TXN Texas Instruments Inc - 8-K

ITEM 5.02. Departure of Directors or
Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 27, 2026, the Board appointed Julie Knecht to become senior
vice president and Chief Financial Officer (Chief Accounting Officer) of Texas Instruments Incorporated (the “Company”) effective
August 1, 2026. Ms. Knecht will succeed Rafael Lizardi, who will retire after 25 years with the Company. Mr. Lizardi’s retirement
is not related to the Company’s financial or operating results or to any disagreements or concerns regarding the Company’s
financial or reporting practices or internal control over financial reporting. In connection with Mr. Lizardi’s retirement, the
Company and Mr. Lizardi expect to enter into a separation agreement as described beginning on page 46 of the Company’s 2026 Proxy
Statement in the section subtitled “Separation agreements”.

Ms. Knecht, 54, has served in various positions with the Company for
more than 25 years, including most recently as vice president and Chief Accounting Officer since 2021. In connection with her appointment,
Ms. Knecht will receive an annual base salary of $700,000, and equity compensation totaling $2 million in restricted stock units.