SEC FORM 4

SEC Form 4

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

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CATHEY JAMES J

(Last)

(First)

(Middle)

5775 MOREHOUSE DR.

(Street)

SAN DIEGO

92121-1714

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
QUALCOMM INC/DE [ QCOM ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Chief Commercial Officer

3. Date of Earliest Transaction (Month/Day/Year)
11/16/2022

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/16/2022		M		210.5682⁽¹⁾	A	$0.0	1,127.5682	D
Common Stock	11/16/2022		F		210.5682⁽¹⁾	D	$120.73	917	D
Common Stock	11/16/2022		M		314.84⁽¹⁾	A	$0.0	1,231.84	D
Common Stock	11/16/2022		F		314.84⁽¹⁾	D	$120.73	917	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit	⁽²⁾	11/16/2022		M			210.5682	⁽³⁾	05/20/2025⁽³⁾	Common Stock	210.5682	$0.0	14,910.8624	D
Restricted Stock Unit	⁽²⁾	11/16/2022		M			314.84	⁽⁴⁾	05/20/2025⁽⁴⁾	Common Stock	314.84	$0.0	14,596.0224	D

Explanation of Responses:

1. Pursuant to the terms of the Executive Restricted Stock Unit Agreements governing the applicable awards, the Restricted Stock Units granted to Mr. Cathey in May 2022 became fully vested upon Mr. Cathey's attainment of Normal Retirement Age (as defined in such agreements). These shares represent shares withheld to cover the tax liability associated with the vesting of such Restricted Stock Units.

2. Each Restricted Stock Unit is the economic equivalent of one share of Qualcomm common stock and converts on a one-for-one basis.

3. These Restricted Stock Units vested and the converted shares were issued and withheld to cover the tax liability associated with the vesting of 5,975 Restricted Stock Units granted to Mr. Cathey on May 16, 2022 and which accelerated vesting upon his attainment of Normal Retirement Age. The remainder of the vested Restricted Stock Units will be converted and shares issued in three equal annual installments on May 20, 2023, 2024 and 2025.

4. These Restricted Stock Units vested and the converted shares were issued and withheld to cover the tax liability associated with the vesting of 8,962 Restricted Stock Units granted to Mr. Cathey on May 16, 2022 and which accelerated vesting upon his attainment of Normal Retirement Age. The remainder of the vested Restricted Stock Units will be converted and shares issued in three equal annual installments on May 20, 2023, 2024 and 2025.

	By: Jon Russo, Attorney-in-Fact For: James J. Cathey	11/17/2022
	** 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).
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