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Texas Instrument SEC Filings

TXN NASDAQ

Texas Instruments Incorporated filings document operating results, governance actions, capital-structure details and material events for a Nasdaq-listed semiconductor company. Form 8-K reports cover quarterly and annual results, furnished earnings releases, non-GAAP free cash flow measures and related reconciliations, as well as dividend and shareholder-return disclosures.

Proxy and annual meeting filings describe board elections, executive compensation votes, auditor ratification and other stockholder proposals. Additional 8-K disclosures record by-law amendments, forum-selection provisions, officer transition matters, registered common stock details and exhibits filed in Inline XBRL.

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Texas Instruments Sr. Vice President Ahmad Bahai reported option exercises and share sales. On February 5, 2026, he exercised a nonqualified stock option for 3,000 shares of common stock at $79.26 per share and acquired the shares. The same day, he sold 3,000 shares of common stock at a weighted average price of $223.4622, with individual sale prices ranging from $223.42 to $223.525. Following these transactions, he directly beneficially owned 42,488 shares of common stock and 10,160 derivative (option) securities.

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Texas Instruments reported 2025 revenue of $17.68 billion, up 13% from 2024, driven mainly by stronger demand in its Analog and, to a lesser extent, Embedded Processing segments. Analog contributed $14.01 billion of revenue and Embedded Processing $2.70 billion, with Other adding $979 million.

Operating profit was $6.02 billion (34.1% margin) and net income was $5.00 billion, or $5.45 diluted EPS. Cash flow from operations reached $7.15 billion, while free cash flow was $2.94 billion, after $4.55 billion of capital spending largely for new 300mm fabs.

The company returned $6.48 billion to shareholders in 2025 through $5.00 billion of dividends and $1.48 billion of share repurchases, and ended the year with $4.88 billion in cash and short-term investments. It also benefited from a total $670 million cash impact from CHIPS Act incentives and related tax credits.

Looking ahead, TI plans 2026 capital spending of about $2–3 billion as it exits a six-year elevated investment cycle. It has also signed an agreement to acquire Silicon Labs for an enterprise value of about $7.5 billion in cash, expected to close in the first half of 2027, funded with cash on hand and new debt.

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Texas Instruments Incorporated reported that its Board of Directors approved amendments to the company’s By-Laws on February 3, 2026. The changes add a forum selection provision stating that the Delaware Court of Chancery, or if it lacks jurisdiction the U.S. District Court for the District of Delaware, will be the exclusive forum for certain state corporate law or shareholder derivative claims. The amendments also provide that U.S. federal district courts will be the exclusive forum for any complaint asserting a cause of action under the Securities Act of 1933 or related rules. The amended By-Laws are attached as Exhibit 3.1.

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A holder of common shares of TXN has filed a notice of proposed sale under Rule 144. The filing covers 333,615 common shares, with an aggregate market value listed as 74,723,087.7, to be sold through Goldman Sachs & Co. LLC on or around 02/05/2026 on the NASD exchange.

The shares were originally acquired on 01/26/2017 as compensation through stock options from the issuer, using a cashless exercise with a same‑day sale. The filing notes that 907,000,000 common shares of the issuer were outstanding, providing context for the planned transaction size.

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A shareholder of Texas Instruments plans to sell 3,144 common shares under Rule 144 through UBS Financial Services Inc. on or about 02/05/2026 on the NASDAQ, with an aggregate market value of 696,646.75.

The shares were acquired via ESOP transactions from Texas Instruments on five dates between 01/27/2022 and 01/30/2026, in amounts that total the 3,144 shares to be sold, with cash payment listed for each. Shares outstanding were 908,623,020 at the time referenced.

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Texas Instruments and Silicon Labs describe a proposed merger under which the two companies plan to combine their businesses, positioning themselves as a global leader in embedded wireless connectivity solutions. The message from TI’s CEO to Silicon Labs employees emphasizes shared culture, engineering focus and career opportunities after the acquisition.

The communication explains that Silicon Labs will file a proxy statement for a special stockholder meeting to seek approval of the proposed transaction, and outlines that completion also depends on Hart‑Scott‑Rodino antitrust clearance and other regulatory and contractual conditions. It also highlights extensive forward‑looking risk factors, including potential deal failure, business disruption, employee retention challenges, litigation, unexpected costs and broader economic and industry pressures such as the global memory chip shortage.

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Rhea-AI Summary

Texas Instruments and Silicon Labs describe a proposed merger under which the two companies plan to combine their businesses, positioning themselves as a global leader in embedded wireless connectivity solutions. The message from TI’s CEO to Silicon Labs employees emphasizes shared culture, engineering focus and career opportunities after the acquisition.

The communication explains that Silicon Labs will file a proxy statement for a special stockholder meeting to seek approval of the proposed transaction, and outlines that completion also depends on Hart‑Scott‑Rodino antitrust clearance and other regulatory and contractual conditions. It also highlights extensive forward‑looking risk factors, including potential deal failure, business disruption, employee retention challenges, litigation, unexpected costs and broader economic and industry pressures such as the global memory chip shortage.

