Venkatesh Nathamuni - Feb 7, 2024 Form 4 Insider Report for CIRRUS LOGIC, INC. (CRUS)

Role
Chief Financial Officer
Signature
By: Gregory Scott Thomas For: Venkatesh Nathamuni
Stock symbol
CRUS
Transactions as of
Feb 7, 2024
Transactions value $
-$98,600
Form type
4
Date filed
2/9/2024, 05:30 PM
Previous filing
May 8, 2023
Next filing
May 7, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CRUS Common Stock Sale -$45K -500 -19.33% $90.01 2.09K Feb 7, 2024 Direct F1
transaction CRUS Common Stock Sale -$47.5K -500 -23.96% $95.00 1.59K Feb 8, 2024 Direct F1
transaction CRUS Common Stock Options Exercise $41.4K +500 +31.51% $82.81 2.09K Feb 8, 2024 Direct F1
transaction CRUS Common Stock Sale -$47.5K -500 -23.96% $95.00 1.59K Feb 8, 2024 Direct F1

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 Non-Qualified Stock Option (right to buy) Options Exercise $0 -500 -3.12% $0.00 15.5K Feb 8, 2024 Common Stock 500 $82.81 Direct F1, F2
transaction CRUS Incentive Stock Option (right to buy) Award $0 +1.07K $0.00 1.07K Feb 8, 2024 Common Stock 1.07K $93.24 Direct F3
transaction CRUS Non-Qualified Stock Option (right to buy) Award $0 +11.5K $0.00 11.5K Feb 8, 2024 Common Stock 11.5K $93.24 Direct F3
transaction CRUS Performance Shares Award $0 +3.54K +66.75% $0.00 8.83K Feb 8, 2024 Common Stock 3.54K Direct F4
transaction CRUS Restricted Stock Units Award $0 +5.36K +53.09% $0.00 15.5K Feb 8, 2024 Common Stock 5.36K Direct F5, F6
* 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 This transaction was made pursuant to a Rule 10b5-1 plan adopted by the reporting person on May 26, 2023.
F2 Only vested shares can be exercised under this option. 25% of the shares will vest on 5/4/23; the remaining shares will vest monthly over the following 36 months so that the option will be fully vested and exercisable on 5/4/26.
F3 Only vested shares can be exercised under this option. 25% of the shares will vest annually so that the option will be fully vested and exercisable on 02/08/28.
F4 Each Performance-based Restricted Stock Unit (PBRSU) represents 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 Committee, over a three-year performance period beginning on February 8, 2024, and ending on February 8, 2027.
F5 Each restricted stock unit represents a contingent right to receive one share of Cirrus Logic common stock.
F6 100% of the restricted stock units will vest on 2/8/27, the 3-year anniversary of the grant date.