UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): June 16, 2016
TEXAS INSTRUMENTS INCORPORATED
(Exact name of registrant as specified in charter)
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DELAWARE |
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001-03761 |
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75-0289970 |
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(State or other jurisdiction of incorporation) |
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(Commission file number) |
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(I.R.S. employer identification no.) |
12500 TI BOULEVARD
DALLAS, TEXAS 75243
(Address of principal executive offices)
Registrant’s telephone number, including area code: (214) 479-3773
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 16, 2016, the Registrant’s Board of Directors elected Ms. Jean Hobby to the Board of Directors of the Registrant and to the Board’s Audit Committee effective July 20, 2016. Ms. Hobby will be compensated as described under the heading “Director Compensation” in the Registrant’s proxy statement for its 2016 annual meeting of stockholders, which was filed with the Securities and Exchange Commission on March 9, 2016.
The Board determined that Ms. Hobby has no relationship that, in the opinion of the Board, would interfere with her exercise of independent judgment in carrying out her responsibilities as director. There have been no transactions involving the Registrant or any of its subsidiaries in which Ms. Hobby has or will have a direct or indirect material interest that are required to be disclosed by Item 404(a) of Regulation S-K.
ITEM 7.01 Regulation FD Disclosure.
The Registrant’s news release announcing Ms. Hobby’s election is attached hereto as Exhibit 99.
ITEM 9.01. Exhibits
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Designation |
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Description of Exhibit |
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99 |
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Registrant’s News Release |
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Dated June 16, 2016 (furnished pursuant to Item 7.01) |
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.
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TEXAS INSTRUMENTS INCORPORATED
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Date: June 16, 2016 |
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By: |
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/s/ Cynthia Hoff Trochu |
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Cynthia Hoff Trochu |
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Senior Vice President, |
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Secretary and General Counsel |
Exhibit 99
Jean Hobby to join TI board of directors
DALLAS (June 16, 2016) – Texas Instruments Incorporated (TI) (NASDAQ: TXN) today announced that Jean M. Hobby has been elected to TI's board of directors, effective July 20. Ms. Hobby held global and U.S. leadership positions both in administration and in client businesses during her successful 32-year career at PricewaterhouseCoopers LLP.
“We are extremely pleased to welcome Jean to our board,” said Rich Templeton, TI's chairman, president and CEO. “Her expertise in finance, strategic planning and technology make her counsel invaluable to our board and our business.”
While at PricewaterhouseCoopers, Ms. Hobby, 55, served as strategy officer from 2013 until retirement in 2015. Earlier positions there included U.S. sector lead for the firm’s multi-billion dollar Technology, Media and Telecom practice from 2008 to 2013, and chief financial officer from 2005 to 2008. She currently serves on the board of Greatbatch, Inc.
Ms. Hobby earned a bachelor’s degree in accounting from the University of Arkansas.
“Jean brings impressive finance and accounting credentials to the TI board, along with strong operational expertise in the running of a technology business. Her insights are particularly relevant to TI’s operations and her counsel will be valuable both to the board and management. We look forward to working with her,” said Wayne Sanders, chairman of the board's governance and stockholder relations committee.
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About Texas Instruments
Texas Instruments Incorporated (TI) is a global semiconductor design and manufacturing company that develops analog ICs and embedded processors. By employing the world’s brightest minds, TI creates innovations that shape the future of technology. TI is helping more than 100,000 customers transform the future, today. Learn more at www.ti.com.
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