TXN

• Operating profit rose 48% to $2.31 billion, and gross profit was $3.35 billion.
• Trailing twelve-month free cash flow was $6.53 billion, up 271% year-over-year.
• The company returned $5.8 billion to owners over the past 12 months through dividends and stock repurchases.
• Third quarter 2026 outlook: revenue between $5.65 billion and $6.15 billion, EPS between $2.23 and $2.57.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• On May 27, 2026, the Board appointed Julie Knecht as senior vice president and Chief Financial Officer, effective August 1, 2026.
• Rafael Lizardi's retirement is not related to financial or operating results or any disagreements regarding financial reporting practices.
• The company expects to enter into a separation agreement with Rafael Lizardi as described in the 2026 Proxy Statement.
• Julie Knecht will receive an annual base salary of $700,000 and equity compensation of $2 million in restricted stock units.

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

• Operating profit rose 37% to $1.81 billion, with growth led by industrial and data center markets.
• Trailing twelve-month cash flow from operations was $7.82 billion, and free cash flow was $4.35 billion (23.6% of revenue).
• The company returned $6.03 billion to owners over the past 12 months, including $5.05 billion in dividends and $982 million in stock repurchases.
• Q2 2026 outlook: revenue between $5.00 billion and $5.40 billion, EPS between $1.77 and $2.05.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits

• Stockholders approved, on an advisory basis, the company's executive compensation with 629,949,018 votes for and 127,448,980 against.
• The appointment of Ernst & Young LLP as independent auditor for 2026 was ratified with 757,840,159 votes for and 55,300,273 against.
• A stockholder proposal to permit action by written consent was not approved, with 338,654,128 votes for and 417,882,720 against.
• The report was filed under Item 5.07 to disclose the voting results of the annual meeting.

5.07 Submission of Matters to a Vote of Security Holders

• Hagop Kozanian, Senior Vice President of Texas Instruments Incorporated, announced his intention to retire.
• His retirement is effective August 31, 2026.

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

• The Delaware Court of Chancery (or U.S. District Court for Delaware if needed) will be the exclusive forum for state corporate law and shareholder derivative claims.
• Federal district courts will be the exclusive forum for claims under the Securities Act of 1933.
• The amendments are detailed in Exhibit 3.1, the amended by-laws filed with the SEC.
• The report was filed under Item 5.03 because it relates to amendments to the company's by-laws.

5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · 9.01 Financial Statements and Exhibits

• Texas Instruments and Silicon Labs announced a definitive agreement on February 4, 2026, for Texas Instruments to acquire Silicon Labs.
• The transaction is expected to generate approximately $450 million in annual manufacturing and operational synergies within three years post-close.
• The acquisition will combine Silicon Labs' embedded wireless connectivity portfolio with Texas Instruments' manufacturing and market reach.
• The deal is subject to Silicon Labs stockholder approval and other customary conditions, including regulatory approvals.

7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits

• Full-year 2025 revenue was $17.68 billion, up from $15.64 billion in 2024; net income was $5.00 billion, up from $4.80 billion.
• Trailing twelve-month cash flow from operations was $7.15 billion and free cash flow was $2.94 billion.
• The company returned $6.48 billion to shareholders over the past 12 months through dividends and stock repurchases.
• First-quarter 2026 outlook: revenue between $4.32 billion and $4.68 billion, EPS between $1.22 and $1.48.

2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits