TEXAS INSTRUMENTS INC·4

Apr 30, 4:28 PM ET

Yunus Mohammad 4

4 · TEXAS INSTRUMENTS INC · Filed Apr 30, 2026

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Texas Instruments (TXN) Sr. VP Yunus Mohammad Exercises Options and Sells Shares

What Happened Yunus Mohammad, Senior Vice President of Texas Instruments (TXN), exercised a total of 51,098 stock options on 2026-04-29 (three option tranches) and sold the 51,098 shares in open-market transactions the same day. The exercises had strike amounts of $130.52 (13,689 shares, $1,786,688), $169.23 (12,286 shares, $2,079,160) and $174.81 (25,123 shares, $4,391,752) — total exercise cost reported: $8,257,600. The subsequent open-market sales were 21,923 shares at a weighted average $269.56 ($5,909,570), 10,523 shares at $270.45 ($2,845,913) and 18,652 shares at $271.47 ($5,063,468) — total sales proceeds reported: $13,818,951. The filing shows corresponding derivative dispositions at $0, reflecting the options were exercised and the resulting shares sold (i.e., a cashless/sell-to-cover style transaction).

Key Details

  • Transaction date: 2026-04-29; Form 4 filed: 2026-04-30 (timely filing).
  • Options exercised: 51,098 shares across three tranches:
    • 13,689 shares @ $130.52 = $1,786,688 (vested per F4)
    • 12,286 shares @ $169.23 = $2,079,160 (vested per F5)
    • 25,123 shares @ $174.81 = $4,391,752 (vested per F6)
    • Total exercise cost: $8,257,600
  • Shares sold (open market) — same total shares (51,098) in three blocks:
    • 21,923 @ weighted avg $269.56 = $5,909,570 (sales ranged $269.04–$270.03) (F1)
    • 10,523 @ weighted avg $270.45 = $2,845,913 (sales ranged $270.04–$271.03) (F2)
    • 18,652 @ weighted avg $271.47 = $5,063,468 (sales ranged $271.05–$271.79) (F3)
    • Total proceeds: $13,818,951
  • Shares owned after transaction: Not reported in the provided filing excerpt.
  • Vesting/option notes: The three option grants became exercisable in four equal annual installments beginning 1/24/2021 (F4), 1/28/2022 (F5), and 1/27/2023 (F6).
  • File notes: Footnotes F1–F3 provide price ranges for each sale block; issuer will supply a detailed breakout on request.

Context

  • This was an exercise of vested options followed by immediate open-market sales of all shares — commonly a cashless exercise or sell-to-cover transaction. The exercises incurred roughly $8.26M in strike payments; the subsequent sales generated about $13.82M in proceeds. Such transactions often reflect routine option exercise / tax-liability management and should not be interpreted alone as a personal valuation of the company.

Insider Transaction Report

Form 4
Period: 2026-04-29
Yunus Mohammad
Sr. Vice President
Transactions
  • Exercise/Conversion

    Common Stock

    2026-04-29$130.52/sh+13,689$1,786,68866,545 total
  • Exercise/Conversion

    Common Stock

    2026-04-29$169.23/sh+12,286$2,079,16078,831 total
  • Exercise/Conversion

    Common Stock

    2026-04-29$174.81/sh+25,123$4,391,752103,954 total
  • Sale

    Common Stock

    [F1]
    2026-04-29$269.56/sh21,923$5,909,57082,031 total
  • Sale

    Common Stock

    [F2]
    2026-04-29$270.45/sh10,523$2,845,91371,508 total
  • Sale

    Common Stock

    [F3]
    2026-04-29$271.47/sh18,652$5,063,46852,856 total
  • Exercise/Conversion

    NQ Stock Option (Right to Buy)

    [F4]
    2026-04-2913,6890 total
    Exercise: $130.52From: 2021-01-24Exp: 2030-01-24Common Stock (13,689 underlying)
  • Exercise/Conversion

    NQ Stock Option (Right to Buy)

    [F5]
    2026-04-2912,2860 total
    Exercise: $169.23From: 2022-01-28Exp: 2031-01-28Common Stock (12,286 underlying)
  • Exercise/Conversion

    NQ Stock Option (Right to Buy)

    [F6]
    2026-04-2925,1230 total
    Exercise: $174.81From: 2023-01-27Exp: 2032-01-27Common Stock (25,123 underlying)
Holdings
  • Common Stock

    (indirect: By Spouse)
    1,052
Footnotes (6)
  • [F1]The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $269.04 to $270.03. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.
  • [F2]The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $270.04 to $271.03. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.
  • [F3]The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $271.05 to $271.79. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.
  • [F4]The option became exercisable in four equal annual installments beginning on January 24, 2021.
  • [F5]The option became exercisable in four equal annual installments beginning on January 28, 2022.
  • [F6]The option became exercisable in four equal annual installments beginning on January 27, 2023.
Signature
/s/ Shannon Thompson, Attorney in Fact|2026-04-30

Documents

1 file
  • 4
    wk-form4_1777580913.xmlPrimary

    FORM 4