TSMC (NYSE: TSM) reports November 2025 capex, bond issues and share cancellation

Rhea-AI Filing Summary

Taiwan Semiconductor Manufacturing Company Limited (TSMC) reports several November 2025 corporate actions. Two vice presidents modestly increased their shareholdings, with Geoffrey Yeap adding 1,000 shares and Jonathan Lee adding 271 shares. There were no new pledges of common shares by directors, executives, or major shareholders.

TSMC and its subsidiaries acquired NT$18.6 billion in fixed-income investments and NT$0.6 billion in equity investments. The board approved major capital appropriations, including US$7.3 billion for machinery for advanced technology capacity, US$1.2 billion for advanced packaging and mature or specialty technologies, US$3.6 billion for R&D and sustaining capital expenditures, and US$3.0 billion for real estate and capitalized leased assets.

The company issued unsecured bonds in November 2025, including tranche 114-5 A for NT$14.0 billion at a 1.50% coupon with bullet repayment and annual interest, plus additional B and C tranches. The board also approved cancellation of 91,000 common shares from reclaimed employee restricted stock awards, along with a paid-in capital reduction of NT$910,000, using November 11, 2025 as the record date.

1934 Act Registration No. 1-14700

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________________

FORM 6-K

_____________________________

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of December 2025

(Commission File Number: 001-14700)

_____________________________

Taiwan Semiconductor Manufacturing Company Limited

(Translation of Registrant’s Name Into English)

_____________________________

No. 8, Li-Hsin Road 6

Hsinchu Science Park

Hsinchu 300-096, Taiwan
Republic of China

(Address of Principal Executive Offices)

_____________________________

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  x            Form 40-F  o

Indicate by check mark if the registrant is submitting the Form 6-K in papers as permitted by Regulation S-T Rule 101(b)(1):o

Indicate by check mark if the registrant is submitting the Form 6-K in papers as permitted by Regulation S-T Rule 101(b)(7):o

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Taiwan Semiconductor Manufacturing Company Limited

Date:   December 23, 2025

By

/s/ Wendell Huang

Wendell Huang

Senior Vice President and Chief Financial Officer

Taiwan Semiconductor Manufacturing Company Limited

("TSMC"; NYSE: TSM)

This is to report 1) the changes in the shareholdings of TSMC board of directors, executive officers and shareholders who own more than 10% of total outstanding common shares of TSMC; 2) the changes in the pledge of TSMC common shares by TSMC board of directors, executive officers and shareholders who own more than 10% of total outstanding common shares of TSMC; 3) the acquisition and disposition of assets by TSMC and its subsidiaries; 4) the capital appropriations approved by TSMC board of directors; 5) the unsecured bonds issued by TSMC and its subsidiaries and 6) the cancellation of TSMC common shares for the month of November 2025.

1.The changes in the shareholdings of TSMC board of directors, executive officers and shareholders who own more than 10% of total outstanding common shares of TSMC:

Title

Name

Number of shares held as of

Changes

10/31/2025

11/30/2025

Vice President

Geoffrey Yeap

174,694

175,694

1,000

Vice President

Jonathan Lee

485,261

485,532

271

Note: Shareholdings include shares held by the related parties.

2.The changes in the pledge of TSMC common shares by TSMC board of directors, executive officers and shareholders who own more than 10% of total outstanding common shares of TSMC: None.

3.The acquisition and disposition of assets by TSMC and its subsidiaries:

(1) Fixed-income investment: NT$18.6 billion of acquisition.

(2) Equity investment: NT$0.6 billion of acquisition.

4.The capital appropriations approved by TSMC board of directors:

(1) Machinery equipment for advanced technology capacity: US$7.3 billion.

(2) Machinery equipment for advanced packaging, mature and/or specialty technology capacity: US$1.2 billion.

(3) Machinery equipment for R&D capital investments and sustaining capital expenditures: US$3.6 billion.

(4) Real estate and capitalized leased assets: US$3.0 billion.

5.The unsecured bonds issued by TSMC and its subsidiaries:

Issuance

Tranche

Issuance Period

Total Amount (in billions)

Coupon Rate

Repayment and Interest Payment

114-5

A

November 2025 ~ November 2030

NT$14.0

1.50%

Bullet repayment; interest payable annually

B

November 2025 ~ November 2032

NT$3.0

1.53%

C

November 2025 ~ November 2035

NT$6.5

1.58%

6.The cancellation of TSMC common shares:

The TSMC board of directors approved the cancellation of 91,000 TSMC common shares of reclaimed employee restricted stock awards and the associated paid-in capital reduction of NT$910,000 and set November 11, 2025 as the record date for the paid-in capital reduction.

FAQ

What insider shareholding changes did TSM (Taiwan Semiconductor) report for November 2025?

TSMC reported small increases in executive shareholdings. Vice President Geoffrey Yeap increased his holdings from 174,694 to 175,694 shares, adding 1,000 shares. Vice President Jonathan Lee increased his holdings from 485,261 to 485,532 shares, adding 271 shares.

Did TSMC (TSM) report any new pledges of common shares in November 2025?

No. TSMC stated that there were no changes in the pledge of TSMC common shares by its board of directors, executive officers, or shareholders owning more than 10% of total outstanding common shares for November 2025.

What investments in financial assets did TSMC make in November 2025?

TSMC and its subsidiaries made two categories of investments: a fixed-income investment acquisition of NT$18.6 billion and an equity investment acquisition of NT$0.6 billion.

How much capital spending did TSMC’s board approve in November 2025 and for what purposes?

TSMC’s board approved several capital appropriations: US$7.3 billion for machinery equipment for advanced technology capacity, US$1.2 billion for machinery equipment for advanced packaging, mature and/or specialty technology capacity, US$3.6 billion for machinery equipment for R&D capital investments and sustaining capital expenditures, and US$3.0 billion for real estate and capitalized leased assets.

What unsecured bonds did TSMC issue in November 2025?

Under issuance 114-5, TSMC issued unsecured bonds in multiple tranches. Tranche A runs from November 2025 to November 2030 for NT$14.0 billion at a 1.50% coupon with bullet repayment and annual interest payments. The company also issued Tranche B (November 2025–November 2032) for NT$3.0 billion at a 1.53% coupon and Tranche C (November 2025–November 2035) for NT$6.5 billion at a 1.58% coupon.

What share cancellation did TSMC approve in November 2025?

TSMC’s board approved the cancellation of 91,000 common shares that had been reclaimed from employee restricted stock awards. This was accompanied by a paid-in capital reduction of NT$910,000, with November 11, 2025 set as the record date for the paid-in capital reduction.

What is the focus of TSMC’s November 2025 corporate actions report?

The report covers insider shareholding changes, pledged share status, acquisitions of financial assets, board-approved capital appropriations, unsecured bond issuances, and the cancellation of reclaimed employee restricted stock awards for November 2025.