Donald McClymont - Jun 10, 2021 Form 3 Insider Report for indie Semiconductor, Inc. (INDI)

Role
Chief Executive Officer, Director
Signature
/s/ Donald McClymont, by Ellen Bancroft pursuant to power of attorney filed herewith
Stock symbol
INDI
Transactions as of
Jun 10, 2021
Transactions value $
$0
Form type
3
Date filed
6/21/2021, 06:06 PM
Next filing
Dec 14, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
holding INDI Class A Common Stock, par value $0.0001 633 Jun 10, 2021 Direct F1
holding INDI Class V Common Stock, no par value per share 6.33M Jun 10, 2021 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
holding INDI ADK Class A Units Jun 10, 2021 Class A Common Stock, par value $0.0001 6.33M Direct F2, F3
holding INDI Phantom Awards Jun 10, 2021 Class A Common Stock, par value $0.0001 83.4K By spouse F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the Master Transactions Agreement by and among Thunder Bridge II Surviving Pubco, Inc., Thunder Bridge Acquisition II, Ltd., Ay Dee Kay, LLC d/b/a indie Semiconductor ("ADK") and certain other parties (dated as of December 14, 2020 and amended as that same date) (the "Agreement"), upon closing the transactions contemplated by the Agreement, the Reporting Person received: (i) 633 shares of Class A common stock, par value $0.0001 per share, of the Issuer (the "Class A Common Stock"); (ii) 6,334,349 shares of Class V common stock of the Issuer (the "Class V Common Stock"); and (iii) 6,334,349 newly issued ADK Class A Units (each an "ADK Unit").
F2 The ADK Units may be exchanged by the Reporting Person at any time after December 10, 2021 for an equal number of shares of Class A Common. Upon the Reporting Person's exchange of an ADK Unit for Class A Common Stock, an equivalent number of shares of Class V Common Stock will be cancelled.
F3 N/A
F4 The phantom awards allow the recipient to acquire the number of shares of Class A Common Stock set forth above after the date they become exercisable upon satisfaction of the further vesting condition. The awards vest 25% annually beginning December 1, 2021. At the option of Issuer, these awards may be settled either in cash or shares of Class A Common Stock.

Remarks:

Exhibit List - Exhibit 1 - Power of Attorney