TEXAS INSTRUMENTS INC — Director's Dealing 2014

May 13, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXAS INSTRUMENTS INC (TXN)
CIK: 0000097476
Period of Report: 2014-05-12

Reporting Person: SANDERS WAYNE R (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-12	Common Stock	M	7000	$29.79	Acquired	38893	Direct
2014-05-12	Common Stock	M	1750	$14.95	Acquired	40643	Direct
2014-05-12	Common Stock	M	7000	$23.05	Acquired	47643	Direct
2014-05-12	Common Stock	M	7000	$28.32	Acquired	54643	Direct
2014-05-12	Common Stock	S	22750	$46.8801	Disposed	31893	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-12	NQ Stock Option (Right to Buy)	$29.79	M	7000	Disposed	2018-01-25	Common Stock (7000)	Direct
2014-05-12	NQ Stock Option (Right to Buy)	$14.95	M	1750	Disposed	2019-01-29	Common Stock (1750)	Direct
2014-05-12	NQ Stock Option (Right to Buy)	$23.05	M	7000	Disposed	2020-01-28	Common Stock (7000)	Direct
2014-05-12	NQ Stock Option (Right to Buy)	$28.32	M	7000	Disposed	2017-01-18	Common Stock (7000)	Direct

Footnotes

F1: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $46.8800 to $46.8830. 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 25, 2009.

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

F4: The option becomes exercisable in four equal annual installments beginning on January 28, 2011.

F5: The option becomes exercisable in four equal annual installments beginning on January 18, 2008.