds from sales, redemptions and maturities of short-term debt investments were $1.26 billion and $2.70 billion for the third quarters of 2025 and 2024, respectively, and $5.20 billion and $8.46 billion for the first nine months of 2025 and 2024, respectively. Gross realized gains and losses from these sales were not material.

Fair-value considerations

We measure and report certain financial assets and liabilities at fair value on a recurring basis. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date.

The three-level hierarchy described below indicates the inputs used to estimate fair-value measurements.

Level 1 – Uses unadjusted quoted prices that are available in active markets for identical assets or liabilities as of the measurement date.
Level 2 – Uses inputs other than Level 1 that are either directly or indirectly observable as of the measurement date through correlation with market data. Inputs include quoted prices for similar assets and liabilities in active markets, quoted prices in markets that are not active and models or other pricing methodologies that do not require significant judgment. We utilize a third-party data service to provide Level 2 valuations, and we verify these valuations for reasonableness.

TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES

Level 3 – Uses inputs that are unobservable, supported by little or no market activity and reflect the use of significant management judgment. As of September 30, 2025, and December 31, 2024, we had no Level 3 assets or liabilities.

The following are our assets and liabilities that were accounted for at fair value on a recurring basis. These tables do not include cash on hand, assets held by our postretirement plans, or assets and liabilities that are measured at historical cost or any basis other than fair value.


	September 30, 2025						December 31, 2024
	Level 1		Level 2		Total		Level 1		Level 2		Total
Assets:
Money market funds	$	737	$	—	$	737	$	762	$	—	$	762
Corporate obligations	—		1,241		1,241		—		1,490		1,490
U.S. government and agency securities	2,231		399		2,630		2,591		1,646		4,237
Non-U.S. government and agency securities	—		224		224		—		348		348
Mutual funds	11		—		11		11		—		11
Total assets	$	2,979	$	1,864	$	4,843	$	3,364	$	3,484	$	6,848

Liabilities:
Deferred compensation	$	475	$	—	$	475	$	443	$	—	$	443
Total liabilities	$	475	$	—	$	475	$	443	$	—	$	443

Postretirement benefit plans

Expenses related to defined benefit and retiree health care benefit plans are as follows:


	U.S. Defined Benefit				U.S. Retiree Health Care				Non-U.S. Defined Benefit
For Three Months Ended September 30,	2025		2024		2025		2024		2025		2024
Service cost	$	1	$	2	$	—	$	—	$	4	$	4
Interest cost	6		7		3		4		16		15
Expected return on plan assets	(3)		(7)		(2)		(4)		(20)		(22)
Recognized net actuarial losses (gains)	1		1		—		(1)		1		3
Amortization of prior service cost (credit)	—		—		—		—		—		1
Net periodic benefit costs (credits)	5		3		1		(1)		1		1
Settlement losses	4		—		—		—		—		—
Total, including other postretirement losses (gains)	$	9	$	3	$	1	$	(1)	$	1	$	1

	U.S. Defined Benefit				U.S. Retiree Health Care				Non-U.S. Defined Benefit
For Nine Months Ended September 30,	2025		2024		2025		2024		2025		2024
Service cost	$	5	$	6	$	1	$	1	$	11	$	12
Interest cost	19		19		9		10		45		42
Expected return on plan assets	(13)		(18)		(8)		(13)		(55)		(60)
Recognized net actuarial losses (gains)	5		3		(1)		(2)		3		9
Amortization of prior service cost (credit)	—		—		—		—		—		1
Net periodic benefit costs (credits)	16		10		1		(4)		4		4
Settlement losses	7		—		—		—		—		—
Total, including other postretirement losses (gains)	$	23	$	10	$	1	$	(4)	$	4	$	4

TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES

Debt and lines of credit

Short-term borrowings

We maintain a line of credit to provide additional liquidity through bank loans and, if necessary, to support commercial paper borrowings. As of September 30, 2025, the aforementioned line of credit was a variable-rate, revolving credit facility from a consortium of investment-grade banks that allows us to borrow up to $1 billion until March 2026. The interest rate on borrowings under this credit facility, if drawn, is indexed to the applicable Term Secured Overnight Financing Rate (Term SOFR). As of September 30, 2025, our credit facility was undrawn, and we had no commercial paper outstanding.

Long-term debt

In May 2025, we issued two series of senior unsecured notes for an aggregate principal amount of $1.20 billion, consisting of $550 million of 4.50% notes due in 2030 and $650 million of 5.10% notes due in 2035. We incurred $6 million of issuance and other related costs. The proceeds of the offering were $1.20 billion, net of the original issuance discounts, which will be used for general corporate purposes.

