TI Board Member Boosts Stake Through Director Compensation Plan

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Texas Instruments director Curtis C. Farmer reported new insider transactions on June 28, 2025. The key details include:

Acquired 138.64 stock units at $198.35 per unit on June 20, 2025, under the Texas Instruments 2018 Director Compensation Plan
Currently holds 2,386 shares of common stock directly
Maintains 1,483.2 derivative securities (stock units) that convert to common stock on a one-for-one basis

The stock units will be settled in common stock following Farmer's termination of service as director. The holdings include units acquired through dividend reinvestment under both the 2018 Plan and its predecessor. This transaction was documented via Form 4 filing, indicating changes in beneficial ownership pursuant to Section 16(a) of the Securities Exchange Act.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider FARMER CURTIS C

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Units	138.64	$198.35	$27K
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Units — 1,483.2 shares (Direct); Common Stock — 2,386 shares (Direct)

Footnotes (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.

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Form 4 Insider Transactions: What Each Field Means →

06/20/2025 - 04:07 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^*

FARMER CURTIS C

(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)
06/20/2025

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)
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								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)
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)
Stock Units	⁽¹⁾	06/20/2025		A		138.64		⁽²⁾	⁽²⁾	Common Stock	138.64	$198.35	1,483.2	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	06/20/2025
	** 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 insider trading activity occurred at TXN on June 20, 2025?

Director Curtis C. Farmer acquired 138.64 stock units under the Texas Instruments 2018 Director Compensation Plan at a price of $198.35 per unit. These units convert to common stock on a one-for-one basis.

How many TXN shares does Director Curtis Farmer own directly?

According to the Form 4 filing, Director Curtis C. Farmer directly owns 2,386 shares of TXN common stock, plus 1,483.2 stock units that will convert to common stock upon termination of his service as director.

What is the vesting or settlement structure for TXN's director stock units?

The stock units will be settled in TXN common stock following the reporting person's termination of service as a director. The units also include additional units acquired through dividend reinvestment under the 2018 Director Compensation Plan and its predecessor plan.

Was TXN Director Farmer's stock acquisition made under Rule 10b5-1?

The Form 4 filing does not indicate that this transaction was made pursuant to a Rule 10b5-1 trading plan, as the corresponding checkbox was not marked on the form.

What is Curtis Farmer's role at Texas Instruments (TXN)?

Curtis C. Farmer serves as a Director on Texas Instruments' Board of Directors. This is confirmed by the 'X' marked in the Director box under Section 5 of the Form 4 filing.