Kane Katharine 4

What Happened

• Katharine Kane, Senior Vice President and General Counsel of Texas Instruments (TXN), was granted equity awards on 2026-01-29 and had 311 shares disposed on 2026-01-30 to cover tax obligations.
• Details: 4,796 shares awarded as restricted stock units (RSUs) at $0.00 (value recognized when vested), a derivative award of 16,987 shares (option/other derivative) at $0.00, and 311 shares were disposed at $218.97 each for a total tax withholding of $68,100. The 311-share disposition is coded F (tax withholding), a routine sale to satisfy tax liabilities.

Key Details

• Transaction dates/prices:
  • 2026-01-29: Award/grant — 4,796 RSUs (A) @ $0.00.
  • 2026-01-29: Derivative grant — 16,987 shares (A, derivative) @ $0.00.
  • 2026-01-30: Tax withholding sale (F) — 311 shares disposed @ $218.97, total $68,100.
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Footnotes:
  • F1: Award of restricted stock units pursuant to the 2024 Long-Term Incentive Plan.
  • F2: The derivative stock option becomes exercisable in four equal installments beginning on January 29, 2027.
• Timeliness: Filing date 2026-02-02 appears to meet the Form 4 two-business-day filing requirement for the 2026-01-29 transaction.

Context

• The 311-share disposal was a tax-withholding transaction (routine), not an open-market sell for investment reasons. The awards were grants (acquired at $0) and the derivative award has a future exercisability/vesting schedule, so no immediate market purchase signal is implied.