Steven Machuga - 03 Jan 2023 Form 4 Insider Report for indie Semiconductor, Inc. (INDI)

Role: Chief Operating Officer
Signature: /s/ Steve Machuga by Naixi Wu pursuant to power of attorney filed on June 21, 2021
Issuer symbol: INDI
Transactions as of: 03 Jan 2023
Net transactions value: -$6,681
Form type: 4
Filing time: 05 Jan 2023, 16:14:12 UTC
Previous filing: 15 Dec 2022
Next filing: 18 Jan 2023
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	+2,538	+2.4%	$0.000000	108,941	03 Jan 2023	Direct
transaction	INDI	Class A Common Stock	Tax liability	$6,681	-1,142	-1%	$5.85	107,799	04 Jan 2023	Direct	F1, F2

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	Award	$0	+56,250		$0.000000	56,250	03 Jan 2023	Class A Common Stock	56,250		Direct	F3, F4
transaction	INDI	Performance-based Restricted Stock Units	Award	$0	+50,000		$0.000000	50,000	03 Jan 2023	Class A Common Stock	50,000		Direct	F5, F6
transaction	INDI	Restricted Stock Units	Options Exercise	$0	-2,538	-9.2%	$0.000000	24,993	03 Jan 2023	Class A Common Stock	2,538		Direct	F3, F4

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

Explanation of Responses:

Id	Content
F1	Represents shares of Class A common stock sold in the open market pursuant to a 10b5-1 plan to pay for withholding taxes in connection with the vesting of restricted stock units previously granted to the Reporting Person. This 10b5-1 plan was adopted by the Reporting Person on June 15, 2022, and modified on September 14, 2022.
F2	All the shares reported in this Form 4 were sold in one transaction and sold at $5.85 to cover withholding taxes.
F3	Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock
F4	The time-based restricted stock units shall vest and become nonforfeitable with respect to twenty-five percent (25%) of the total number of restricted stock units on each of the first, second, third and fourth anniversaries of the grant date.
F5	Each performance-based restricted stock unit represents a contingent right to receive one share of the Issuer's Class A common stock.
F6	These performance-based restricted stock units shall be earned and become vested based on the achievement of the stock price targets set at $20, $30 and $40 per share of indie's Class A common stock prior to the expiration of a four-year performance period ending on December 31, 2026. The number of units that vest shall be 16,666 units at $20 per share, 33,332 units at $30 per share, and 50,000 units at $40 per share.