TEXAS INSTRUMENTS INC — Director's Dealing 2014

May 2, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXAS INSTRUMENTS INC (TXN)
CIK: 0000097476
Period of Report: 2014-05-01

Reporting Person: Szczsponik John J Jr (Sr. Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-05-01	Common Stock	M	103125	$34.63	Acquired	280162	Direct
2014-05-01	Common Stock	M	75000	$32.36	Acquired	355162	Direct
2014-05-01	Common Stock	S	178125	$45.5024	Disposed	177037	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-05-01	NQ Stock Option (Right to Buy)	$34.63	M	103125	Disposed	2021-01-27	Common Stock (103125)	Direct
2014-05-01	NQ Stock Option (Right to Buy)	$32.36	M	75000	Disposed	2022-01-26	Common Stock (75000)	Direct

Footnotes

F1: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $45.5000 to $45.5450. 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 27, 2012.

F3: The option becomes exercisable in four equal annual installments beginning on January 26, 2013.