SEC Form 4 · accession 0001865423-26-000035
indie Semiconductor, Inc. · INDI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ichiro Aoki
Officer — President · Director
Period of report
Jun 1, 2026
Accepted (ET)
Jun 3, 2026 · 6:34 pm EDT
Rule 10b5-1 plan
box not checked
Issuer CIK
0001841925
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | Jun 1, 2026 | M | 1,541 | $0.00 | A | 107,710 | D | |
| Class A Common Stock | Jun 2, 2026 | S | 562 | $5.1169 | D | 107,148 | D | |
| Class V Common Stock | Jun 2, 2026 | M | 200,000 | $0.00 | D | 2,589,362 | D | |
| Class A Common Stock | Jun 2, 2026 | M | 200,000 | $0.00 | A | 307,148 | D | |
| Class A Common StockF5 | Jun 2, 2026 | S | 200,000 | $5.1853 | D | 107,148 | D | |
| Class V Common Stock | Jun 2, 2026 | M | 100,000 | $0.00 | D | 2,489,362 | D | |
| Class A Common Stock | Jun 2, 2026 | M | 100,000 | $0.00 | A | 207,148 | D | |
| Class A Common StockF6 | Jun 2, 2026 | S | 100,000 | $5.1599 | D | 107,148 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF7,F8 | — | Jun 1, 2026 | A | 1,541 | A | — | — | Class A Common Stock | 1,541 | 1,541 | D |
| Restricted Stock UnitsF7,F8 | — | Jun 1, 2026 | M | 1,541 | D | — | — | Class A Common Stock | 1,541 | 0 | D |
| ADK Class A UnitsF3,F9 | $0.00 | Jun 2, 2026 | M | 200,000 | D | Dec 10, 2021 | — | Class A Common Stock | 4,939,362 | 2,589,362 | D |
| ADK Class A UnitsF3,F9 | $0.00 | Jun 2, 2026 | M | 100,000 | D | Dec 10, 2021 | — | Class A Common Stock | 4,939,362 | 2,489,362 | D |
Explanation of responses
- F1Represents shares of Class A common stock sold in the open market to pay for withholding taxes in connection with the vesting of Restricted Stock Units.
- F2Cancellation of Class V Common Stock upon Reporting Person's exchange of ADK Class A Units for an equal number of shares of Class A Common Stock. See note 3.
- F3Class A Common Stock received upon conversion of ADK Class A Units. The ADK Class A Units may be exchanged by the Reporting Person at any time after December 10, 2021 for an equal amount of shares of Class A Common Stock or, at the election of the Issuer, cash equal to the fair market value of such shares. Upon the Reporting Person's exchange of an ADK Class A Unit for Class A Common Stock, an equivalent number of shares of Class V Common Stock will be cancelled.
- F4Represents shares of Class A Common Stock sold in the open market.
- F5The price reported in Column 4 is a weighted average price. The shares reported in this Form 4 were sold in separate transactions at prices ranging from $5.07 to $5.29, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the price range set forth in this footnote.
- F6The price reported in Column 4 is a weighted average price. The shares reported in this Form 4 were sold in separate transactions at prices ranging from $5.095 to $5.20, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the price range set forth in this footnote.
- F7Each restricted stock unit represents a contingent right to receive one share of Class A common stock.
- F8Represents Restricted Stock Units ("RSUs") that were fully vested as of the grant date. These RSUs represent shares received in lieu of a percentage of cash salary as part of a voluntary equity compensation program as approved by the Board of Directors in June 2023. The number of underlying shares is equal to the amount of the forgone salary, divided by the closing trading price of INDI on the date of grant.
- F9N/A