Texas Instruments (TXN) SVP exercises options and sells 13,689 shares

Rhea-AI Filing Summary

Texas Instruments senior vice president Gary Mark exercised stock options and sold shares on the same day. On April 30, 2026, he exercised a non-qualified stock option for 13,689 shares of common stock at $130.5200 per share and sold 13,689 common shares in an open-market transaction at a weighted average price of $279.2513 per share.

After these transactions, Mark directly held 45,547 shares of Texas Instruments common stock. A footnote states the sale prices ranged from $279.15 to $280.0367, with detailed price and volume breakdowns available on request. The option exercised related to 13,689 underlying shares and had an original expiration date of January 24, 2030.

Insider Trade Summary

Net Seller: 13,689 shares ($3,822,671)

Net Sell 3 txns

Insider Gary Mark

Role Sr. Vice President

Sold 13,689 shs ($3.82M)

Type	Security	Shares	Price	Value
Exercise	NQ Stock Option (Right to Buy)	13,689	$0.00	--
Exercise	Common Stock	13,689	$130.52	$1.79M
Sale	Common Stock	13,689	$279.2513	$3.82M

Holdings After Transaction: NQ Stock Option (Right to Buy) — 0 shares (Direct, null); Common Stock — 59,236 shares (Direct, null)

Footnotes (1)

1. The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $279.15 to $280.0367. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price. The option will become exercisable in four equal annual installments beginning on January 24, 2021.

Key Figures

Shares sold: 13,689 shares Weighted average sale price: $279.2513 per share Option exercise price: $130.5200 per share +4 more

7 metrics

Shares sold 13,689 shares Open-market sale on April 30, 2026

Weighted average sale price $279.2513 per share Common stock sale on April 30, 2026

Option exercise price $130.5200 per share NQ Stock Option exercise for 13,689 underlying shares

Shares held after transactions 45,547 shares Direct common stock ownership after April 30, 2026 sale

Underlying option shares 13,689 shares NQ Stock Option (Right to Buy) exercised

Option expiration date January 24, 2030 Original expiration of exercised NQ Stock Option

Sale price range $279.15–$280.0367 per share Price range for reported common stock sales

Key Terms

NQ Stock Option (Right to Buy), weighted average sale price, derivative security, non-derivative, +1 more

5 terms

NQ Stock Option (Right to Buy) financial

"security_title: "NQ Stock Option (Right to Buy)""

weighted average sale price financial

"The price in Table 1 is a weighted average sale price."

derivative security financial

"transaction_code_description: "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

non-derivative financial

"transaction_type: "non-derivative""

open-market sale financial

"transaction_action: "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

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^*

Gary Mark

(Last) (First) (Middle)

12500 TI BOULEVARD

(Street)

DALLAS TEXAS 75243

(City) (State) (Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026

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

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

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

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	04/30/2026		M		13,689	A	$130.52	59,236	D
Common Stock	04/30/2026		S		13,689	D	$279.2513(1)	45,547	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)	$130.52	04/30/2026		M			13,689	(2)	01/24/2030	Common Stock	13,689	$0	0	D

Explanation of Responses:

1. The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $279.15 to $280.0367. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.

2. The option will become exercisable in four equal annual installments beginning on January 24, 2021.

Remarks:

	/s/ Shannon Thompson, Attorney in Fact	05/01/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Texas Instruments (TXN) executive Gary Mark report?

Gary Mark reported exercising options for 13,689 Texas Instruments shares at $130.5200 each and selling 13,689 common shares in the open market at a weighted average price of $279.2513 per share, all on April 30, 2026.

How many Texas Instruments shares does Gary Mark hold after this Form 4?

Following the reported transactions, senior vice president Gary Mark directly holds 45,547 shares of Texas Instruments common stock. This figure comes from the post-transaction ownership column in the Form 4 for the open-market sale on April 30, 2026.

What price range were Gary Mark’s Texas Instruments share sales executed at?

The Form 4 notes that the reported weighted average sale price of $279.2513 per share reflects trades executed between $279.15 and $280.0367. The issuer states it will provide a detailed breakdown of prices and volumes upon request.

What were the terms of Gary Mark’s exercised Texas Instruments stock option?

Gary Mark exercised a non-qualified stock option covering 13,689 underlying Texas Instruments common shares at a conversion or exercise price of $130.5200 per share. The option was scheduled to expire on January 24, 2030 and vested in four equal annual installments beginning January 24, 2021.

Did the Texas Instruments Form 4 involve derivative securities?

Yes. One transaction involved an NQ Stock Option (Right to Buy) for 13,689 underlying Texas Instruments common shares. This derivative was exercised on April 30, 2026, reducing the option position to zero and converting it into common stock, which was then sold.