Stock-based Compensation (Tables)
|
12 Months Ended |
Dec. 31, 2015 |
| Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] |
|
| Schedule of stock-based Compensation Expense Allocation Within the Consolidated Statements of Income |
Total stock-based compensation expense recognized was as follows:
|
|
For Years Ended December 31, |
|
|
|
2015 |
|
|
2014 |
|
|
2013 |
|
|
COR |
$ |
|
47 |
|
|
$ |
|
48 |
|
|
$ |
|
49 |
|
|
R&D |
|
|
60 |
|
|
|
|
62 |
|
|
|
|
67 |
|
|
SG&A |
|
|
169 |
|
|
|
|
156 |
|
|
|
|
160 |
|
|
Acquisition charges |
|
|
10 |
|
|
|
|
11 |
|
|
|
|
11 |
|
|
Total |
$ |
|
286 |
|
|
$ |
|
277 |
|
|
$ |
|
287 |
|
|
| Schedule of Weighted Average Assumptions Used to Estimate the Fair Values for Non-qualified Stock Options |
We estimate the fair values for non-qualified stock options using the Black-Scholes-Merton option-pricing model with the following weighted average assumptions.
|
|
For Years Ended December 31, |
|
|
|
2015 |
|
|
2014 |
|
|
2013 |
|
|
Weighted average grant date fair value, per share |
$ |
|
9.49 |
|
|
$ |
|
8.13 |
|
|
$ |
|
6.78 |
|
|
Weighted average assumptions used: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expected volatility |
|
|
22 |
% |
|
|
|
22 |
% |
|
|
|
26 |
% |
|
Expected lives (in years) |
|
|
7.3 |
|
|
|
|
7.3 |
|
|
|
|
7.4 |
|
|
Risk-free interest rates |
|
|
1.64 |
% |
|
|
|
2.45 |
% |
|
|
|
1.43 |
% |
|
Expected dividend yields |
|
|
2.52 |
% |
|
|
|
2.72 |
% |
|
|
|
2.56 |
% |
|
| Schedule of Stock Option and RSU Transactions Under Long-term Incentive and Director Compensation Plans |
Stock option and RSU transactions under our long-term incentive and director compensation plans during 2015 were as follows:
|
|
Stock Options |
|
|
RSUs |
|
|
|
|
|
|
|
Weighted Average |
|
|
|
|
|
|
Weighted Average |
|
|
|
|
|
|
|
Exercise Price |
|
|
|
|
|
|
Grant Date Fair |
|
|
|
Shares |
|
|
per Share |
|
|
Shares |
|
|
Value per Share |
|
|
Outstanding grants, December 31, 2014 |
|
57,647,446 |
|
|
$ |
|
32.84 |
|
|
|
17,303,815 |
|
|
$ |
|
35.24 |
|
|
Granted |
|
11,913,832 |
|
|
|
|
53.95 |
|
|
|
2,679,437 |
|
|
|
|
53.22 |
|
|
Vested RSUs |
|
— |
|
|
|
|
— |
|
|
|
(3,386,415 |
) |
|
|
|
33.72 |
|
|
Forfeited and expired |
|
(833,840 |
) |
|
|
|
42.71 |
|
|
|
(541,295 |
) |
|
|
|
36.94 |
|
|
Exercised |
|
(11,953,455 |
) |
|
|
|
31.33 |
|
|
|
— |
|
|
|
|
— |
|
|
Outstanding grants, December 31, 2015 |
|
56,773,983 |
|
|
|
|
37.45 |
|
|
|
16,055,542 |
|
|
|
|
38.51 |
|
|
| Schedule of Shares Outstanding Under Stock Option Plans, by Exercise Price Range |
Summarized information about stock options outstanding at December 31, 2015, is as follows:
|
|
|
|
Stock Options Outstanding |
|
|
Options Exercisable |
|
|
|
|
Number |
|
|
Weighted Average |
Weighted Average |
|
|
Number |
|
|
Weighted Average |
|
|
Exercise Price |
|
