Ron Amichai 4

What Happened
Ron Amichai, Senior Vice President at Texas Instruments (TXN), was awarded equity and had shares withheld to satisfy tax obligations. On Jan 29, 2026 he was granted 13,473 restricted stock units (RSUs) and an additional 47,723 derivative shares (total 61,196 shares) at $0.00 per share. On Jan 30, 2026 4,286 shares were disposed (withheld/sold) at $218.97 per share, generating proceeds of $938,505 to cover tax liabilities.

Key Details

• Transaction dates and prices:
  • 2026-01-29: Award/Grant (code A) — 13,473 shares @ $0.00 (RSUs; footnote F1)
  • 2026-01-29: Award/Grant (code A, derivative) — 47,723 shares @ $0.00
  • 2026-01-30: Tax/payment withholding (code F) — 4,286 shares disposed @ $218.97 → $938,505
• Shares owned after transaction: Not specified in the filing.
• Footnotes:
  • F1: Award of restricted stock units pursuant to the 2024 Long-Term Incentive Plan.
  • F2: The related stock option (derivative) becomes exercisable in four equal installments beginning Jan 29, 2027.
• Filing timeliness: Report filed 2026-02-02 for transactions dated 2026-01-29; filed within the SEC’s two-business-day window (timely).

Context

• The awards are compensation (RSUs/derivative awards); the 4,286-share disposal was to satisfy tax withholding obligations (code F), a routine administrative step rather than a directional investment trade.
• The derivative award has vesting/exercise timing noted (first exercisable Jan 29, 2027 in four installments), so those shares are not immediately tradable.
• Awards and withholding sales are common and do not necessarily signal insider sentiment about the stock.