SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
RITCHIE KEVIN J

(Last) (First) (Middle)
12500 TI BOULEVARD

(Street)
DALLAS TX 75243

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TEXAS INSTRUMENTS INC [ TXN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr. Vice President
3. Date of Earliest Transaction (Month/Day/Year)
04/25/2013
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 04/25/2013 M 150,000 A $32.39 391,669 D
Common Stock 04/25/2013 M 125,000 A $14.95 516,669 D
Common Stock 04/25/2013 M 140,625 A $23.05 657,294 D
Common Stock 04/25/2013 S (1) 415,625 D $36.1115 241,669 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
NQ Stock Option (Right to Buy) $32.39 04/25/2013 M 150,000 (2) 01/14/2014 Common Stock 150,000 $0 0 D
NQ Stock Option (Right to Buy) $14.95 04/25/2013 M 125,000 (3) 01/29/2019 Common Stock 125,000 $0 0 D
NQ Stock Option (Right to Buy) $23.05 04/25/2013 M 140,625 (4) 01/28/2020 Common Stock 140,625 $0 46,875 D
Explanation of Responses:
1. The price in Table 1 is a weighted average sale price. The sales were at prices ranging from $36.000 to $36.195. The Issuer undertakes to provide upon request a detailed breakout of the sale prices and the number of shares sold at each price.
2. The option becomes exercisable in four equal annual installments beginning on January 14, 2005.
3. The option becomes exercisable in four equal annual installments beginning on January 29, 2010.
4. The option becomes exercisable in four equal annual installments beginning on January 28, 2011.
/s/ Daniel M. Drory, Attorney In Fact 04/26/2013
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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