Venkatesh Nathamuni - 07 Feb 2024 Form 4 Insider Report for CIRRUS LOGIC, INC. (CRUS)

Role
Chief Financial Officer
Signature
By: Gregory Scott Thomas For: Venkatesh Nathamuni
Issuer symbol
CRUS
Transactions as of
07 Feb 2024
Net transactions value
-$98,600
Form type
4
Filing time
09 Feb 2024, 17:30:00 UTC
Previous filing
08 May 2023
Next filing
07 May 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CRUS Common Stock Sale $45,005 -500 -19% $90.01 2,087 07 Feb 2024 Direct F1
transaction CRUS Common Stock Sale $47,500 -500 -24% $95.00 1,587 08 Feb 2024 Direct F1
transaction CRUS Common Stock Options Exercise $41,405 +500 +32% $82.81 2,087 08 Feb 2024 Direct F1
transaction CRUS Common Stock Sale $47,500 -500 -24% $95.00 1,587 08 Feb 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 -3.1% $0.000000 15,504 08 Feb 2024 Common Stock 500 $82.81 Direct F1, F2
transaction CRUS Incentive Stock Option (right to buy) Award $0 +1,072 $0.000000 1,072 08 Feb 2024 Common Stock 1,072 $93.24 Direct F3
transaction CRUS Non-Qualified Stock Option (right to buy) Award $0 +11,507 $0.000000 11,507 08 Feb 2024 Common Stock 11,507 $93.24 Direct F3
transaction CRUS Performance Shares Award $0 +3,535 +67% $0.000000 8,831 08 Feb 2024 Common Stock 3,535 Direct F4
transaction CRUS Restricted Stock Units Award $0 +5,363 +53% $0.000000 15,464 08 Feb 2024 Common Stock 5,363 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.