| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
| |||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
(Country) | 2. Issuer Name and Ticker or Trading Symbol
TAIWAN SEMICONDUCTOR MANUFACTURING CO LTD [ TSM ] | 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| |||||||||||||||||||||||||
| 2a. Foreign Trading Symbol
[2330.TW] | |||||||||||||||||||||||||||
| 3. Date of Earliest Transaction
(Month/Day/Year) 03/22/2026 | 6. Individual or Joint/Group Filing (Check Applicable Line)
| ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed
(Month/Day/Year) |
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Shares (2330.TW) | 03/22/2026 | P | 1,000 | A | $55.93(1) | 9,051 | D | |||
| American Depositary Shares (TSM)(2) | 70 | D | ||||||||
| Common Shares (2330.TW) | 48(3) | I | By ESPP Trust | |||||||
| Common Shares (2330.TW) | 44 | I | By Immediate Family Member | |||||||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Equity Linked Notes | (4)(5) | (4)(5) | 06/03/2026 | American Depositary Shares (TSM)(2)(4)(5) | 71(4)(5) | 20,000(4)(5) | D | ||||||||
| Explanation of Responses: |
| 1. The price was translated from New Taiwan dollars, NT$1,795, at the rate of NT$32.092 to US$1. |
| 2. Each American Depositary Share represents five (5) Common Shares. |
| 3. Common Shares purchased and held under the issuer's Employee Stock Purchase Plan ("ESPP"). |
| 4. The Equity Linked Notes are issued by Goldman Sachs International that reference a basket of equity securities that includes the issuer's American Depositary Shares. The principal amount of the notes is US$20,000. The notes are exercisable and expire on June 3, 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. [Continued in footnote 5] |
| 5. [Continued from footnote 4] The strike price for each basket component equals 72.30% 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 71 American Depositary Shares of the issuer at a strike price of US$278.8973 per American Depositary Share. 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-fact | 03/24/2026 | |
| ** Signature of Reporting Person | Date | |
| 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 4 (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 4: SEC 1474 (03-26) | ||