TEXAS INSTRUMENTS INC — Director's Dealing 2012

Apr 28, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXAS INSTRUMENTS INC (TXN)
CIK: 0000097476
Period of Report: 2012-04-26

Reporting Person: SANDERS WAYNE R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-04-26	Common Stock	M	15000	$21.55	Acquired	46177	Direct
2012-04-26	Common Stock	M	5250	$14.95	Acquired	51427	Direct
2012-04-26	Common Stock	S	20250	$31.7464	Disposed	31177	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-04-26	NQ Stock Option (Right to Buy)	$21.55	M	15000	Disposed	2015-01-20	Common Stock (15000)	Direct
2012-04-26	NQ Stock Option (Right to Buy)	$14.95	M	5250	Disposed	2019-01-29	Common Stock (5250)	Direct

Footnotes

F1: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $31.74 to $31.76. 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 20, 2006.

F3: The option becomes exercisable in four equal annual installments beginning on January 29, 2010.