Michael Wittmann - 31 Aug 2024 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
31 Aug 2024
Net transactions value
-$29,696
Form type
4
Filing time
04 Sep 2024, 20:34:04 UTC
Previous filing
03 Jul 2024
Next filing
26 Dec 2024
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 +6,250 +14% $0.000000 50,360 31 Aug 2024 Direct
transaction INDI Class A Common Stock Options Exercise $0 +4,569 +9.1% $0.000000 54,929 01 Sep 2024 Direct
transaction INDI Class A Common Stock Tax liability $9,253 -2,416 -4.4% $3.83 52,513 03 Sep 2024 Direct F1, F2
transaction INDI Class A Common Stock Sale $2,715 -709 -1.4% $3.83 51,804 03 Sep 2024 Direct F2, F3
transaction INDI Class A Common Stock Tax liability $6,778 -1,747 -3.4% $3.88 50,057 03 Sep 2024 Direct F1
transaction INDI Class A Common Stock Sale $10,949 -2,822 -5.6% $3.88 47,235 03 Sep 2024 Direct 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 Restricted Stock Units Options Exercise $0 -6,250 -33% $0.000000 12,500 31 Aug 2024 Class A Common Stock 6,250 $0.000000 Direct F5
transaction INDI Restricted Stock Units Award $0 +4,569 $0.000000 4,569 01 Sep 2024 Class A Common Stock 4,569 Direct F6, F7
transaction INDI Restricted Stock Units Options Exercise $0 -4,569 -100% $0.000000 0 01 Sep 2024 Class A Common Stock 4,569 Direct F6, F7
* 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 Represents 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.
F2 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.
F3 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 $3.74 to $4.07, 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.
F4 Represents shares of Class A common stock sold in the open market in accordance with a sell-all election made at the start of a program period of a voluntary equity compensation program as approved by the Board of Directors in June 2023. This election was made during an open trading window while Mr. Wittmann was not in possession of material non-public information.
F5 Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. Such restricted stock units vest at the rate of 25% annually beginning August 31, 2023.
F6 Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.
F7 Represents Restricted Stock Units ("RSUs") that were fully vested as of the grant date. These RSUs represent shares received in lieu of a percentage of cash salary as part of a voluntary equity compensation program as approved by the Board of Directors in June 2023. The number of underlying shares is equal to the amount of the forgone salary, divided by the closing trading price of INDI on the date of grant.