Texas Instruments (TXN) director Ronald Kirk receives stock and 1,860-share option grant

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Form Type

Rhea-AI Filing Summary

Texas Instruments director Ronald Kirk reported equity awards from the company. On January 29, 2026, he acquired 525 shares of common stock at a price of $0, representing restricted stock units granted under the Texas Instruments 2018 Director Compensation Plan. After this award, he directly owned 15,462 common shares.

He was also granted a nonqualified stock option for 1,860 shares of Texas Instruments common stock at an exercise price of $218.97 per share. The option expires on January 29, 2036 and becomes exercisable in four equal installments beginning on January 29, 2027.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider KIRK RONALD

Role Director

Type	Security	Shares	Price	Value
Grant/Award	NQ Stock Option (Right to Buy)	1,860	$0.00	--
Grant/Award	Common Stock	525	$0.00	--

Holdings After Transaction: NQ Stock Option (Right to Buy) — 1,860 shares (Direct); Common Stock — 15,462 shares (Direct)

Footnotes (1)

Award of restricted stock units granted under the Texas Instruments 2018 Director Compensation Plan. The stock option becomes exercisable in four equal installments beginning on January 29, 2027.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 02/02/2026 - 04:23 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

KIRK RONALD

(Last)

(First)

(Middle)

12500 TI BOULEVARD

(Street)

DALLAS

75243

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
TEXAS INSTRUMENTS INC [ TXN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	01/29/2026		A		525⁽¹⁾	A	$0	15,462	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
NQ Stock Option (Right to Buy)	$218.97	01/29/2026		A		1,860		⁽²⁾	01/29/2036	Common Stock	1,860	$0	1,860	D

Explanation of Responses:

1. Award of restricted stock units granted under the Texas Instruments 2018 Director Compensation Plan.

2. The stock option becomes exercisable in four equal installments beginning on January 29, 2027.

Remarks:

Exhibit 24 - Power of Attorney

	/s/ Shannon Thompson, Attorney in Fact	02/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did TXN director Ronald Kirk report on January 29, 2026?

Ronald Kirk reported receiving 525 shares of Texas Instruments common stock and a nonqualified stock option for 1,860 shares. Both awards were granted on January 29, 2026 as part of his director compensation, with the stock issued at no cash cost to him.

What is the size and exercise price of Ronald Kirk’s Texas Instruments stock option?

Ronald Kirk received a nonqualified stock option covering 1,860 shares of Texas Instruments common stock at an exercise price of $218.97 per share. This option allows him to buy TXN shares at that fixed price if and when it becomes exercisable over time.

When do Ronald Kirk’s Texas Instruments stock options begin to vest?

The stock option becomes exercisable in four equal installments beginning on January 29, 2027. This means only a portion of the 1,860-share option can be exercised each year, aligning ongoing director service with the long-term equity incentive structure.

How many Texas Instruments shares does Ronald Kirk own after these transactions?

Following the January 29, 2026 equity award, Ronald Kirk directly owns 15,462 shares of Texas Instruments common stock. This figure reflects his beneficial ownership after receiving 525 additional shares granted as restricted stock units under the director compensation plan.

Were Ronald Kirk’s Texas Instruments equity awards part of a compensation plan?

Yes. The 525-share restricted stock unit award was granted under the Texas Instruments 2018 Director Compensation Plan. This plan provides equity-based compensation to directors, aligning their interests with shareholders through stock and stock option grants linked to company performance.