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Texas Instruments (TXN) Director Reports Share Sale and Director‑Plan Stock Units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Curtis C. Farmer, a director of Texas Instruments Inc. (TXN), reported transactions dated 09/19/2025. The filing shows a disposition of 2,386 shares of common stock and the crediting/acquisition of 1,645.6 stock units under the Texas Instruments 2018 Director Compensation Plan. The stock units are to be settled in common stock following the reporting person's termination of service as a director; the filing notes these holdings include units acquired via dividend reinvestment. The Form 4 shows a relevant price reference of $181.62 and was signed by an attorney-in-fact on 09/22/2025.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Director sale with compensation-plan stock units credited; appears routine and non‑material to company fundamentals.

The reported disposition of 2,386 common shares and concurrent crediting of 1,645.6 stock units reflect director-level compensation mechanics rather than operational or financial performance changes. The filing explicitly states the stock units convert one‑for‑one to common stock and will be settled after the director leaves service, and includes dividend reinvestment activity. The single reported price point is $181.62. No debt, earnings, or material corporate events are disclosed in this Form 4.

TL;DR: Disclosure documents routine director compensation and a sale; governance implications are standard, not indicating governance issues.

The Form 4 documents a director relationship and transactions tied to the 2018 Director Compensation Plan. The filing clarifies the nature of the stock units (settlement upon termination and inclusion of dividend reinvestment), which is typical for deferred director compensation. The transaction was reported by an attorney‑in‑fact and contains no indicators of irregular insider activity or deviations from plan terms as presented in this filing.

Insider FARMER CURTIS C
Role Director
Type Security Shares Price Value
Grant/Award Stock Units 151.42 $181.62 $28K
holding Common Stock -- -- --
Holdings After Transaction: Stock Units — 1,645.6 shares (Direct); Common Stock — 2,386 shares (Direct)
Footnotes (1)
  1. Security converts to common stock on a one-for-one basis. Stock units credited under the Texas Instruments 2018 Director Compensation Plan, to be settled in common stock of the Issuer following the reporting person's termination of service as a director of the Issuer. End-of-period holdings include stock units acquired pursuant to the dividend reinvestment provision of the 2018 Plan and the predecessor director compensation plan.
Form 4 Insider Transactions: What Each Field Means →
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*
FARMER CURTIS C
(Last) (First) (Middle)
12500 TI BOULEVARD
(Street)
DALLAS TX 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)
09/19/2025
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)
Code V Amount (A) or (D) Price
Common Stock 2,386 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Units (1) 09/19/2025 A 151.42 (2) (2) Common Stock 151.42 $181.62 1,645.6 D
Explanation of Responses:
1. Security converts to common stock on a one-for-one basis.
2. Stock units credited under the Texas Instruments 2018 Director Compensation Plan, to be settled in common stock of the Issuer following the reporting person's termination of service as a director of the Issuer. End-of-period holdings include stock units acquired pursuant to the dividend reinvestment provision of the 2018 Plan and the predecessor director compensation plan.
/s/ John Whitney, Attorney in Fact 09/22/2025
** 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 did Curtis C. Farmer report on the Form 4 for TXN?

The Form 4 reports a disposition of 2,386 common shares and the crediting/acquisition of 1,645.6 stock units under the 2018 Director Compensation Plan, dated 09/19/2025.

What is the nature of the stock units reported by the director?

The filing states the stock units convert one‑for‑one to common stock and are to be settled in common stock following the reporting person's termination of service as a director; holdings include dividend reinvestment.

At what price is the transaction referenced in the Form 4?

The Form 4 includes a price reference of $181.62 associated with the reported derivative/stock‑unit information.

When were the transactions and the Form 4 filing dated?

The transactions are dated 09/19/2025 and the Form 4 was signed by an attorney‑in‑fact on 09/22/2025.

Does the Form 4 disclose any material corporate events or earnings data?

No. The filing contains only insider ownership changes and compensation‑plan unit details; it does not disclose earnings, debt changes, acquisitions, or other corporate events.