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Texas Instruments plans to acquire Silicon Labs in an all-cash deal where Silicon Labs stockholders will receive $231 per share. TI targets more than $450 million in annual manufacturing and operational synergies within three years after close and expects the deal to be accretive to earnings per share, excluding transaction-related costs, in the first full year post-close. TI intends to fund the acquisition with cash on hand and about $7 billion of new debt while maintaining its strategy of returning 100% of free cash flow to shareholders through dividends and buybacks. Management expects approximately 75% of Silicon Labs’ 2030 revenue to be produced inside TI’s manufacturing footprint, leveraging its 300mm fabs and 28nm mixed-signal process. Closing is expected in the first half of 2027, subject to Silicon Labs stockholder approval and regulatory clearances in multiple countries, including China.

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Texas Instruments Incorporated has signed a definitive agreement to acquire Silicon Labs, aiming to create a global leader in embedded wireless connectivity. The companies expect the transaction to close in the first half of 2027, subject to required regulatory approvals and other customary closing conditions.

Until closing, Texas Instruments and Silicon Labs will operate independently, and suppliers are instructed to keep working with their existing contacts. Silicon Labs plans to file a proxy statement so its stockholders can vote on the deal, and investors are directed to SEC filings for detailed information and risks, including antitrust review, possible delays, and business impacts if the merger is not completed.

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Texas Instruments Incorporated has signed a definitive agreement to acquire Silicon Labs, aiming to create a global leader in embedded wireless connectivity. The companies expect the transaction to close in the first half of 2027, subject to required regulatory approvals and other customary closing conditions.

Until closing, Texas Instruments and Silicon Labs will operate independently, and suppliers are instructed to keep working with their existing contacts. Silicon Labs plans to file a proxy statement so its stockholders can vote on the deal, and investors are directed to SEC filings for detailed information and risks, including antitrust review, possible delays, and business impacts if the merger is not completed.

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Texas Instruments has signed a definitive agreement to acquire Silicon Labs, aiming to broaden its embedded wireless connectivity portfolio. The combination will add approximately 1,200 Silicon Labs wireless connectivity products to TI’s existing portfolio of about 80,000 analog and embedded products.

TI plans to transition Silicon Labs’ manufacturing from external foundries to its own global, internally owned sites, using defined process technologies including 28nm to support the wireless portfolio. TI highlights its global sales channels and online platform as key avenues for offering the expanded product lineup.

The transaction is expected to close in the first half of 2027, subject to required regulatory approvals, Silicon Labs stockholder approval and other customary closing conditions. Until closing, both companies will operate independently and customers are instructed to continue working with their existing contacts.

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Rhea-AI Summary

Texas Instruments has signed a definitive agreement to acquire Silicon Labs, aiming to broaden its embedded wireless connectivity portfolio. The combination will add approximately 1,200 Silicon Labs wireless connectivity products to TI’s existing portfolio of about 80,000 analog and embedded products.

TI plans to transition Silicon Labs’ manufacturing from external foundries to its own global, internally owned sites, using defined process technologies including 28nm to support the wireless portfolio. TI highlights its global sales channels and online platform as key avenues for offering the expanded product lineup.

The transaction is expected to close in the first half of 2027, subject to required regulatory approvals, Silicon Labs stockholder approval and other customary closing conditions. Until closing, both companies will operate independently and customers are instructed to continue working with their existing contacts.

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Texas Instruments has signed a definitive agreement to acquire Silicon Labs, aiming to create a global leader in embedded wireless connectivity. Silicon Labs has delivered approximately 15% compound annual revenue growth since 2014, and its portfolio adds about 1,200 wireless connectivity products spanning multiple standards and protocols.

Texas Instruments plans to reshore Silicon Labs’ manufacturing from external foundries into its own 300mm wafer fabs, including Lehi, Utah, and internal assembly and test operations, using defined process technologies such as 28nm. Both companies emphasize strong cultural alignment and expect the combined business to deepen customer engagement, especially in Industrial markets.

The transaction is expected to close in the first half of 2027, subject to Silicon Labs stockholder approval, antitrust and other regulatory clearances, and customary closing conditions. Until completion, Texas Instruments and Silicon Labs will continue to operate independently, with existing team structures, product roadmaps and customer priorities maintained.

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Rhea-AI Summary

Texas Instruments has signed a definitive agreement to acquire Silicon Labs, aiming to create a global leader in embedded wireless connectivity. Silicon Labs has delivered approximately 15% compound annual revenue growth since 2014, and its portfolio adds about 1,200 wireless connectivity products spanning multiple standards and protocols.

Texas Instruments plans to reshore Silicon Labs’ manufacturing from external foundries into its own 300mm wafer fabs, including Lehi, Utah, and internal assembly and test operations, using defined process technologies such as 28nm. Both companies emphasize strong cultural alignment and expect the combined business to deepen customer engagement, especially in Industrial markets.

The transaction is expected to close in the first half of 2027, subject to Silicon Labs stockholder approval, antitrust and other regulatory clearances, and customary closing conditions. Until completion, Texas Instruments and Silicon Labs will continue to operate independently, with existing team structures, product roadmaps and customer priorities maintained.

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FAQ

How many Texas Instrument (TXN) SEC filings are available on StockTitan?

StockTitan tracks 122 SEC filings for Texas Instrument (TXN), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Texas Instrument (TXN)?

The most recent SEC filing for Texas Instrument (TXN) was filed on February 6, 2026.