TEXAS INSTRUMENTS INC — Director's Dealing 2016

May 10, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXAS INSTRUMENTS INC (TXN)
CIK: 0000097476
Period of Report: 2016-05-09

Reporting Person: RITCHIE KEVIN J (Sr. Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-05-09	Common Stock	M	43750	$32.36	Acquired	231699	Direct
2016-05-09	Common Stock	M	50000	$32.80	Acquired	281699	Direct
2016-05-09	Common Stock	M	61499	$44.09	Acquired	343198	Direct
2016-05-09	Common Stock	S	155249	$57.0475	Disposed	187949	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-05-09	NQ Stock Option (Right to Buy)	$32.36	M	43750	Disposed	2022-01-26	Common Stock (43750)	Direct
2016-05-09	NQ Stock Option (Right to Buy)	$32.80	M	50000	Disposed	2023-01-25	Common Stock (50000)	Direct
2016-05-09	NQ Stock Option (Right to Buy)	$44.09	M	61499	Disposed	2024-01-23	Common Stock (61499)	Direct

Footnotes

F1: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $57.00 to $57.19. 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 became exercisable in four equal annual installments beginning on January 26, 2013.

F3: The option becomes exercisable in four equal annual installments beginning on January 25, 2014.

F4: The option becomes exercisable in four equal annual installments beginning on January 23, 2015.