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Investor Presentaiton

FORM 10-K Our current practice is to issue shares of common stock from treasury shares upon exercise of stock options, distribution of director deferred compensation and vesting of RSUs. The following table reflects the changes in our treasury shares: Balance, December 31, 2013 Repurchases Shares used for: Stock options/RSUS Stock applied to exercises or taxes ESPP Director deferred stock Total issued Balance, December 31, 2014 Repurchases Shares used for: Stock options/RSUS ... Stock applied to exercises or taxes ESPP Director deferred stock Total issued Balance, December 31, 2015 Repurchases Shares used for: Stock options/RSUs Stock applied to exercises or taxes ESPP Director deferred stock Total issued Balance, December 31, 2016 Shares available for future grants and reserved for issuance are as follows: Stock Options RSUs Treasury Shares 658,012,970 61,665,209 (19,503,382) (5,609,627) 6,618 1,408,701 (1,784,184) (7,178) (21,280,948) (4,200,926) (25,481,874) 694,189,127 51,384,339 (11,953,455) (3,386,415) 8,562 845,164 (1,532,264) (7,531) (13,477,157) (2,541,251) (16,018,408) 729,547,527 35,480,036 (14,516,606) (5,639,666) 1,336,476 (1,362,202) (13,587) (15,878,808) (4,303,190) (20,181,998) 744,831,978 Long-Term December 31, 2016 Director Employee Stock Incentive Compensation Shares Plans Reserved for issuance 123,296,771 Plans (a) 2,341,272 Purchase Plan Total 36,670,572 162,308,615 Shares to be issued upon exercise of outstanding options and RSUs (63,715,186) Available for future grants 59,581,585 (1,026,626) 1,314,646 (283,400) (65,025,212) 36,387,172 97,283,403 (a) Includes 143,645 shares credited to directors' deferred stock accounts that settle in shares of TI common stock. These shares are not included as grants outstanding as of December 31, 2016. The effects on cash flows are as follows: Proceeds from common stock transactions (a) Tax benefit realized from stock compensation Reduction to deferred income tax asset. Excess tax benefit for stock compensation For Years Ended December 31, 2016 2015 $ 472 $ 255 $ 396 $ 171 2014 $ 554 $ 218 (105) (81) (108) $ 150 $ 90 $ 110 (a) Net of taxes paid for employee shares withheld of $70 million in 2016, $46 million in 2015 and $62 million in 2014. 42 TEXAS INSTRUMENTS • 2016 FORM 10-K
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