We have stock options outstanding to participants under long-term incentive plans. The option price per share may not be less than the fair market value of our common stock on the date of the grant. The options have a 10-year term, generally vest ratably over four years and continue to vest after the option recipient retires.

We also have RSUs outstanding to participants under long-term incentive plans. Each RSU represents the right to receive one share of TI common stock, issued on the vesting date, which is generally four years after the date of grant. RSUs continue to vest after the recipient retires. Holders of RSUs receive an annual cash payment equivalent to the dividends paid on our common stock. The fair value per share of RSUs is generally determined based on the closing price of our common stock on the date of grant.

We have options and RSUs outstanding to non-employee directors under director compensation plans. The plans generally provide for annual grants of stock options and RSUs, a one-time grant of RSUs to each new non-employee director and the issuance of TI common stock upon the distribution of stock units credited to director deferred compensation accounts.

We also have an employee stock purchase plan (ESPP) under which options are offered to all eligible employees in amounts based on a percentage of the employee’s compensation, subject to a cap. Under the plan, the option price per share is 85% of the fair market value on the exercise date. As of December 31, 2024, 31 million shares remain available for future issuance under this plan.

Total stock compensation expense recognized is as follows:


	For Years Ended December 31,
	2024		2023		2022
COR	$	52	$	44	$	34
R&D	132		119		90
SG&A	203		199		165

Total	$	387	$	362	$	289

These amounts include expenses related to non-qualified stock options, RSUs and stock options offered under our ESPP and are net of estimated forfeitures.

We recognize compensation expense for non-qualified stock options and RSUs on a straight-line basis over the minimum service period required for vesting of the award, adjusting for estimated forfeitures based on historical activity. Awards issued to employees who are retirement eligible or nearing retirement eligibility are expensed on an accelerated basis. Options issued under our ESPP are expensed over a three-month period.

As of December 31, 2024, total future compensation related to equity awards not yet recognized in our Consolidated Statements of Income was $503 million, which we expect to recognize over a weighted average period of 1.7 years.

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,
	2024			2023			2022
Weighted average grant date fair value, per share	$	37.58		$	46.23		$	39.94
Weighted average assumptions used:
Expected volatility	27		%	31		%	29		%
Expected lives (in years)	5.6			6.1			6.4
Risk-free interest rates	4.04		%	3.60		%	1.83		%
Expected dividend yields	3.11		%	2.86		%	2.64		%

We use market-based measures of implied volatility to determine expected volatility on all options granted. We determine expected lives of options based on the historical option exercise experience of our option holders using a rolling 10-year average.

Expected dividend yields are based on the annualized approved quarterly dividend rate and the current market price of our common stock at the time of grant. No assumption for a future dividend rate change is included unless there is an approved plan to change the dividend in the near term.

Stock option and RSU transactions under our long-term incentive and director compensation plans are as follows:


	Stock Options			RSUs
	Shares	Weighted Average Exercise Price per Share		Shares	Weighted Average Grant Date Fair Value per Share
Outstanding grants, December 31, 2023	26	$	119.60	5	$	161.40
Granted	5	$	167.68	2	$	173.59
Stock options exercised/RSUs vested	(6)	$	82.42	(1)	$	131.82
Outstanding grants, December 31, 2024 (a)	25	$	136.87	6	$	168.68


	For Years Ended December 31,
	2024		2023		2022
Weighted average grant date fair value per share for RSUs	$	173.59	$	172.59	$	174.39
Total grant date fair value of shares vested for RSUs	$	113	$	106	$	121
Aggregate intrinsic value of options exercised	$	597	$	319	$	336

Summarized information about stock options outstanding as of December 31, 2024, is as follows:



Exercise Price Range	Number Outstanding (Shares)	Weighted Average Remaining Contractual Life (Years)
$49.03 to $206.61	25	5.7


	Options Fully Vested and Expected to Vest (a)		Options Exercisable
Stock options outstanding (shares)	24		15
Weighted average remaining contractual life (in years)	5.7		4.0
Weighted average exercise price per share	$	136.44	$	114.61
Intrinsic value (billions)	$	1.24	$	1.08

(a)Includes effects of expected forfeitures. Excluding the effects of expected forfeitures, the aggregate intrinsic value of stock options outstanding was $1.24 billion.

Treasury shares were acquired in connection with the board-authorized stock repurchase program. As of December 31, 2024, $20.26 billion of stock repurchase authorizations remain, and no expiration date has been specified.

Our 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:


	For Years Ended December 31,
	2024	2023	2022
Balance, January 1	832	835	817
Repurchases	5	2	22
Shares issued	(7)	(5)	(4)
Balance, December 31	830	832	835

The effects on cash flows are as follows:


	For Years Ended December 31,
	2024		2023		2022
Proceeds from common stock transactions (a)	$	517	$	263	$	241
Tax benefit realized from stock compensation	$	158	$	104	$	110

(a)Net of taxes paid for employee shares withheld of $39 million, $46 million and $50 million in 2024, 2023 and 2022, respectively.