Investor Presentaiton
ITEM 9B. Other Information.
Not applicable.
PART III
ITEM 10. Directors, Executive Officers and Corporate Governance.
The information with respect to directors' names, ages, positions, term of office and periods of service, which is contained under
the caption "Election of directors" in our proxy statement for the 2017 annual meeting of stockholders, is incorporated herein by
reference to such proxy statement.
The information with respect to directors' business experience, which is contained under the caption "Board diversity and nominee
qualifications" in our proxy statement for the 2017 annual meeting of stockholders, is incorporated herein by reference to such
proxy statement.
The information with respect to Section 16(a) beneficial ownership reporting compliance contained under the caption of the same
name in our proxy statement for the 2017 annual meeting of stockholders is incorporated herein by reference to such proxy
statement.
A list of our executive officers and their biographical information appears in Part I, Item 1 of this report.
Code of Ethics
We have adopted the Code of Ethics for TI Chief Executive Officer and Senior Finance Officers. A copy of the Code can be found on
our website at www.ti.com/corporate governance. We intend to satisfy the disclosure requirements of the SEC regarding
amendments to, or waivers from, the Code by posting such information on the same website.
Audit Committee
The information contained under the caption "Committees of the board" with respect to the audit committee and the audit
committee financial expert in our proxy statement for the 2017 annual meeting of stockholders is incorporated herein by reference
to such proxy statement.
ITEM 11. Executive Compensation.
The information contained under the captions "Director compensation" and "Executive compensation" in our proxy statement for
the 2017 annual meeting of stockholders is incorporated herein by reference to such proxy statement, provided that the
Compensation Committee report shall not be deemed filed with this Form 10-K.
The information contained under the caption "Compensation committee interlocks and insider participation" in our proxy statement
for the 2017 annual meeting of stockholders is incorporated herein by reference to such proxy statement.
ITEM 12. Security Ownership of Certain Beneficial Owners and Management and
Related Stockholder Matters.
Equity compensation plan information
The following table sets forth information about the company's equity compensation plans as of December 31, 2016.
Plan Category
Equity compensation plans approved by security holders
Equity compensation plans not approved by security holders
Total
Weighted-
Average
Exercise Price of
Outstanding
Options,
Warrants and
Rights
(b)
$42.01 (2)
Number of
Securities
to be Issued Upon
Exercise of
Outstanding
Options,
Warrants and
Rights
(a)
62,380,188 (1)
2,645,024 (4)
65,025,212 (5)
$ 41.89 (2)
$42.00
Number of Securities
Remaining Available
for Future
Issuance
under Equity
Compensation Plans
(excluding
securities reflected
in column (a))
(c)
97,283,403 (3)
0
97,283,403
TEXAS INSTRUMENTS • 2016 FORM 10-K
61
FORM 10-KView entire presentation