TEXAS INSTRUMENTS INC — Director's Dealing 2020

Jan 29, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TEXAS INSTRUMENTS INC (TXN)
CIK: 0000097476
Period of Report: 2020-01-24

Reporting Person: TEMPLETON RICHARD K (Director, Chairman, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-01-24	Common Stock	A	49801	—	Acquired	728738	Direct
2020-01-24	Common Stock	M	135000	$32.80	Acquired	863738	Direct
2020-01-24	Common Stock	S	85887	$130.4056	Disposed	777851	Direct
2020-01-24	Common Stock	S	35289	$131.0996	Disposed	742562	Direct
2020-01-24	Common Stock	S	13824	$131.8487	Disposed	728738	Direct
2020-01-27	Common Stock	M	135000	$32.80	Acquired	863738	Direct
2020-01-27	Common Stock	S	38366	$126.6766	Disposed	825372	Direct
2020-01-27	Common Stock	S	80791	$127.8364	Disposed	744581	Direct
2020-01-27	Common Stock	S	15843	$128.3419	Disposed	728738	Direct
2020-01-28	Common Stock	M	135000	$32.80	Acquired	863738	Direct
2020-01-28	Common Stock	S	40290	$127.5912	Disposed	823448	Direct
2020-01-28	Common Stock	S	94710	$128.0579	Disposed	728738	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-01-24	NQ Stock Option (Right to Buy)	$130.52	A	254216	Acquired	2030-01-24	Common Stock (254216)	Direct
2020-01-24	NQ Stock Option (Right to Buy)	$32.80	M	135000	Disposed	2023-01-25	Common Stock (135000)	Direct
2020-01-27	NQ Stock Option (Right to Buy)	$32.80	M	135000	Disposed	2023-01-25	Common Stock (135000)	Direct
2020-01-28	NQ Stock Option (Right to Buy)	$32.80	M	135000	Disposed	2023-01-25	Common Stock (135000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	310.0488	Indirect
Common Stock	47226	Indirect
Common Stock	12768.7746	Indirect

Footnotes

F1: Award of restricted stock units pursuant to 2009 Long-Term Incentive Plan.

F2: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $129.75 to $130.74. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.

F3: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $130.745 to $131.74. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.

F4: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $131.75 to $132.00. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.

F5: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $126.25 to $127.24. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.

F6: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $127.25 to $128.24. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.

F7: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $128.245 to $128.59. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.

F8: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $126.83 to $127.825. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.

F9: The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $127.83 to $128.32. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.

F10: Estimated shares attributable to TI 401(k) Account as of 12-31-2019. (Interests in this account are denominated in units. Consequently, share amount shown is an estimate.) This statement does not include changes in beneficial ownership of shares held in this account occurring after 12-31-2019 that are eligible for deferred reporting on Form 5.

F11: Beneficial ownership by reporting person disclaimed.

F12: Estimated shares attributable to TI Universal Profit Sharing Account as of 12-31-2019. (Interests in this account are denominated in units. Consequently, share amount shown is an estimate.) This statement does not include changes in beneficial ownership of shares held in such account occurring after 12-31-2019 that are eligible for deferred reporting on Form 5.

F13: The option becomes exercisable in four equal annual installments beginning on January 24, 2021.

F14: The option became exercisable in four equal annual installments beginning on January 25, 2014.