Texas Instruments (TXN) SVP Ahmad Bahai receives options and disposes shares

Rhea-AI Filing Summary

Texas Instruments reported insider equity awards for Sr. Vice President Ahmad Bahai. On January 29, 2026, he received 6,622 shares of common stock at $0 and a non-qualified stock option covering 23,458 shares with a $218.97 exercise price. The option becomes exercisable in four equal installments beginning on January 29, 2027 and expires on January 29, 2036. On January 30, 2026, 3,081 shares of common stock were disposed of at $218.97 per share. Following these transactions, he directly owned 42,488 shares of common stock and 23,458 derivative option shares.

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

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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^*

BAHAI AHMAD

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. Vice President

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/29/2026		A		6,622(1)	A	$0	45,569	D
Common Stock	01/30/2026		F		3,081	D	$218.97	42,488	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
NQ Stock Option (Right to Buy)	$218.97	01/29/2026		A		23,458		(2)	01/29/2036	Common Stock	23,458	$0	23,458	D

Explanation of Responses:

1. Award of restricted stock units pursuant to 2024 Long-Term Incentive 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).
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FAQ

What insider transactions did Texas Instruments (TXN) report for Ahmad Bahai?

Ahmad Bahai, a Sr. Vice President at Texas Instruments, received equity awards and reported one share disposition. He was granted common stock, a non-qualified stock option, and later disposed of some shares, all detailed with specific dates, share counts, and prices.

How many Texas Instruments (TXN) shares did Ahmad Bahai acquire on January 29, 2026?

On January 29, 2026, Ahmad Bahai acquired 6,622 shares of common stock at $0 per share. This award was made pursuant to the company’s 2024 Long-Term Incentive Plan, increasing his directly held common stock position.

What stock options were granted to Ahmad Bahai by Texas Instruments (TXN)?

Texas Instruments granted non-qualified stock options to Ahmad Bahai covering 23,458 shares with a $218.97 exercise price. The option vests in four equal installments beginning on January 29, 2027 and carries an expiration date of January 29, 2036.

What share disposition did Ahmad Bahai report for Texas Instruments (TXN) stock?

On January 30, 2026, Ahmad Bahai reported a disposition of 3,081 shares of Texas Instruments common stock at $218.97 per share. This transaction adjusted his directly owned share balance as disclosed in the Form 4 filing.

How many Texas Instruments (TXN) shares does Ahmad Bahai own after these transactions?

After the reported transactions, Ahmad Bahai directly owned 42,488 shares of Texas Instruments common stock. He also held 23,458 derivative securities in the form of non-qualified stock options linked to the company’s common shares.

What plan governs the restricted stock units reported for Texas Instruments (TXN)?

The restricted stock unit award reported for 6,622 shares was granted under Texas Instruments’ 2024 Long-Term Incentive Plan. This plan governs the terms and issuance of the equity-based compensation disclosed in the Form 4 filing.