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  4. [Form 3/A] TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD Amended Initial Statement of Beneficial Ownership

TSMC (NYSE: TSM) EVP adds equity-linked notes tied to ADS in filing

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Filing Sentiment
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Form Type
3/A

Rhea-AI Filing Summary

TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD executive Mii Yuh-Jier filed an amended Form 3 to add previously omitted derivative holdings. The filing lists two Equity Linked Notes issued by UBS AG that reference a basket of stocks including the company’s American Depositary Shares (ADS).

Each note has a principal amount of US$150,000 and can be settled in cash or, in certain downside scenarios, by delivering ADS of the worst-performing basket component. One note, expiring on September 21, 2026, may deliver up to 636 ADS at a strike price of 235.697 per ADS, while another, expiring on March 4, 2027, may deliver up to 703 ADS at a strike price of 213.2515 per ADS. Each ADS represents five common shares. The amendment reflects holdings; it does not report any new buy or sell transactions.

Positive

  • None.

Negative

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Insider Mii Yuh-Jier
Role EVP and Co-COO
Type Security Shares Price Value
holding Equity Linked Notes -- -- --
holding Equity Linked Notes -- -- --
Holdings After Transaction: Equity Linked Notes — 636 shares (Direct)
Footnotes (1)
  1. The Equity Linked Notes were inadvertently omitted from the reporting person's original Form 3. The Equity Linked Notes are issued by UBS AG that reference a basket of equity securities that includes the issuer's American Depositary Shares. The principal amount of the notes is US$150,000. The notes are exercisable and expire on September 21, 2026 (the "Exercisable Date"). Under the terms of the notes, if the notes are not redeemed early and the closing price of the worst-performing basket component is below its strike price on the Exercisable Date, the notes may be settled by delivery of shares or American Depositary Shares of that worst-performing basket component plus cash in lieu of any fractional share. The strike price for each basket component equals 70% of its initial reference level. If the issuer's American Depositary Shares are determined to be the worst-performing basket component, settlement may result in delivery of up to 636 American Depositary Shares of the issuer at a strike price of 235.697 per American Depositary Share. [Continued in footnote 3] [Continued from footnote 2] In addition, the notes may be redeemed for cash, (i) if, during the observation period prior to the Exercisable Date, the closing price of each basket component has reached its initial reference level at least once, or (ii) if the notes are not redeemed early and the closing price of the worst-performing basket component is at or above its strike price on the Exercisable Date. Each American Depositary Share represents five (5) Common Shares. The Equity Linked Notes are issued by UBS AG that reference a basket of equity securities that includes the issuer's American Depositary Shares. The principal amount of the notes is US$150,000. The notes are exercisable and expire on March 4, 2027 (the "Exercisable Date"). Under the terms of the notes, if the notes are not redeemed early and the closing price of the worst-performing basket component is below its strike price on the Exercisable Date, the notes may be settled by delivery of shares or American Depositary Shares of that worst-performing basket component plus cash in lieu of any fractional share. The strike price for each basket component equals 55% of its initial reference level. If the issuer's American Depositary Shares are determined to be the worst-performing basket component, settlement may result in delivery of up to 703 American Depositary Shares of the issuer at a strike price of 213.2515 per American Depositary Share. [Continued in footnote 6] [Continued from footnote 5] In addition, the notes may be redeemed for cash, (i) if, during the observation period prior to the Exercisable Date, the closing price of each basket component has reached its initial reference level at least once, or (ii) if the notes are not redeemed early and the closing price of the worst-performing basket component is at or above its strike price on the Exercisable Date.
Underlying ADS (2026 note) 636 American Depositary Shares Maximum ADS deliverable for note expiring September 21, 2026
Strike price (2026 note) 235.697 per American Depositary Share Strike price if TSM ADS are worst-performing basket component
Underlying ADS (2027 note) 703 American Depositary Shares Maximum ADS deliverable for note expiring March 4, 2027
Strike price (2027 note) 213.2515 per American Depositary Share Strike price if TSM ADS are worst-performing basket component
Principal per note US$150,000 Principal amount of each Equity Linked Note issued by UBS AG
ADS to common share ratio 1 ADS = 5 common shares Each American Depositary Share represents five common shares
Expiration date (first note) September 21, 2026 Exercisable and expiration date for first Equity Linked Note
Expiration date (second note) March 4, 2027 Exercisable and expiration date for second Equity Linked Note
Equity Linked Notes financial
"The Equity Linked Notes were inadvertently omitted from the reporting person's original Form 3."
American Depositary Shares financial
"includes the issuer's American Depositary Shares. The principal amount of the notes is US$150,000."
American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.
basket of equity securities financial
"reference a basket of equity securities that includes the issuer's American Depositary Shares."
strike price financial
"The strike price for each basket component equals 70% of its initial reference level."
The strike price is the fixed price at which an option gives its holder the right to buy or sell an underlying stock. Think of it like a coupon that lets you transact at a pre-agreed price regardless of the market; for investors it determines whether an option will be profitable, influences potential gains or losses, and is a key factor in the option’s market value and risk profile.
initial reference level financial
"The strike price for each basket component equals 70% of its initial reference level."
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SEC Form 3
FORM 3UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0104
Estimated average burden
hours per response:0.5
1. Name and Address of Reporting Person*
Mii Yuh-Jier
(Last)(First)(Middle)
NO. 8, LI-HSIN ROAD 6
HSINCHU SCIENCE PARK
(Street)
HSINCHUTAIWAN300096
(City)(State)(Zip)
TAIWAN
(Country)		2. Date of Event Requiring Statement (Month/Day/Year)
03/18/2026		3. Issuer Name and Ticker or Trading Symbol
TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD [ TSM ]
3a. Foreign Trading Symbol
[2330.TW] 		5. If Amendment, Date of Original Filed (Month/Day/Year)
03/18/2026
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP and Co-COO
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year)3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares
Equity Linked Notes(1) (2)(3)09/21/2026American Depositary Shares (TSM)(2)(3)(4)636(2)(3)(2)(3)D
Equity Linked Notes(1) (5)(6)03/04/2027American Depositary Shares (TSM)(4)(5)(6)703(5)(6)(5)(6)D
Explanation of Responses:
1. The Equity Linked Notes were inadvertently omitted from the reporting person's original Form 3.
2. The Equity Linked Notes are issued by UBS AG that reference a basket of equity securities that includes the issuer's American Depositary Shares. The principal amount of the notes is US$150,000. The notes are exercisable and expire on September 21, 2026 (the "Exercisable Date"). Under the terms of the notes, if the notes are not redeemed early and the closing price of the worst-performing basket component is below its strike price on the Exercisable Date, the notes may be settled by delivery of shares or American Depositary Shares of that worst-performing basket component plus cash in lieu of any fractional share. The strike price for each basket component equals 70% of its initial reference level. If the issuer's American Depositary Shares are determined to be the worst-performing basket component, settlement may result in delivery of up to 636 American Depositary Shares of the issuer at a strike price of 235.697 per American Depositary Share. [Continued in footnote 3]
3. [Continued from footnote 2] In addition, the notes may be redeemed for cash, (i) if, during the observation period prior to the Exercisable Date, the closing price of each basket component has reached its initial reference level at least once, or (ii) if the notes are not redeemed early and the closing price of the worst-performing basket component is at or above its strike price on the Exercisable Date.
4. Each American Depositary Share represents five (5) Common Shares.
5. The Equity Linked Notes are issued by UBS AG that reference a basket of equity securities that includes the issuer's American Depositary Shares. The principal amount of the notes is US$150,000. The notes are exercisable and expire on March 4, 2027 (the "Exercisable Date"). Under the terms of the notes, if the notes are not redeemed early and the closing price of the worst-performing basket component is below its strike price on the Exercisable Date, the notes may be settled by delivery of shares or American Depositary Shares of that worst-performing basket component plus cash in lieu of any fractional share. The strike price for each basket component equals 55% of its initial reference level. If the issuer's American Depositary Shares are determined to be the worst-performing basket component, settlement may result in delivery of up to 703 American Depositary Shares of the issuer at a strike price of 213.2515 per American Depositary Share. [Continued in footnote 6]
6. [Continued from footnote 5] In addition, the notes may be redeemed for cash, (i) if, during the observation period prior to the Exercisable Date, the closing price of each basket component has reached its initial reference level at least once, or (ii) if the notes are not redeemed early and the closing price of the worst-performing basket component is at or above its strike price on the Exercisable Date.
Remarks:
/s/ Jen-Chau Huang, as attorney-in-fact03/31/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 3: SEC 1473 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What does the TSM Form 3/A filing for Mii Yuh-Jier disclose?

