PATSLEY PAMELA H 4

What Happened
Pamela H. Patsley, a director of Texas Instruments (TXN), exercised 4,306 stock options on April 24, 2026 (exercise price $110.15/share, cost $474,306) and immediately sold the 4,306 shares in the open market for a weighted-average price of $276.11/share, grossing about $1,188,918. The exercise and sale resulted in no retained shares from this particular option exercise (all shares exercised were sold).

Key Details

• Transaction date: April 24, 2026 (reported on Form 4 filed April 27, 2026). Filing shows no late‑filing flag and appears timely.
• Exercise: 4,306 shares exercised at $110.15/share (total paid ≈ $474,306). (Transaction code M)
• Sale: 4,306 shares sold in the open market at a weighted-average price $276.11/share (total proceeds ≈ $1,188,918). Sales ranged from $275.925 to $276.48 (per footnote). (Transaction code S)
• Derivative entry: the filing also reports the derivative/option conversion related to the exercised shares (M, shown as disposed at $0.00) — this reflects the option being exercised/terminated.
• Shares owned after the reported transactions: not disclosed in the filing.
• Footnote: the option vests in four equal annual installments beginning January 25, 2019 (i.e., the exercised portion was vested).

Context

• This was an exercise followed by an immediate market sale (commonly called a cashless exercise/sell-to-cover). The director paid the exercise cost and sold all shares acquired rather than adding to her long-term holding.
• Sales by directors can be routine (to cover exercise costs, taxes, or for diversification) and do not by themselves indicate company performance—filings are factual records of transactions, not explanations of intent.