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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K 

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): April 17, 2025
TEXAS INSTRUMENTS INCORPORATED
(Exact name of registrant as specified in charter)
Delaware 001-03761 75-0289970
(State or other jurisdiction
of incorporation)		 (Commission
file number)		 (I.R.S. employer
identification no.)
12500 TI Boulevard
Dallas, Texas 75243
(Address of principal executive offices)
Registrant’s telephone number, including area code: (214) 479-3773
 
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class Trading
Symbol(s)		 Name of each exchange on which registered
Common Stock, par value $1.00 TXN The Nasdaq Global Select Market
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐



ITEM 5.07.    Submission of Matters to a Vote of Security Holders.
 
At the annual meeting of stockholders held on April 17, 2025, the stockholders elected the Board of Directors of Texas Instruments Incorporated and voted upon the proposals contained within the company’s proxy statement dated March 5, 2025.

The Board nominees were elected with the following vote:

NomineeForAgainstAbstentionsBroker Non-Votes
Mark Blinn721,514,57522,997,791874,91565,641,693
Todd Bluedorn702,584,07141,836,102967,10865,641,693
Janet Clark729,415,35515,134,135837,79165,641,693
Carrie Cox653,589,74890,960,895836,63865,641,693
Martin Craighead715,644,23628,877,235865,81065,641,693
Reginald DesRoches713,623,17030,850,639913,47265,641,693
Curtis Farmer734,380,18310,085,471921,62765,641,693
Jean Hobby731,581,23812,574,2431,231,80065,641,693
Haviv Ilan733,127,81811,199,0401,060,42365,641,693
Ronald Kirk723,658,68420,864,239864,35865,641,693
Pamela Patsley709,220,48434,932,7091,234,08865,641,693
Robert Sanchez721,467,51723,024,733895,03165,641,693
Richard Templeton710,953,70133,417,1151,016,46565,641,693

The stockholders voted on the following proposals and cast their votes as described below:

ProposalForAgainstAbstentionsBroker Non-Votes
Board proposal regarding advisory approval of the company’s executive compensation648,369,92995,514,7091,502,64365,641,693
ProposalForAgainstAbstentionsBroker Non-Votes
Board proposal to ratify the appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for 2025751,675,71052,072,5207,280,744—
ProposalForAgainstAbstentionsBroker Non-Votes
Stockholder proposal to permit a combined 10% of stockholders to call a special meeting 318,057,232425,922,1911,407,85865,641,693



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
  TEXAS INSTRUMENTS INCORPORATED
     
Date: April 18, 2025 By: /s/ Katie Kane
    Katie Kane
    Senior Vice President, Secretary and
    General Counsel