UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

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  • Preliminary Proxy Statement
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  • Definitive Proxy Statement
  • Definitive Additional Materials
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Texas Instruments Incorporated

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

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*** Exercise Your Right to Vote ***

Important Notice Regarding the Availability of Proxy Materials for the

Stockholder Meeting to Be Held on April 23, 2020.

TEXAS INSTRUMENTS INCORPORATED

TEXAS INSTRUMENTS INCORPORATED ATTN: JANE NAHRA

P.O. BOX 655474 MS 3999

DALLAS, TX 75265-5474

Meeting Information

Meeting Type:

Annual Meeting

For holders as of: February 24, 2020

Date: April 23, 2020

Time: 8:30 a.m.

Location: Texas Instruments Incorporated 12500 TI Boulevard

Dallas, Texas 75243

See page 52 of the Proxy Statement (available at www.proxyvote.com) for directions to the meeting location. To attend the annual meeting you must request an advance registration form at www.proxyvote.com

You are receiving this communication because you hold shares in the company named above.

This is not a ballot. You cannot use this notice to vote these shares.

This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. You may view the proxy materials online at www.proxyvote.com or easily request a paper copy (see reverse side).

We encourage you to access and review all of the important information contained in the proxy materials before voting.

See the reverse side of this notice to obtain proxy materials and voting instructions.

- Before You Vote -

How to Access the Proxy Materials

Proxy Materials Available to VIEW or RECEIVE:

1. 2020 Notice and Proxy Statement

2. 2019 Annual Report

How to View Online:

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How to Request and Receive a PAPER or EMAIL Copy:

(located on the following page) and visit:

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Requests, instructions and other inquiries sent to this email address will NOT be forwarded to your investment advisor. Please make the request as instructed above on or before April 9, 2020 to facilitate timely delivery.

- How To Vote -

Please Choose One of the Following Voting Methods

Vote In Person: If you plan to attend the annual meeting you must print your advance registration form by 11:59 p.m. Eastern time on

April 22, 2020 at the Stockholder Meeting Registration site: www.proxyvote.com. If you are unable to print your advance registration form call (Toll Free) 1-844-318-0137 or (International Toll Call) 1-925-331-6070. At the meeting you will also be required to show a government- issued photo ID and you will need to request a ballot to vote these shares.

Vote By Internet: To vote now by Internet, go to www.proxyvote.com. Have the information that is printed in the box marked by the arrow (located on the following page) and follow the instructions. For registered shares, you may vote by Internet up until 11:59 p.m. Eastern time on April 22, 2020. For shares allocable to a benefit plan account, voting instructions must be received no later than 11:59 p.m. Eastern time on April 20, 2020.

Vote By Mail: You can vote by mail by requesting a paper copy of the materials (as indicated above), which will include a proxy card.

Voting Items

The Board of Directors recommends you vote FOR

each of the nominees for Director and FOR Proposals 2 and 3.

1. Election of Directors

Nominees:

1a. Mark A. Blinn

1b. Todd M. Bluedorn

1c. Janet F. Clark

1d. Carrie S. Cox

1e. Martin S. Craighead

1f. Jean M. Hobby

1g. Michael D. Hsu

1h. Ronald Kirk

1i. Pamela H. Patsley

1j. Robert E. Sanchez

1k. Richard K. Templeton

  1. Board proposal regarding advisory approval of the Company's executive compensation.
  2. Board proposal to ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for 2020.

NOTE: Such other business as may properly come before the meeting or any adjournment thereof.

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Disclaimer

Texas Instruments Incorporated published this content on 10 March 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 March 2020 15:58:09 UTC