It discloses previously omitted holdings of two Equity Linked Notes referencing TSM American Depositary Shares. These notes are derivative instruments issued by UBS AG, with potential settlement in TSM ADS under certain price conditions, rather than reporting new share purchases or sales.

How many TSM ADS could be delivered under the disclosed Equity Linked Notes?

The notes could deliver up to 636 American Depositary Shares under one series and up to 703 ADS under another. Actual delivery depends on note terms, including whether TSM becomes the worst-performing basket component at the relevant exercisable dates.

What are the strike prices and expirations of the Equity Linked Notes tied to TSM?

One note expiring on September 21, 2026 has a strike price of 235.697 per American Depositary Share, with up to 636 ADS deliverable. Another expiring on March 4, 2027 has a strike price of 213.2515 per ADS, with up to 703 ADS potentially deliverable.

Who issued the Equity Linked Notes disclosed in the TSM Form 3/A?

The Equity Linked Notes were issued by UBS AG and reference a basket of equity securities that includes TSM American Depositary Shares. Each note has a principal amount of US$150,000 and may be settled in cash or, in certain conditions, by delivering shares of the worst-performing basket component.

Do the Equity Linked Notes give direct ownership of TSM common shares?

They provide exposure to TSM through potential settlement in its American Depositary Shares, not direct common shares. Each ADS represents five common shares, and settlement in ADS only occurs if specific performance conditions for the basket components are met at the exercisable dates.

Does the TSM Form 3/A amendment indicate any insider buying or selling?

No, it amends the original ownership report to include previously omitted Equity Linked Notes. The transaction summary shows no buy or sell transactions, only holding entries, so the filing updates disclosure rather than signaling new market trades in TSM securities.