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Texas Instruments Inc – ‘10-K405’ for 12/31/99 – EX-10.A.II

On:  Friday, 3/3/00   ·   For:  12/31/99   ·   Accession #:  97476-0-6   ·   File #:  1-03761

Previous ‘10-K405’:  ‘10-K405/A’ on 8/9/99 for 12/31/98   ·   Next:  ‘10-K405/A’ on 3/23/00 for 12/31/99   ·   Latest:  ‘10-K405’ on 3/4/02 for 12/31/01

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  As Of                Filer                Filing    For·On·As Docs:Size

 3/03/00  Texas Instruments Inc             10-K405    12/31/99   17:226K

Annual Report — [x] Reg. S-K Item 405   —   Form 10-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K405     Annual Report -- [x] Reg. S-K Item 405                25±   102K 
 2: EX-3.K      Articles of Incorporation/Organization or By-Laws      2±    13K 
 3: EX-3.L      Articles of Incorporation/Organization or By-Laws      2±    13K 
 4: EX-3.M      Articles of Incorporation/Organization or By-Laws      2±    13K 
 5: EX-3.N      Articles of Incorporation/Organization or By-Laws     19±    87K 
 6: EX-10.A.I   Material Contract                                     18±    82K 
 7: EX-10.A.II  Material Contract                                      2±    13K 
 8: EX-10.A.II  Material Contract                                      3±    15K 
 9: EX-10.B.I   Material Contract                                      8±    33K 
10: EX-10.B.II  Material Contract                                      2±    13K 
11: EX-11       Statement re: Computation of Earnings Per Share        2±    12K 
12: EX-12       Statement re: Computation of Ratios                    1      9K 
13: EX-21       Subsidiaries of the Registrant                         2±    12K 
14: EX-23       Consent of Experts or Counsel                          1     10K 
16: EX-27       Exhibit 27.1                                           1     11K 
17: EX-27       Exhibit 27.2                                           1     11K 
15: EX-27       Financial Data Schedule (Pre-XBRL)                     1     10K 


EX-10.A.II   —   Material Contract



Exhibit 10(a)(ii) ----------------- FIRST AMENDMENT TO RESTATED TI DEFERRED COMPENSATION PLAN TEXAS INSTRUMENTS INCORPORATED, a Delaware corporation with its principal offices in Dallas, Texas (hereinafter referred to as "TI" or the "Company"), hereby adopts the First Amendment to the restated TI Deferred Compensation Plan. TI adopted the TI Supplemental Pension and Profit Sharing Benefit Plan effective as of September 8, 1978, and the TI Supplemental Pension and Profit Sharing Benefit Plan II as of January 1, 1993. Both such plans were amended from time to time. These supplemental plans supplemented pension benefits provided under the TI Employees Pension Plan and defined contribution plan benefits provided under the TI Employees Universal Profit Sharing Plan. The provisions of such supplemental plans relevant to, and supplementing pension benefits under, the TI Employees Pension Plan were amended, restated and merged into the TI Employees Supplemental Pension Plan, effective January 1, 1998. The supplemental pension plan obligations accrued under the two such supplemental plans are provided on and after January 1, 1998, under the TI Employees Supplemental Pension Plan. The provisions of the two supplemental plans relevant to, and supplementing benefits under, the TI Employees Universal Profit Sharing Plan, and effective January 1, 1998, the TI Employees Retirement and Profit Sharing Plan, were amended, restated and merged into the TI Deferred Compensation Plan (the "Plan") effective January 1, 1998. This First Amendment to the restated TI Deferred Compensation Plan shall be effective as of the dates indicated below. Except as hereby amended by this First Amendment to the restated TI Deferred Compensation Plan, the Plan, as amended and restated effective January 1, 1998, shall continue in full force and effect. 1. Effective January 1, 1998, a new Section 1-20A is hereby added, to appear between Section 1.20 and Section 1.21 of the Plan. The new Section 1.20A shall read as follows: "Sec. 1-20A. SSI Plans. "SSI Plans" means the Silicon Systems, Inc. Incentive Stock Plan, effective July 14, 1995 and as amended thereafter, and/or the Silicon Systems, Inc. Phantom Stock Plan, effective April 1, 1993, and as amended thereafter." 2. The following provisions are hereby added to Section 3.2(i), at the end thereof: "Additionally, commencing with elections effective for the 1999 Plan Year, if a Designated Employee holds an award of incentive stock or phantom stock granted under the SSI Plans, the Designated Employee may elect during the Election Period to defer into a Deferred Compensation Account no more than 90% of the proceeds otherwise payable under the terms of the SSI Plans upon the redemption of phantom stock or incentive stock under the SSI Plans by the Designated Employee in the subsequent Plan Year. A Participant's election to defer the receipt of redemption proceeds under the SSI Plans for the succeeding Plan Year is irrevocable and shall become effective as of the first month of the Plan Year next following such Election Period. Effective January 1, 1998, if a Designated Employee holds an award of phantom stock under the SSI Plans, and the phantom stock shares subject to the award will lapse due to the passage of time after March 31, 1998, and on or before December 31, 1998 (pursuant to the terms of paragraph 7 of the SSI Plans), the Designated Employee may elect to defer the proceeds of the exercise of such otherwise lapsing phantom stock shares by electing on or before March 31, 1998, to defer into a Deferred Compensation Account no more than 90% of the proceeds otherwise payable under the terms of the SSI Plans upon the redemption of the phantom stock that is subject to lapse in 1998 under the SSI Plans by the Designated Employee. A Participant's election to defer the receipt in 1998 of such proceeds under the SSI Plans must be made on or before March 1, 1998, and shall be irrevocable. If no election is made to redeem the phantom stock subject to lapse, any deferral election to defer proceeds shall be ineffective and such phantom stock shall lapse in accordance with the provisions of the SSI Plans." 3. Except as amended by this First Amendment, the Company hereby ratifies the Plan as last amended and restated effective January 1, 1998. IN WITNESS WHEREOF, Texas Instruments Incorporated has caused this instrument to be executed by its duly authorized officer. Texas Instruments Incorporated By: /s/ RICHARD J. AGNICH ------------------------------------ Richard J. Agnich Senior Vice President, General Counsel and Secretary

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K405’ Filing    Date    Other Filings
Filed on:3/3/00
For Period End:12/31/9910-K405/A,  PRE 14A
12/31/9810-K405,  10-K405/A,  DEF 14A
3/31/9810-Q
3/1/98
1/1/98
7/14/95
4/1/93
1/1/93
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Filing Submission 0000097476-00-000006   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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