Exhibit 4.3


 


UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE
OF THE DEPOSITORY TRUST COMPANY (“DTC”), TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT,
AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF               , OR SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF
DTC (AND ANY PAYMENT IS MADE TO                  , OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER,
PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF,                , HAS
AN INTEREST HEREIN.


 


THIS GLOBAL SECURITY IS HELD BY THE DEPOSITARY (AS DEFINED IN
THE INDENTURE GOVERNING THIS SECURITY) OR ITS NOMINEE IN CUSTODY FOR THE BENEFIT OF THE BENEFICIAL OWNERS HEREOF, AND IS NOT TRANSFERABLE
TO ANY PERSON UNDER ANY CIRCUMSTANCES EXCEPT THAT (I) THE TRUSTEE MAY MAKE SUCH NOTATIONS HEREON AS MAY BE REQUIRED PURSUANT TO
SECTION 9.05 OF THE INDENTURE, (II) THIS GLOBAL SECURITY MAY BE EXCHANGED IN WHOLE BUT NOT IN PART PURSUANT TO SECTION 2.07 OF
THE INDENTURE, (III) THIS GLOBAL SECURITY MAY BE DELIVERED TO THE TRUSTEE FOR CANCELLATION PURSUANT TO SECTION 2.12 OF THE INDENTURE
AND (IV) THIS GLOBAL SECURITY MAY BE TRANSFERRED TO A SUCCESSOR DEPOSITARY WITH THE PRIOR WRITTEN CONSENT OF THE COMPANY (AS DEFINED
IN THE INDENTURE GOVERNING THIS SECURITY).


 






     


     


    

 


QUALCOMM INCORPORATED


 


2.150% NOTES DUE 2030


No. R-


 


$


 


ISIN
US747525BK80


CUSIP
747525 BK8


 


QUALCOMM INCORPORATED, a corporation
duly organized and existing under the laws of the State of Delaware (herein called the “Company”, which term includes
any successor Person under the Indenture referred to on the reverse hereof), for value received, hereby promises to pay to                 , or
registered assigns, the principal sum as set forth in the attached Schedule of Increases and Decreases, at the office or agency
of the Company in the Borough of Manhattan, The City and State of New York, or any other office or agency designated by the Company
for that purpose, on May 20, 2030, in such coin or currency of the United States as at the time of payment shall be legal tender
for the payment of public and private debts, and to pay interest semi-annually in arrears on May 20 and November 20 of each year,
commencing on November 20, 2020, on said principal sum at said office or agency, in like coin or currency, at a rate of 2.150%
per annum. Interest on this Security will accrue from the most recent date from which interest has been paid, or if no interest
has been paid, from May 8, 2020 until payment of said principal sum has been made or duly provided for. The interest so payable
on May 20 and November 20 will, subject to certain exceptions provided in the Indenture referred to on the reverse hereof, be paid
to the person in whose name this Security is registered at the close of business on the May 1 or November 1 preceding such May
20 and November 20, respectively, unless the Company shall default in the payment of interest due on such interest payment date,
in which case such defaulted interest, at the option of the Company, may be paid to the person in whose name this Security is registered
at the close of business on a special record date for the payment of such defaulted interest established by notice to the registered
holders of this Security not less than 30 days preceding such special record date or may be paid in any other lawful manner. Interest
on this Security will be computed on the basis of a 360-day year comprised of twelve 30-day months.


 


If any interest payment date,
the maturity date or any earlier required repurchase date upon a designated event falls on a day that is not a business day, the
required payment will be made on the next succeeding business day and no interest on such payment will accrue in respect of the
delay. The term “business day” means any day, other than a Saturday or Sunday, which is not a day on which banking
institutions in the City of New York are authorized or required by law or executive order to close.


 


Reference is made to the
further provisions of this Security set forth on the reverse hereof. Such further provisions shall for all purposes have the same
effect as though fully set forth at this place.


 


Unless
the certificate of authentication hereon has been executed by the Trustee referred to on the reverse hereof or an authenticating
agent appointed by the Company, by manual signature, this Security shall not be entitled to any benefit under the Indenture or
be valid or obligatory for any purpose.


 


[Signature page follows]


 






     


     


    

 


IN WITNESS WHEREOF, the Company has caused
this instrument to be duly executed and delivered.