Outstanding |
|
Remaining Contractual |
Exercise Price |
|
|
Exercisable |
|
|
Exercise Price |
|
|
Range |
|
(Shares) |
|
|
Life (Years) |
per Share |
|
|
(Shares) |
|
|
per Share |
|
|
$ |
14.47 to 20.00 |
|
|
3,499,029 |
|
|
|
3.1 |
|
|
$ |
|
14.96 |
|
|
|
3,499,029 |
|
|
$ |
|
14.96 |
|
|
|
20.01 to 30.00 |
|
|
8,385,885 |
|
|
|
3.1 |
|
|
|
|
25.56 |
|
|
|
8,377,295 |
|
|
|
|
25.56 |
|
|
|
30.01 to 40.00 |
|
|
21,215,903 |
|
|
|
6.0 |
|
|
|
|
33.00 |
|
|
|
12,732,409 |
|
|
|
|
33.21 |
|
|
|
40.01 to 50.00 |
|
|
12,012,519 |
|
|
|
8.1 |
|
|
|
|
44.11 |
|
|
|
2,229,828 |
|
|
|
|
44.10 |
|
|
|
50.01 to 58.98 |
|
|
11,660,647 |
|
|
|
9.1 |
|
|
|
|
53.96 |
|
|
|
1,521 |
|
|
|
|
55.41 |
|
|
|
14.47 to 58.98 |
|
|
56,773,983 |
|
|
|
6.5 |
|
|
|
|
37.45 |
|
|
|
26,840,082 |
|
|
|
|
29.35 |
|
|
| Schedule of Stock Options That are Vested and Expected to Vest, Outstanding and Exercisable |
Summarized information as of December 31, 2015, about outstanding stock options that are vested and expected to vest, as well as stock options that are currently exercisable, is as follows:
|
|
Outstanding Stock Options |
|
|
|
|
|
|
(Fully Vested and |
|
|
Options |
|
|
|
Expected to Vest) (a) |
|
|
Exercisable |
|
|
Number of outstanding (shares) |
|
|
55,421,103 |
|
|
|
|
26,840,082 |
|
|
Weighted average remaining contractual life (in years) |
|
|
6.4 |
|
|
|
|
4.6 |
|
|
Weighted average exercise price per share |
$ |
|
37.17 |
|
|
$ |
|
29.35 |
|
|
Intrinsic value (millions of dollars) |
$ |
|
978 |
|
|
$ |
|
683 |
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Includes effects of expected forfeitures of approximately 1 million shares. Excluding the effects of expected forfeitures, the aggregate intrinsic value of stock options outstanding was $986 million. |
|
|
| Schedule of Director Deferred Compensation Payable in Shares |
Director deferred stock activity during 2015 was as follows:
|
|
Director Deferred Stock (Shares) |
|
|
Outstanding, December 31, 2014 |
|
135,722 |
|
|
New shares deferred |
|
14,722 |
|
|
Issued |
|
(7,531 |
) |
|
Outstanding, December 31, 2015 |
|
142,913 |
|
|
| Schedule of Employee Stock Purchase Plan Transactions |
Employee stock purchase plan transactions during 2015 were as follows:
|
|
Employee Stock |
|
|
|
|
|
|
Purchase Plan |
|
|
|
|
|
|
(Shares) |
|
|
Exercise Price |
|
|
Outstanding grants, December 31, 2014 |
|
374,703 |
|
|
$ |
|
45.46 |
|
|
Granted |
|
1,530,127 |
|
|
|
|
44.75 |
|
|
Exercised |
|
(1,532,264 |
) |
|
|
|
44.57 |
|
|
Outstanding grants, December 31, 2015 |
|
372,566 |
|
|
|
|
46.19 |
|
|
| Schedule of Changes in Treasury Stock |
The table below reflects the changes in our treasury shares:
|
|
Stock Options |
|
|
RSUs |
|
|
Treasury Shares |
|
|
Balance, December 31, 2012 |
|
|
|
|
|
|
|
|
|
632,636,970 |
|
|
Repurchases |
|
|
|
|
