Well, good morning, everybody. The 2022 annual meeting of stockholders of Texas Instruments Incorporated is hereby called to order. I'm Rich Templeton, Chairman, President, and Chief Executive Officer. Cynthia Trochu, Secretary of the company, will act as secretary of this meeting. Our meeting today will focus solely on business items outlined in the proxy statement. The board of directors has appointed an independent inspector to conduct the vote at this meeting. Cynthia has advised me that holders of about 88% of the outstanding common stock are represented at the meeting in person or by proxy. This constitutes a quorum. Our purpose at this meeting today is to vote on three company proposals, including director nominees, one stockholder proposal. All nominees for election to the TI board are with us this morning. At this time, I'm pleased to introduce the nominees for election to the TI board.
As I introduce the director nominees, I ask that they please stand, face the audience, and remain standing. In addition to myself, those nominees are Mark Blinn, Todd Bluedorn, Janet Clark, Carrie Cox, Martin Craighead, Jean Hobby, Mike Hsu, Haviv Ilan, Ron Kirk, Pam Patsley, and Robert Sanchez. All except Mr. Ilan were elected at last year's meeting. Thank you, directors, and you may be seated. Each of these nominees and their qualifications are listed in the proxy statement. TI's bylaws require advance notice of proposed director nominations. Since no notice of other nominations has been submitted in accordance with the bylaws, the nominations are closed. The polls are open for voting. The right to vote directly at this meeting is limited to stockholders of record and proxy holders.
Stockholders of record and proxy holders who have not already submitted their votes or who wish to change a previously submitted vote may do so now. Please raise your hand if you need a ballot. Please remember if you have already voted, it is not necessary to vote again. After voting, please return ballots to the administrator in the aisle. On the ballot for today's meeting are three company proposals, a vote to elect director nominees, an advisory vote on named executive officer compensation, and a vote to ratify appointment of Ernst & Young as the company's independent registered public accounting firm for 2022. The full text of these items are in the proxy statement. The board of directors asks for a vote in favor of each item.
Also on the ballot for today's meeting is one stockholder proposal submitted by Mr. John Chevedden, which will be presented by his representative, Glenn Beatty. Mr. Beatty will have three minutes for remarks regarding the proposal. Operator, please, open the participant line.
Mr. Beatty's line is open.
This is Glenn. This is Glenn Beatty. Can you hear me?
We can.
Okay. Proposal four, special shareholder meeting improvement. Shareholders ask our board to take the steps necessary to amend the governing documents to give the owners of a combined 10% of our outstanding common stock the power to call a special shareholder meeting. This proposal is all the more important because Texas Instruments shareholders do not have the right to act by written consent. Texas Instruments shareholders gave an impressive 78% support to a 2021 shareholder proposal calling for a right to act by written consent. The 78% support was all the more impressive because management opposition to the proposal obtaining 78% support meant that there were a lot of automatic against votes, and it still came out with a 78% support.
Under the current Texas Instruments rule, shareholders calling for a special shareholder meeting must own a theoretical 25% of the stock outstanding. This theoretical 25% translates into 30% of the shares that vote at our annual meeting. It would be hopeless to try to get the backing of the shares that do not have time to vote at the annual meeting to go through the extra procedural steps to call for a special shareholder meeting. Many companies provide for both a shareholder right to call a special shareholder meeting and a shareholder right to act by written consent. Southwest Airlines and Target are companies that do not provide for shareholder written consent and yet provide for 10% of the shares to call for a special shareholder meeting.
Management has less reason to resist a special shareholder meeting than ever before because online meetings give management more control. The management statement next to this proposal is pointless. It fails to give one example of a company that has the 10% stock ownership threshold called for in this proposal being the subject of a special shareholder meeting. Thus, there is almost zero risk in adopting a 10% stock ownership threshold based on the lack of factual data from management. Please vote yes, special shareholder meeting improvement proposal four.
Thank you, Mr. Beatty. For the reasons detailed in the proxy statement, the board of directors recommends a vote against this proposal. I will now open the floor to questions about the ballot items. As a courtesy to all present or listening via webcast, please limit your questions to a total of three minutes with one topic per question. Please raise your hand if you would like to ask a question. It appears we have no additional questions related to the business of the meeting, and it appears that we have no more votes coming in. Since everyone has had the opportunity to vote, the polls are now closed. I will note that the votes of our 401(k) participants and the votes submitted prior to the start of the meeting, either by mail, phone, or internet, have already been counted.
We have the preliminary results of the voting, and according to our independent inspector, all company proposals have passed, and the stockholder proposal did not pass. We will report the final voting results in an 8-K filing with the SEC within the ordinary course. With that, the annual meeting is adjourned. Thank you for coming today.