Form 4: Texas Instruments Director Receives Equity Awards

Texas Instruments Director Carrie S. Cox was granted 525 restricted stock units and 1,860 non-qualified stock options on January 29, 2026.

Summary

• Carrie S. Cox, a Director of Texas Instruments Inc. (TXN), acquired 525 shares of Common Stock through an award of restricted stock units (RSUs) on January 29, 2026, under the Texas Instruments 2018 Director Compensation Plan.
• Following this transaction, Ms. Cox directly beneficially owns 37,626 shares of Common Stock.
• Ms. Cox also acquired 1,860 non-qualified stock options (right to buy) with an exercise price of $218.97 on January 29, 2026.
• These stock options become exercisable in four equal installments beginning on January 29, 2027, and have an expiration date of January 29, 2036.
• Following this transaction, Ms. Cox directly beneficially owns 1,860 non-qualified stock options.
• The filing includes an Exhibit 24, a Power of Attorney dated December 13, 2025, authorizing several individuals to sign and file Section 16 forms on behalf of Carrie S. Cox.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this as a routine positive event, as equity awards align director incentives with shareholder interests, reflecting standard corporate governance practices.

Positives

• The grant of restricted stock units and stock options to a director aligns management's interests with those of shareholders, incentivizing long-term company performance.
• The awards are part of a pre-existing compensation plan, indicating a structured approach to director remuneration.

Future Outlook

The non-qualified stock options granted to Director Carrie S. Cox will become exercisable in four equal installments, commencing on January 29, 2027, and will expire on January 29, 2036.

Industry Context

StockSavvy.ai notes that equity awards for directors are a common practice in the semiconductor industry and broader technology sector. This strategy aims to align the interests of company leadership with long-term shareholder value, fostering commitment to the company's strategic goals and financial performance. Such compensation structures are standard across major players like Intel, Qualcomm, and NVIDIA.

Comparison to Industry Standards

• Equity compensation for directors, including a mix of restricted stock units and stock options, is a standard practice across major technology companies such as Intel, Qualcomm, and NVIDIA.
• The structure of these awards, often tied to vesting schedules, is designed to incentivize long-term performance and retention, consistent with global benchmarks for executive and director compensation.

Corporate Governance

Related Party Transactions

• Carrie S. Cox, a director of Texas Instruments Incorporated, received equity awards (restricted stock units and non-qualified stock options) as part of her compensation package.

Stakeholder Impact

• Shareholders: The equity awards align the director's financial interests with the long-term performance of the company, potentially benefiting shareholders through improved governance and strategic decisions.

Next Steps

• The non-qualified stock options will begin to vest in four equal installments starting January 29, 2027.

Key Dates

Recommendation

This Form 4 reports routine equity compensation for a director, which is a standard practice to align interests. It does not provide new information that would alter the fundamental investment outlook for Texas Instruments, hence a 'hold' recommendation is appropriate based solely on this filing.

Keywords

Texas Instruments, TXN, Form 4, Insider Transaction, Equity Award, Restricted Stock Units, Stock Options, Director Compensation, Carrie S. Cox, Semiconductor