Michael Wittmann - 06 Mar 2025 Form 4 Insider Report for indie Semiconductor, Inc. (INDI)

Role
Chief Operating Officer
Signature
/s/ Michael Wittmann, by Naixi Wu pursuant to power of attorney filed on January 22, 2024
Issuer symbol
INDI
Transactions as of
06 Mar 2025
Net transactions value
-$69,912
Form type
4
Filing time
10 Mar 2025, 19:00:37 UTC
Previous filing
04 Mar 2025
Next filing
16 Apr 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction INDI Class A Common Stock Options Exercise $0 +12,500 +29% $0.000000 55,582 06 Mar 2025 Direct F1
transaction INDI Class A Common Stock Options Exercise $0 +25,000 +45% $0.000000 80,582 06 Mar 2025 Direct
transaction INDI Class A Common Stock Sale $13,062 -4,504 -5.6% $2.90 76,078 07 Mar 2025 Direct F2
transaction INDI Class A Common Stock Sale $26,291 -9,066 -12% $2.90 67,012 07 Mar 2025 Direct F2
transaction INDI Class A Common Stock Options Exercise $0 +21,750 +32% $0.000000 88,762 08 Mar 2025 Direct
transaction INDI Class A Common Stock Sale $22,800 -8,114 -9.1% $2.81 80,648 10 Mar 2025 Direct F2, F3, F4
transaction INDI Class A Common Stock Sale $7,758 -2,761 -3.4% $2.81 77,887 10 Mar 2025 Direct F3, F4

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 INDI Performance-based Restricted Stock Units Award $0 +25,000 $0.000000 25,000 06 Mar 2025 Class A Common Stock 25,000 Direct F5, F6
transaction INDI Performance-based Restricted Stock Units Options Exercise $0 -12,500 -50% $0.000000 12,500 06 Mar 2025 Class A Common Stock 12,500 Direct F1, F5, F6
transaction INDI Restricted Stock Units Options Exercise $0 -25,000 -25% $0.000000 75,000 06 Mar 2025 Class A Common Stock 25,000 Direct F5, F7
transaction INDI Restricted Stock Units Options Exercise $0 -21,750 -100% $0.000000 0 08 Mar 2025 Class A Common Stock 21,750 $0.000000 Direct F5, F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Acquired upon achievement of certain predetermined performance criteria pursuant to a performance-based restricted stock units award (PSU Award) granted on January 3, 2023 (Award Date). The Compensation Committee certified the achievement of the performance criteria on March 6, 2025.
F2 Represent shares of Class A common stock sold in the open market to pay for withholding taxes in connection with the vesting of restricted stock units.
F3 The sales made in this Form 4 were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 15, 2024. The Reporting Person's Rule 10b5-1 plan includes automated open market sales of the Issuer's Class A common stock on predetermined dates through March 10, 2026.
F4 The price reported in Column 4 is a weighted average price. The shares reported in this Form 4 were sold in separate transactions at prices ranging from $2.68 to $2.96, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the price range set forth in this footnote.
F5 Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class A common stock.
F6 Represents shares of Class A common stock underlying the PSU Award previously granted by the Issuer on Award Date, the vesting of which was subject to the Issuer's achievement of certain predetermined performance criteria. The Compensation Committee certified the achievement of the performance criteria on March 6, 2025. 50% of the number of shares of Class A common stock reported herein vested on March 6, 2025, and the remaining 50% will vest on January 3, 2026.
F7 The time-based restricted stock units shall vest and become nonforfeitable with respect to twenty-five percent (25%) of the total number of restricted stock units on each of the first, second, third and fourth anniversaries of the grant date.
F8 Such restricted stock units will vest in installments of 21,750 on March 8, 2024 and 2025.