Bylaw Amendment

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): January 20, 2022     TEXAS INSTRUMENTS INCORPORATED (Exact name of registrant as specified in charter)       DELAWARE   001-03761   75-0289970 (State or other jurisdiction of incorporation)   (Commission file number)   (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:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act:   Title of each class   Trading Symbol(s)   Name of each exchange on which registered Common Stock, par value $1.00   TXN   The Nasdaq Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company   ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐       ITEM 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year On January 20, 2022, the Board of Directors of Texas Instruments Incorporated (the “Company”) approved By-Law amendments to add a new provision allowing net long owners of 25% or more of the Company’s outstanding common stock to call a special meeting of stockholders, subject to the terms and provisions contained or referenced in the amended Section 2 of Article II of the By-laws. The amendments also make conforming changes in Sections 9 and 10 of Article II. The foregoing description of the Company’s By-Laws is qualified in all respects by reference to the text of the By-Laws, which are attached hereto as Exhibit 3 and incorporated herein by reference.   ITEM 9.01. Exhibits.   Designation of Exhibit in this     Report        Description of Exhibit 3    Texas Instruments Incorporated By-Laws, as amended on January 20, 2022 104    Cover page Interactive Data File (embedded within Inline XBRL document) 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: January 26, 2022     By:   /s/ Cynthia Hoff Trochu       Cynthia Hoff Trochu       Senior Vice President, Secretary and General Counsel