Texas Instruments Files 8-K on Director Changes and Shareholder Votes
Ticker: TXN · Form: 8-K · Filed: Apr 26, 2024 · CIK: 97476
| Field | Detail |
|---|---|
| Company | Texas Instruments Inc (TXN) |
| Form Type | 8-K |
| Filed Date | Apr 26, 2024 |
| Risk Level | low |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $1.00 |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-governance, director-changes, shareholder-vote
Related Tickers: TXN
TL;DR
TI filed an 8-K: director shuffle and shareholder votes on tap.
AI Summary
Texas Instruments Incorporated filed an 8-K on April 26, 2024, reporting on the departure of a director, election of a new director, and compensatory arrangements. The filing also covers the submission of matters to a vote of security holders, with the earliest event reported on April 25, 2024.
Why It Matters
This filing provides transparency into corporate governance changes and important shareholder decisions at Texas Instruments, which can influence investor confidence and stock performance.
Risk Assessment
Risk Level: low — The filing is routine corporate governance and procedural, with no immediate financial or operational risks indicated.
Key Numbers
- 001-03761 — SEC File Number (Identifies the company's filings with the SEC.)
- 75-0289970 — I.R.S. Employer Identification No. (Company's tax identification number.)
Key Players & Entities
- Texas Instruments Incorporated (company) — Registrant
- Delaware (jurisdiction) — State of incorporation
- Dallas, Texas (location) — Principal executive offices
FAQ
Who departed from the board of directors?
The filing indicates the departure of a director, but the specific name is not provided in the initial sections of the document.
Who was elected as a new director?
The filing mentions the election of a new director, but the name is not specified in the provided text.
What is the earliest event date reported in this 8-K?
The earliest event reported is April 25, 2024.
What are the principal executive offices of Texas Instruments?
The principal executive offices are located at 12500 TI Boulevard, Dallas, Texas 75243.
What is the SIC code for Texas Instruments?
The Standard Industrial Classification (SIC) code for Texas Instruments is 3674, Semiconductors & Related Devices.
Filing Stats: 825 words · 3 min read · ~3 pages · Grade level 11.7 · Accepted 2024-04-26 16:18:21
Key Financial Figures
- $1.00 — ich registered Common Stock, par value $1.00 TXN The Nasdaq Global Select Market I
Filing Documents
- txn-20240425.htm (8-K) — 72KB
- 0000097476-24-000024.txt ( ) — 195KB
- txn-20240425.xsd (EX-101.SCH) — 2KB
- txn-20240425_lab.xml (EX-101.LAB) — 21KB
- txn-20240425_pre.xml (EX-101.PRE) — 12KB
- txn-20240425_htm.xml (XML) — 3KB
07. Submission of Matters to a Vote of Security Holders
ITEM 5.07. Submission of Matters to a Vote of Security Holders. At the annual meeting of stockholders held on April 25, 2024, the stockholders elected the Board of Directors of Texas Instruments Incorporated and voted upon the proposals contained within our Proxy Statement dated March 12, 2024. The Board nominees were elected with the following vote: Nominee For Against Abstentions Broker Non-Votes Mark A. Blinn 725,626,501 25,571,032 1,346,091 68,974,451 Todd M. Bluedorn 713,690,887 36,450,312 2,402,425 68,974,451 Janet F. Clark 740,550,653 10,739,499 1,253,472 68,974,451 Carrie S. Cox 689,240,581 61,989,543 1,313,500 68,974,451 Martin S. Craighead 719,805,260 31,418,036 1,320,328 68,974,451 Reginald DesRoches 747,551,269 3,684,065 1,308,290 68,974,451 Curtis C. Farmer 746,840,226 4,348,191 1,355,207 68,974,451 Jean M. Hobby 718,707,855 32,572,792 1,262,977 68,974,451 Haviv Ilan 740,781,163 10,540,315 1,222,146 68,974,451 Ronald Kirk 734,848,712 16,451,671 1,243,241 68,974,451 Pamela H. Patsley 678,619,748 72,672,404 1,251,472 68,974,451 Robert E. Sanchez 721,022,268 30,202,223 1,319,133 68,974,451 Richard K. Templeton 710,310,015 41,186,593 1,047,016 68,974,451 The stockholders voted on the following proposals and cast their votes as described below: Proposal For Against Abstentions Broker Non-Votes Board proposal to approve the Texas Instruments 2024 Long-Term Incentive Plan 721,436,117 29,637,238 1,470,269 68,974,451 Proposal For Against Abstentions Broker Non-Votes Board proposal regarding advisory approval of the company's executive compensation 641,237,914 109,230,095 2,075,615 68,974,451 Proposal For Against Abstentions Broker Non-Votes Board proposal to ratify the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for 2024 759,853,792 54,031,301 7,632,982 — Proposal For Against Abstentions Broker Non-Votes Stockholder proposal to permit a combined 15% of stockholders to call a spe
01. Exhibits
ITEM 9.01. Exhibits. Designation of Exhibit in this Report Description of Exhibit 10.1 Texas Instruments 2024 Long-Term Incentive Plan (incorporated by reference to Exhibit 99.1 to the Company's Registration Statement on Form S-8 dated April 26, 2024, filed with the SEC on April 26, 2024). 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TEXAS INSTRUMENTS INCORPORATED Date: April 26, 2024 By: /s/ Cynthia Hoff Trochu Cynthia Hoff Trochu Senior Vice President, Secretary and General Counsel