Investor Presentaiton
PROXY STATEMENT
Included in the shares owned shown above are:
Directors
R. W. Babb, Jr.
M. A. Blinn
D. A. Carp
J. F. Clark.
C. S. Cox
J. M. Hobby
R. Kirk
P. H. Patsley
R. E. Sanchez
W. R. Sanders
R. K. Templeton
C. T. Whitman
Shares
Obtainable
within 60 Days
Shares
Credited to
401(k)
Account
RSUS
(in Shares) (a)
Shares
Credited
to Deferred
Compensation
Accounts (b)
53,897
17,035
20,247
16,990
8,010
7,296
74,897
33,699
41,038
2,497
3,889
2,166
74,897
27,035
1,629
2,000
16,990
8,010
74,897
11,058
43,076
43,895
9,058
6,225
53,897
18,658
1,618
2,822,716
13,154
589,555
74,897
24,535
9,697
(a) The non-employee directors' RSUs granted before 2007 are settled in TI common stock generally upon the director's
termination of service provided he or she has served at least eight years or has reached the company's retirement age
for directors. RSUs granted after 2006 are settled in TI common stock generally upon the fourth anniversary of the grant
date.
(b) The shares in deferred compensation accounts are issued following the director's termination of service.
(2) Included in the shares owned shown above are:
Executive Officer
K. P. March
B. T. Crutcher
K. J. Ritchie
S. A. Anderson
(3) Includes:
(a) 6,685,805 shares obtainable within 60 days;
Shares
Obtainable
Shares
Credited to
401(k)
RSUs
within 60 Days
Account
(in Shares)
529,485
2,120
131,154
339,131
228,971
266,937
186,894
306,494
189,321
(b) 34,572 shares credited to 401(k) accounts;
(c) 2,024,572 shares subject to RSU awards; for the terms of these RSUs, please see pages 15 and 35; and
(d) 132,991 shares credited to certain non-employee directors' deferred compensation accounts; shares in deferred
compensation accounts are issued following a director's termination of service.
Related person transactions
Because we believe that company transactions with directors and executive officers of TI or with persons related to TI directors
and executive officers present a heightened risk of creating or appearing to create a conflict of interest, we have a written related
person transaction policy that has been approved by the board of directors. The policy states that TI directors and executive
officers should obtain the approvals or ratifications specified below in connection with any related person transaction. The policy
applies to transactions in which:
1.
TI or any TI subsidiary is or will be a participant;
2.
The amount involved exceeds or is expected to exceed $120,000 in a fiscal year; and
3.
Any of the following (a "related person") has or will have a direct or indirect interest:
46
(a) A TI director or executive officer, or an Immediate Family Member of a director or executive officer;
TEXAS INSTRUMENTS • 2017 PROXY STATEMENTView entire presentation