Slick, regarding the tranche 1 options (1M shares) and tranche 2...

Slick, regarding the tranche 1 options (1M shares) and tranche 2 options (6M shares) that were passed in the May meeting, my interpretation is that a change of control of the company would allow Foss to exercise these options without any target price (see 3.2(a)(iii) and 3.2(b)(iv)). However, both sets of options offer the shares to Foss at 70 cents, so they would be "under water" if a takeover resulted in the share price remaining less than 70 cents.

Keep in mind, though, that TXN is worth far in excess of 70 cents per share, so a takeover would certainly put both tranches "in the money". Furthermore, the "change of control" clause gives Foss these windfalls without any performance target beyond the meagre 70 cents.

Aside from the tranche 1 and 2 options, I haven't looked at past share option clauses that are still active. There may be active options that grant shares at a much lower take up price.