 


Dated: May 8, 2020


 


	 	QUALCOMM Incorporated
	 	 	 
	 	By:	
 


	 	Name:	Akash Palkhiwala
	 	Title:	Executive Vice President and Chief Financial Officer





 


 


[Signature Page to 2.150% Note due 2030
(R-  )]


 






     


     


    

 


This is one of the securities designated
therein referred to in the within mentioned Indenture.


 


	Dated:	
	 	U.S. Bank National Association, as Trustee and Authenticating Agent
	 	 
	 	By:	 
	 	 
	 	 	Authorized Signatory




  


[Signature Page to 2.150% Note
due 2030 (R-  )]


 






     


     


    

 


REVERSE OF SECURITY


 


	1.	Securities.



 


This security (herein called
the “Security”) is one of a duly authorized issue of securities of the Company , issued and to be issued in one or
more series, pursuant to the Indenture dated as of May 20, 2015 (the “Indenture”) between the Company and U.S. Bank
National Association, as Trustee (herein called the “Trustee,” which term includes any successor Trustee under the
Indenture), and reference is hereby made to the Indenture for a statement of the respective rights, limitations of rights, duties
and immunities thereunder of the Company, the Trustee, and the Holders and of the terms upon which this Security is, and is to
be, authenticated and delivered. This Security is one of the series designated on the face hereof as “2.150% Notes due 2030,”
issued in an initial aggregate principal amount of $1,200,000,000. This Security will be issued only in minimum denominations of
$2,000 and integral multiples of $1,000 in excess thereof. All terms used in this Security which are defined in the Indenture shall
have the meanings assigned to them in the Indenture.


 


	2.	This Security is subject to the covenants contained in the Indenture and certain additional covenants contained in the Officers’
Certificate dated May 8, 2020.




 


	3.	No Sinking Fund



 


This Security will not be entitled to the benefit
of any sinking fund.


 


	4.	Optional Redemption.



 


(a) At the Company’s
option, this Security may be redeemed in whole or in part on or after the Par Call Date at 100% of the principal amount of this
Security, plus accrued and unpaid interest hereon to but excluding the redemption date.


 


(b) At the Company’s
option, this Security may be redeemed at any time in whole or in part prior to the Par Call Date, in which case, the Company will
pay a redemption price equal to the greater of the following amounts: (1) 100% of the aggregate principal amount of this Security
and (2) the sum of the present values of the remaining scheduled payments of principal and interest thereon that would have been
payable in respect of such Securities after the redemption date but for such redemption and assuming this Security matures on the
Par Call Date (not including any portion of payments of interest accrued and unpaid as of the date of redemption, discounted to
the redemption date on a semi-annual basis (assuming a 360-day year consisting of twelve 30-day months)) at the Adjusted Treasury
Rate plus 25 basis points plus in the case of each of (1) and (2), accrued and unpaid interest up to, but excluding, the redemption
date. Neither the Trustee nor the paying agent shall have any responsibility for calculating the redemption price.


 


“Adjusted Treasury Rate”
means, with respect to any redemption date, the rate per annum equal to the semi-annual equivalent yield to maturity of the Comparable
Treasury Issue, assuming a price for the Comparable Treasury Issue (expressed as a percentage of its principal amount) equal to
the Comparable Treasury Price for such redemption date.


 


“Comparable Treasury
Issue” means, with respect to this Security, the U.S. Treasury security or securities selected by the Quotation Agent as
having an actual or interpolated maturity comparable to the remaining term from the redemption date to the maturity date of this
Security being redeemed that would be utilized, at the time of selection and in accordance with customary financial practice, in
pricing new issues of corporate debt securities of comparable maturity to the remaining term of this Security (assuming, for this
purpose, this Security matures on the Par Call Date).


 


“Comparable Treasury
Price” means, with respect to any redemption date, (1) the average of the Reference Treasury Dealer Quotations for such redemption
date, after excluding the highest and lowest such Reference Treasury Dealer Quotations or (2) if we obtain fewer than four such
Reference Treasury Dealer Quotations, the average of all such quotations for such redemption date.


 


“Par Call Date”
means February 20, 2030 (3 months prior to the maturity date).


 


“Quotation Agent” means the Reference
Treasury Dealer appointed by us.