|
|
|
|
|
77,564,013 |
|
|
Shares used for: |
|
|
|
|
|
|
|
|
|
|
|
|
Stock options/RSUs |
|
(45,507,711 |
) |
|
|
(5,741,981 |
) |
|
|
|
|
|
Stock applied to taxes |
|
— |
|
|
|
1,461,422 |
|
|
|
|
|
|
ESPP |
|
(2,386,834 |
) |
|
|
— |
|
|
|
|
|
|
Director deferred stock |
|
— |
|
|
|
— |
|
|
|
(12,909 |
) |
|
Total issued |
|
(47,894,545 |
) |
|
|
(4,280,559 |
) |
|
|
(52,175,104 |
) |
|
Balance, December 31, 2013 |
|
|
|
|
|
|
|
|
|
658,012,970 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repurchases |
|
|
|
|
|
|
|
|
|
61,665,209 |
|
|
Shares used for: |
|
|
|
|
|
|
|
|
|
|
|
|
Stock options/RSUs |
|
(19,503,382 |
) |
|
|
(5,609,627 |
) |
|
|
|
|
|
Stock applied to exercises or taxes |
|
6,618 |
|
|
|
1,408,701 |
|
|
|
|
|
|
ESPP |
|
(1,784,184 |
) |
|
|
— |
|
|
|
|
|
|
Director deferred stock |
|
— |
|
|
|
— |
|
|
|
(7,178 |
) |
|
Total issued |
|
(21,280,948 |
) |
|
|
(4,200,926 |
) |
|
|
(25,481,874 |
) |
|
Balance, December 31, 2014 |
|
|
|
|
|
|
|
|
|
694,189,127 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Repurchases |
|
|
|
|
|
|
|
|
|
51,384,339 |
|
|
Shares used for: |
|
|
|
|
|
|
|
|
|
|
|
|
Stock options/RSUs |
|
(11,953,455 |
) |
|
|
(3,386,415 |
) |
|
|
|
|
|
Stock applied to exercises or taxes |
|
8,562 |
|
|
|
845,164 |
|
|
|
|
|
|
ESPP |
|
(1,532,264 |
) |
|
|
— |
|
|
|
|
|
|
Director deferred stock |
|
— |
|
|
|
— |
|
|
|
(7,531 |
) |
|
Total issued |
|
(13,477,157 |
) |
|
|
(2,541,251 |
) |
|
|
(16,018,408 |
) |
|
Balance, December 31, 2015 |
|
|
|
|
|
|
|
|
|
729,547,527 |
|
|
| Schedule of Shares Reserved for Issuance and Available for Future Grant |
Shares available for future grants and reserved for issuance are summarized below:
|
|
|
December 31, 2015 |
|
|
|
|
Long-Term Incentive |
|
|
|
|
|
|
|
|
|
|
|
|
and Director |
|
|
Employee Stock |
|
|
|
|
|
|
Shares |
|
Compensation Plans |
|
|
Purchase Plan |
|
|
Total |
|
|
Reserved for issuance (a) |
|
|
105,793,583 |
|
|
|
38,032,774 |
|
|
|
143,826,357 |
|
|
Shares to be issued upon exercise of outstanding options and RSUs (a) |
|
|
(72,972,438 |
) |
|
|
(372,566 |
) |
|
|
(73,345,004 |
) |
|
Available for future grants |
|
|
32,821,145 |
|
|
|
37,660,208 |
|
|
|
70,481,353 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Includes 142,913 shares credited to directors’ deferred stock accounts that settle in shares of TI common stock. These shares are not included as grants outstanding at December 31, 2015. |
|
|
| Schedule of Cash Proceeds Received from Share-based Payment Awards |
The effects on cash flows were as follows:
|
|
For Years Ended December 31, |
|
|
|
2015 |
|
|
2014 |
|
|
2013 |
|
|
Proceeds from common stock transactions |
$ |
|
442 |
|
|
$ |
|
616 |
|
|
$ |
|
1,314 |
|
|
Tax benefit realized from stock options exercised |
|
|
171 |
|
|
|
|
218 |
|
|
|
|
227 |
|
|