TEXAS INSTRUMENTS INC — Director's Dealing 2011

Apr 26, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXAS INSTRUMENTS INC (TXN)
CIK: 0000097476
Period of Report: 2011-04-21

Reporting Person: ANDERSON STEPHEN A. (Sr. Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-04-21	Common Stock	M	20000	$32.39	Acquired	165853	Direct
2011-04-21	Common Stock	M	10000	$21.55	Acquired	175853	Direct
2011-04-21	Common Stock	M	12500	$14.95	Acquired	188353	Direct
2011-04-21	Common Stock	M	12500	$14.95	Acquired	200853	Direct
2011-04-21	Common Stock	S	55000	$35.5809	Disposed	145853	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-04-21	NQ Stock Option (Right to Buy)	$32.39	M	20000	Disposed	2014-01-14	Common Stock (20000)	Direct
2011-04-21	NQ Stock Option (Right to Buy)	$21.55	M	10000	Disposed	2015-01-20	Common Stock (10000)	Direct
2011-04-21	NQ Stock Option (Right to Buy)	$14.95	M	12500	Disposed	2019-01-29	Common Stock (12500)	Direct
2011-04-21	NQ Stock Option (Right to Buy)	$14.95	M	12500	Disposed	2019-01-29	Common Stock (12500)	Direct

Footnotes

F1: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $35.4850 to $35.67. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.

F2: The option becomes exercisable in four equal annual installments beginning on January 14, 2005.

F3: The option becomes exercisable in four equal annual installments beginning on January 20, 2006.

F4: The option becomes exercisable in four equal annual installments beginning on January 29, 2010.