John Forsyth - Mar 2, 2025 Form 4 Insider Report for CIRRUS LOGIC, INC. (CRUS)

Role: CEO, Director
Signature: By: Gregory Scott Thomas attorney-in-fact For: John Forsyth
Stock symbol: CRUS
Transactions as of: Mar 2, 2025
Transactions value $: -$1,492,287
Form type: 4
Date filed: 3/4/2025, 06:53 PM
Previous filing: Feb 10, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	CRUS	Common Stock	Options Exercise	$0	+22.9K	+48.96%	$0.00	69.8K	Mar 2, 2025	Direct	F1
transaction	CRUS	Common Stock	Tax liability	-$793K	-7.61K	-10.9%	$104.21	62.2K	Mar 2, 2025	Direct	F2
transaction	CRUS	Common Stock	Options Exercise	$0	+17K	+27.41%	$0.00	79.2K	Mar 2, 2025	Direct
transaction	CRUS	Common Stock	Tax liability	-$699K	-6.71K	-8.47%	$104.21	72.5K	Mar 2, 2025	Direct	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	CRUS	Performance Shares	Options Exercise	$0	-13.7K	-22.63%	$0.00	47K	Mar 2, 2025	Common Stock	13.7K		Direct	F3, F4
transaction	CRUS	Restricted Stock Units	Options Exercise	$0	-17K	-19.2%	$0.00	71.7K	Mar 2, 2025	Common Stock	17K		Direct	F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The number of performance based RSUs (PBRSUs) that vested was determined based on pre-established performance metrics over a three-year period beginning March 2, 2022, and ending March 2, 2025, A total shareholder return (TSR) measurement was made relative to the component companies of the Philadelphia Semiconductor Index, which determined a payout percentage ranging between 0-200%. The payout percentage was then multiplied by a target number of PBRSUs. Mr. Forsyth's target number of PBRSUs was 13,739, and Cirrus Logic's TSR for the three-year period resulted in a 167% payout percentage. Therefore, 22,944 shares of common stock vested.
F2	No shares were sold; these shares were withheld to satisfy tax withholding requirements.
F3	Each Performance-based RSU (PBRSU) represented the right to receive, following vesting, up to 200% of one share of Cirrus Logic, Inc. common stock. The resulting number of shares of common stock acquired upon vesting of the PBRSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation and Human Resources Committee, over a three-year performance period beginning on March 2, 2022, and ending on March 2, 2025. The number of shares reported here represents the target amount. On March 2, 2025, 167% of the target amount vested, and the Company withheld sufficient shares for payment of required tax obligations.
F4	Expiration Date of 03/2/25.
F5	Each restricted stock unit was the economic equivalent of one share of common stock. The restricted stock unit vested on March 2, 2025, and the Company withheld sufficient shares for payment of required tax withholdings.