Ritu Favre - Jan 18, 2022 Form 4 Insider Report for NATIONAL INSTRUMENTS CORP (NATI)

Role: Executive Vice President
Signature: /s/ R. Eddie Dixon, Jr. as attorney-in-fact for Ritu Favre
Stock symbol: NATI
Transactions as of: Jan 18, 2022
Transactions value $: $0
Form type: 4
Date filed: 1/20/2022, 05:15 PM
Previous filing: Nov 8, 2021
Next filing: Feb 9, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NATI	Common Stock	Award	$0	+13.2K	+38.78%	$0.00	47.1K	Jan 18, 2022	Direct	F1
holding	NATI	Common Stock						4.96K	Jan 18, 2022	By Rita Favre Survivor's Trust

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	NATI	Performance-Based Restricted Stock Units	Award	$0	+19.7K		$0.00	19.7K	Jan 18, 2022	Common Stock	19.7K		Direct	F2

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

Explanation of Responses:

Id	Content
F1	Represents restricted stock units granted on January 18, 2022 which will vest in three equal installments on the anniversary of the grant date.
F2	The number of PRSUs reported in Table II represents the target number of PRSUs that were granted to the reporting person pursuant to the Issuer's 2020 Equity Incentive Plan. Per the terms of the award agreement governing the PRSUs, the number of underlying shares of the Issuer's common stock that the reporting person is ultimately entitled to receive at the time of vesting ranges from 0% to 200% of the target number of PRSUs granted, subject to how the Issuer's total shareholder return ranks in comparison to companies that comprise the Russell 2000 Index over a performance period consisting of the three years ended December 31, 2024.

Content

Represents restricted stock units granted on January 18, 2022 which will vest in three equal installments on the anniversary of the grant date.

The number of PRSUs reported in Table II represents the target number of PRSUs that were granted to the reporting person pursuant to the Issuer's 2020 Equity Incentive Plan. Per the terms of the award agreement governing the PRSUs, the number of underlying shares of the Issuer's common stock that the reporting person is ultimately entitled to receive at the time of vesting ranges from 0% to 200% of the target number of PRSUs granted, subject to how the Issuer's total shareholder return ranks in comparison to companies that comprise the Russell 2000 Index over a performance period consisting of the three years ended December 31, 2024.