In March 2025, we retired $750 million of maturing debt.

Long-term debt outstanding is as follows:


	September 30,		December 31,
	2025		2024
Notes due 2025 at 1.375%	$	—	$	750
Notes due 2026 at 1.125%	500		500
Notes due 2027 at 4.60%	650		650
Notes due 2027 at 2.90%	500		500
Notes due 2028 at 4.60%	700		700
Notes due 2029 at 4.60%	650		650
Notes due 2029 at 2.25%	750		750
Notes due 2030 at 1.75%	750		750
Notes due 2030 at 4.50%	550		—
Notes due 2031 at 1.90%	500		500
Notes due 2032 at 3.65%	400		400
Notes due 2033 at 4.90%	950		950
Notes due 2034 at 4.85%	600		600
Notes due 2035 at 5.10%	650		—
Notes due 2039 at 3.875%	750		750
Notes due 2048 at 4.15%	1,500		1,500
Notes due 2051 at 2.70%	500		500
Notes due 2052 at 4.10%	300		300
Notes due 2053 at 5.00%	650		650
Notes due 2054 at 5.15%	750		750
Notes due 2063 at 5.05%	1,550		1,550
Total debt	14,150		13,700
Net unamortized discounts, premiums and issuance costs	(104)		(104)
Total debt, including net unamortized discounts, premiums and issuance costs	14,046		13,596
Current portion of long-term debt	(500)		(750)
Long-term debt	$	13,546	$	12,846

TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES

Interest and debt expense was $141 million and $131 million for the third quarters of 2025 and 2024, respectively, and $402 million and $378 million for the first nine months of 2025 and 2024, respectively. This was net of the amortized discounts, premiums and issuance and other related costs. Capitalized interest was $3 million and $5 million for the third quarters of 2025 and 2024, respectively, and $9 million and $16 million for the first nine months of 2025 and 2024, respectively.

Stockholders’ equity

Changes in equity are as follows:


	Common Stock		Paid-in Capital		Retained Earnings		Treasury Common Stock		AOCI
Balance, December 31, 2024	$	1,741	$	3,935	$	52,262	$	(40,895)	$	(140)

2025
Net income	—		—		1,179		—		—
Dividends declared and paid ($1.36 per share)	—		—		(1,238)		—		—
Common stock issued for stock-based awards	—		8		—		110		—
Stock repurchases	—		—		—		(657)		—
Stock compensation	—		116		—		—		—
Other comprehensive income (loss), net of taxes	—		—		—		—		(7)
Dividend equivalents on RSUs	—		—		(7)		—		—
Other	—		(1)		—		—		—
Balance, March 31, 2025	1,741		4,058		52,196		(41,442)		(147)

Net income	—		—		1,295		—		—
Dividends declared and paid ($1.36 per share)	—		—		(1,235)		—		—
Common stock issued for stock-based awards	—		59		—		56		—
Stock repurchases	—		—		—		(290)		—
Stock compensation	—		129		—		—		—
Other comprehensive income (loss), net of taxes	—		—		—		—		(9)
Dividend equivalents on RSUs	—		—		(7)		—		—
Other	—		(1)		—		—		—
Balance, June 30, 2025	1,741		4,245		52,249		(41,676)		(156)

Net income	—		—		1,364		—		—
Dividends declared and paid ($1.36 per share)	—		—		(1,236)		—		—
Common stock issued for stock-based awards	—		72		—		53		—
Stock repurchases	—		—		—		(121)		—
Stock compensation	—		93		—		—		—
Other comprehensive income (loss), net of taxes	—		—		—		—		7
Dividend equivalents on RSUs	—		—		(7)		—		—
Other	—		—		(1)		—		—
Balance, September 30, 2025	$	1,741	$	4,410	$	52,369	$	(41,744)	$	(149)

TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES


	Common Stock		Paid-in Capital		Retained Earnings		Treasury Common Stock		AOCI
Balance, December 31, 2023	$	1,741	$	3,362	$	52,283	$	(40,284)	$	(205)

2024
Net income	—		—		1,105		—		—
Dividends declared and paid ($1.30 per share)	—		—		(1,183)		—		—
Common stock issued for stock-based awards	—		(29)		—		94		—
Stock repurchases	—		—		—		(3)		—
Stock compensation	—		106		—		—		—
Other comprehensive income (loss), net of taxes	—		—		—		—		2
Dividend equivalents on RSUs	—		—		(7)		—		—
Other	—		—		1		—		—
Balance, March 31, 2024	1,741		3,439		52,199		(40,193)		(203)

