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

Role
VP, Worldwide Sales
Signature
By: Gregory Scott Thomas attorney-in-fact For: Andrew Brannan
Issuer symbol
CRUS
Transactions as of
07 Feb 2024
Net transactions value
-$367,192
Form type
4
Filing time
09 Feb 2024, 17:33:54 UTC
Previous filing
31 Aug 2023
Next filing
05 Mar 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 -7.6% $90.01 6,055 07 Feb 2024 Direct F1
transaction CRUS Common Stock Options Exercise $124,470 +3,000 +50% $41.49 9,055 07 Feb 2024 Direct F1
transaction CRUS Common Stock Sale $276,000 -3,000 -33% $92.00 6,055 07 Feb 2024 Direct F1
transaction CRUS Common Stock Options Exercise $134,842 +3,250 +54% $41.49 9,305 08 Feb 2024 Direct F1
transaction CRUS Common Stock Sale $305,500 -3,250 -35% $94.00 6,055 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 -3,000 -48% $0.000000 3,250 07 Feb 2024 Common Stock 3,000 $41.49 Direct F1, F2
transaction CRUS Non-Qualified Stock Option (right to buy) Options Exercise $0 -3,250 -100% $0.000000* 0 08 Feb 2024 Common Stock 3,250 $41.49 Direct F1, F2
transaction CRUS Non-Qualified Stock Option (right to buy) Award $0 +7,548 $0.000000 7,548 08 Feb 2024 Common Stock 7,548 $93.24 Direct F3
transaction CRUS Performance Shares Award $0 +2,121 +32% $0.000000 8,686 08 Feb 2024 Common Stock 2,121 Direct F4
transaction CRUS Restricted Stock Units Award $0 +3,218 +36% $0.000000 12,257 08 Feb 2024 Common Stock 3,218 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 vested on 11/7/19; the remaining shares vested monthly over the following 36 months so that the option were fully vested and exercisable on 11/7/22.
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.