 


“Reference
Treasury Dealer” means (i) each of BofA Securities, Inc., Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC
and their respective successors, unless any such entity ceases to be a primary U.S. Government securities dealer in New York
City (a Primary Treasury Dealer), in which case we shall substitute another Primary Treasury Dealer; and (ii) any other
Primary Treasury Dealer selected by us.


 






     


     


    

 


“Reference Treasury
Dealer Quotations” means, with respect to any Reference Treasury Dealer and any redemption date, the average, as determined
by the Quotation Agent, of the bid and asked prices for the applicable Comparable Treasury Issue (expressed in each case as a percentage
of its principal amount) quoted in writing to the Quotation Agent by that Reference Treasury Dealer at 5:00 p.m., New York City
time, on the third business day preceding that redemption date.


 


	5.	Selection and Notice of Redemption.



 


(a) 
 If less than all of the principal amount of this Security is to be redeemed, the depositary in coordination with the paying
agent may select Securities for redemption pursuant to its applicable procedures. The depositary, in connection with the paying
agent shall select Securities and portions of Securities in amounts of $2,000 and integral multiples of $1,000 in excess thereof.


(b) Notices of redemption
will be sent at least 10 but not more than 60 days before the redemption date to each Holder of Securities to be redeemed at its
registered address. Notices of redemption may be conditional.


 


	6.	Acceleration Upon Event of Default.



 


The Events of Default for this Security are as specified
in the Indenture.


 


	7.	Amendment and Modification.



 


The Indenture permits, with
certain exceptions as therein provided, the amendment thereof and the modification of the rights and obligations of the Company
and the rights of the Holders under the Indenture at any time by the Company and the Trustee with the consent of the Holders of
not less than a majority in principal amount of outstanding securities of any series and affected by such modification or amendment
(including consents obtained in connection with a purchase of, or tender offer or exchange offer for, such securities).


 


	8.	No Impairment of Obligation to Pay or Right to Convert.



 


No reference herein to the Indenture
and no provision of this Security or of the Indenture shall alter or impair the obligation of the Company, which is absolute and
unconditional, to pay the principal of, premium, if any, and interest on this Security at the times, places and rate, and in the
coin or currency, herein prescribed or to convert this Security as provided in the Indenture.


 


	9.	Transfer and Exchange.



 


As provided in the Indenture
and subject to certain limitations set forth therein, this Security shall be transferable only upon the surrender of a Security
for registration of transfer. When a Security is presented to the Registrar with a request to register a transfer, the Registrar
will register the transfer as requested if the requirements of the Indenture are satisfied. When this Security is presented to
the Registrar with a request to exchange them for an equal principal amount of securities of other denominations, the Registrar
shall make the exchange as requested if the requirements of the Indenture are met. To permit registration of transfers and exchanges,
the Company will execute and the Trustee will authenticate securities at the Registrar’s request.


 


	10.	No Service Charge.



 


No service charge shall be
made for any such registration of transfer or exchange, but the Company may require payment by the Holder of a sum sufficient to
pay all taxes, assessments or other governmental charges in connection therewith.


 


	11.	Treatment as Owner.



 


The registered holder of this Security will be treated
as the owner of it for all purposes.


 


	12.	Payment of Interest.



 


The Company shall pay the
principal of and interest on this Security in immediately available funds to                   , or its respective nominees, as the case may be,
as the registered holder of this Security


 






     


     


    

 


	13.	No Liability.



 


No past, present or
future director, officer, employee, incorporator or stockholder of the Company, as such, shall have any liability (except in
the case of bad faith or willful misconduct) for any obligations of the Company under this Security or the Indenture or for
any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder by accepting this
Security waives and releases all such liability. Such waiver and release are part of the consideration for the issuance of
this Security.


 






     


     


    

 


	14.	Governing Law.



 


THE INDENTURE AND THIS SECURITY
SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK.


 






     


     


    

 


SCHEDULE OF INCREASES OR DECREASES


 


The initial principal amount of this Global Security
is $          . The following increases or decreases in this Global Security have been made: 


 


	
        Date of Exchange 
	
        Amount of decrease

        in Principal Amount

        of this Global

        Security 
	
        Amount of increase

        in Principal Amount

        of this Global

        Security 
	
        Principal Amount of

        this Global Security

        following such

        decrease or increase 
	
        Signature of

        authorized signatory of

Trustee or Securities

Custodian