Net income	—		—		1,127		—		—
Dividends declared and paid ($1.30 per share)	—		—		(1,185)		—		—
Common stock issued for stock-based awards	—		111		—		137		—
Stock repurchases	—		—		—		(72)		—
Stock compensation	—		116		—		—		—
Other comprehensive income (loss), net of taxes	—		—		—		—		3
Dividend equivalents on RSUs	—		—		(6)		—		—

Balance, June 30, 2024	1,741		3,666		52,135		(40,128)		(200)

Net income	—		—		1,362		—		—
Dividends declared and paid ($1.30 per share)	—		—		(1,187)		—		—
Common stock issued for stock-based awards	—		62		—		55		—
Stock repurchases	—		—		—		(322)		—
Stock compensation	—		87		—		—		—
Other comprehensive income (loss), net of taxes	—		—		—		—		5
Dividend equivalents on RSUs	—		—		(6)		—		—
Other	—		(2)		—		—		—
Balance, September 30, 2024	$	1,741	$	3,813	$	52,304	$	(40,395)	$	(195)

Contingencies

Indemnification guarantees

We routinely sell products with an intellectual property indemnification included in the terms of sale. Historically, we have had only minimal, infrequent losses associated with these indemnities. Consequently, we cannot reasonably estimate any future liabilities that may result.

TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES

Warranty costs/product liabilities

Our stated warranties for semiconductor products obligate us to repair, replace or credit the purchase price of a covered product back to the buyer. Product claim consideration may exceed the price of our products. Historically, we have experienced a low rate of payments on product claims. Although we cannot predict the likelihood or amount of any future claims, we do not believe they will have a material adverse effect on our consolidated financial statements. We accrue for known product-related claims if a loss is probable and can be reasonably estimated. During the periods presented, there have been no material accruals or payments regarding product warranty or product liability.

General

We are subject to various legal and administrative proceedings. Although it is not possible to predict the outcome of these matters, we believe that the results of these proceedings will not have a material adverse effect on our consolidated financial statements.

Supplemental financial information

Restructuring charges/other

During the third quarter and first nine months of 2025, we recognized $85 million of restructuring charges related to efforts to drive operational efficiencies to support our long-term strategy, including the planned closures of our two remaining factories with 150mm production. The restructuring charges are attributable to severance and benefit costs and are included in Other for segment reporting purposes.


Prepaid expenses and other current assets
	September 30,		December 31,
	2025		2024
CHIPS Act incentives	$	1,501	$	904
Other	298		296
Total	$	1,799	$	1,200


Other long-term assets
	September 30,		December 31,
	2025		2024
CHIPS Act incentives	$	1,734	$	2,246

Other	1,107		1,102
Total	$	2,841	$	3,348

TEXAS INSTRUMENTS INCORPORATED AND SUBSIDIARIES

Details on amounts reclassified out of accumulated other comprehensive income (loss), net of taxes, to net income

Our Consolidated Statements of Comprehensive Income include items that have been recognized within net income during the third quarters and first nine months of 2025 and 2024. The table below details where these transactions are recorded in our Consolidated Statements of Income.


	For Three Months Ended				For Nine Months Ended				Impact to Related Statement of Income Lines
	September 30,				September 30,
	2025		2024		2025		2024
Net actuarial losses of defined benefit plans:
Recognized net actuarial losses and settlement losses (a)	$	6	$	3	$	14	$	10	Decrease to OI&E
Tax effect	(1)		(1)		(3)		(3)		Decrease to provision for income taxes
Recognized within net income, net of taxes	$	5	$	2	$	11	$	7	Decrease to net income

Prior service cost (credit) of defined benefit plans:
Amortization of prior service cost (credit) (a)	$	—	$	1	$	—	$	1	Decrease (increase) to OI&E
Tax effect	—		—		—		—		(Decrease) increase to provision for income taxes
Recognized within net income, net of taxes	$	—	$	1	$	—	$	1	Decrease (increase) to net income

(a)Detailed in Note 5

Effect on shares outstanding and treasury shares

The following table reflects the changes in treasury shares:


			2025
Balance, January 1			830
Repurchases			4
Shares issued for stock compensation			(2)
Balance, March 31			832

Repurchases			1
Shares issued for stock compensation			(1)
Balance, June 30			832

Repurchases			1
Shares issued for stock compensation			(1)
Balance, September 30			832

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