TEXAS INSTRUMENTS INC·4

Feb 2, 4:23 PM ET

Craighead Martin S 4

4 · TEXAS INSTRUMENTS INC · Filed Feb 2, 2026

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Texas Instruments (TXN) Director Martin S. Craighead Receives Award

What Happened Martin S. Craighead, a director of Texas Instruments (TXN), was granted a total of 2,385 award shares on January 29, 2026. The filing shows 525 shares acquired at $0.00 and 1,860 derivative shares at $0.00 — reported as awards (no purchase price). These grants are compensation awards rather than open‑market purchases or sales.

Key Details

  • Transaction date: January 29, 2026; Form 4 filed February 2, 2026 (timely).
  • Grants reported: 525 shares @ $0.00 (acquired) and 1,860 shares @ $0.00 (derivative) — total 2,385 shares.
  • Footnote F1: Awards are restricted stock units granted under the Texas Instruments 2018 Director Compensation Plan.
  • Footnote F2: Notes a stock option becomes exercisable in four equal installments beginning January 29, 2027 (included in the filing).
  • Considerations: Acquisition price is $0 (compensation award). The filing includes Exhibit 24 (Power of Attorney).
  • Shares owned after the transaction: not disclosed in the provided filing details.

Context These entries are awards of equity compensation (restricted stock units / derivative securities) that typically vest per the company’s director compensation plan and do not represent an open‑market buy or sell. Derivative/RSU grants indicate potential future share issuance on vesting rather than immediate exercised sales; they should be viewed as company compensation rather than a direct market sentiment signal.

Insider Transaction Report

Form 4
Period: 2026-01-29
Transactions
  • Award

    Common Stock

    [F1]
    2026-01-29+52524,359 total
  • Award

    NQ Stock Option (Right to Buy)

    [F2]
    2026-01-29+1,8601,860 total
    Exercise: $218.97Exp: 2036-01-29Common Stock (1,860 underlying)
Footnotes (2)
  • [F1]Award of restricted stock units granted under the Texas Instruments 2018 Director Compensation Plan.
  • [F2]The stock option becomes exercisable in four equal installments beginning on January 29, 2027.
Signature
/s/ Shannon Thompson, Attorney in Fact|2026-02-02

Documents

2 files