TEXAS INSTRUMENTS INC — Director's Dealing 2017

Jan 30, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXAS INSTRUMENTS INC (TXN)
CIK: 0000097476
Period of Report: 2017-01-26

Reporting Person: CRUTCHER BRIAN T (Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-01-26	Common Stock	M	56250	$32.80	Acquired	365584	Direct
2017-01-26	Common Stock	M	69187	$44.09	Acquired	434771	Direct
2017-01-26	Common Stock	S	125437	$78.86	Disposed	309334	Direct
2017-01-26	Common Stock	A	47313	—	Acquired	356647	Direct
2017-01-26	Common Stock	G	2047	—	Disposed	22536	Indirect
2017-01-27	Common Stock	G	80363	—	Disposed	276284	Direct
2017-01-27	Common Stock	G	80363	—	Acquired	102899	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-01-26	NQ Stock Option (Right to Buy)	$32.80	M	56250	Disposed	2023-01-25	Common Stock (56250)	Direct
2017-01-26	NQ Stock Option (Right to Buy)	$44.09	M	69187	Disposed	2024-01-23	Common Stock (69187)	Direct
2017-01-26	NQ Stock Option (Right to Buy)	$79.26	A	227465	Acquired	2027-01-26	Common Stock (227465)	Direct

Footnotes

F1: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $78.48 to $79.085. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.

F2: Award of restricted stock units pursuant to 2009 Long-Term Incentive Plan.

F3: Shares held in trust for the benefit of family members of which reporting person is a trustee.

F4: The option becomes exercisable in four equal annual installments beginning on January 25, 2014.

F5: The option becomes exercisable in four equal annual installments beginning on January 23, 2015.

F6: The option becomes exercisable in four equal annual installments beginning on January 26, 2018.