STOCK TITAN

Cirrus Logic (NASDAQ: CRUS) EVP exercises options, sells 3,907 shares under 10b5-1 plan

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

CIRRUS LOGIC, INC. executive vice president of R&D Jeffrey W. Baumgartner exercised stock options and sold the resulting shares in a coordinated transaction. He exercised options to acquire 3,907 shares of common stock at an exercise price of $41.49 per share, then sold 3,907 shares in open-market transactions at a weighted average price of $168.54 per share, with individual trade prices ranging from $165.27 to $170.66. These trades were carried out under a pre-arranged Rule 10b5-1 trading plan adopted on February 27, 2026. Following the transactions, he holds 17,575 shares of common stock directly, and the exercised options, which were fully vested, are no longer outstanding.

Positive

  • None.

Negative

  • None.

Insights

Routine option exercise-and-sale under a 10b5-1 plan with unchanged share holdings.

EVP R&D Jeffrey W. Baumgartner exercised options for 3,907 shares of CIRRUS LOGIC, INC. common stock at an exercise price of $41.49 per share and sold the same 3,907 shares at a weighted average of $168.54 per share. This pattern is a classic exercise-and-sell transaction.

The filing notes that these trades were executed pursuant to a Rule 10b5-1 trading plan adopted on February 27, 2026, indicating they were pre-scheduled rather than opportunistic. The underlying options, split between a Non-Qualified Stock Option and an Incentive Stock Option, were already fully vested and set to expire on November 7, 2028.

After the transactions, Baumgartner directly holds 17,575 shares, the same number as before the exercise-and-sale sequence, while the options for 3,907 shares are now fully exercised with no remaining derivative position in this grant. The net effect is to convert an option position into cash while maintaining his existing common-share holdings.

Insider Baumgartner Jeffrey W
Role EVP, R&D
Sold 3,907 shs ($658K)
Type Security Shares Price Value
Exercise Incentive Stock Option (right to buy) 804 $0.00 --
Exercise Non-Qualified Stock Option (right to buy) 3,103 $0.00 --
Exercise Common Stock 3,907 $41.49 $162K
Sale Common Stock 3,907 $168.54 $658K
Holdings After Transaction: Incentive Stock Option (right to buy) — 0 shares (Direct, null); Non-Qualified Stock Option (right to buy) — 0 shares (Direct, null); Common Stock — 21,482 shares (Direct, null)
Footnotes (1)
  1. This transaction was made pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 27, 2026. The price reported in Table I - Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $165.27 to $170.66. The reporting person will provide full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to any security holder of Cirrus Logic, Inc. or the staff of the SEC upon request. Only vested shares can be exercised under this option. 25% of the shares vested on 11/07/19; the remaining shares vested monthly over the following 36 months so that the option was fully vested and exercisable on 11/07/22.
Shares sold 3,907 shares Open-market sale of common stock on June 2, 2026
Weighted average sale price $168.54 per share Common stock sale price, with trades from $165.27 to $170.66
Option exercise price $41.49 per share Exercise price for options converted into 3,907 common shares
Non-Qualified Stock Option exercised 3,103 shares Exercised into common stock on June 2, 2026
Incentive Stock Option exercised 804 shares Exercised into common stock on June 2, 2026
Shares held after transactions 17,575 shares Direct common-stock holdings following exercise-and-sale sequence
Option expiration date November 7, 2028 Stated expiration for the exercised option grants
Rule 10b5-1 plan regulatory
"This transaction was made pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 27, 2026."
A Rule 10b5-1 plan is a prearranged, written schedule that lets corporate insiders buy or sell company stock at set times or amounts, even if they later learn material nonpublic information. Think of it like setting an automatic thermostat for trades: it creates a clear record that trades were planned in advance, reducing the risk of insider-trading accusations and helping investors trust that insider transactions are routine rather than based on secret information.
Non-Qualified Stock Option financial
"Non-Qualified Stock Option (right to buy)"
A non-qualified stock option (NSO) is a contract that lets an employee or service provider buy company shares at a fixed price for a set period, like a voucher to purchase stock later at today’s price. It matters to investors because exercising NSOs creates ordinary income for the holder and can increase share count, affecting a company’s earnings and ownership mix; think of it as a future sale that can dilute existing shareholders and has immediate tax consequences for the recipient.
Incentive Stock Option financial
"Incentive Stock Option (right to buy)"
An incentive stock option is a type of employee benefit that gives a worker the right to buy company shares at a fixed price, with special tax advantages if the employee holds the shares for a required period. Think of it as a coupon to buy future shares at today’s price that can result in lower tax on the gain. Investors care because ISOs can dilute share count, align staff incentives with the stock price, and affect company compensation costs and the timing of potential share sales.
weighted average price financial
"The price reported in Table I - Column 4 is a weighted average price."
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
X
Check this box to indicate that a 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). See Instruction 10.
1. Name and Address of Reporting Person*
Baumgartner Jeffrey W

(Last)(First)(Middle)
800 WEST 6TH STREET

(Street)
AUSTIN TEXAS 78701

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
CIRRUS LOGIC, INC. [ CRUS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP, R&D
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock06/02/2026M(1)3,907A$41.4921,482D
Common Stock06/02/2026S(1)3,907D$168.54(2)17,575D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Incentive Stock Option (right to buy)$41.4906/02/2026M804 (3)11/07/2028Common Stock804$00D
Non-Qualified Stock Option (right to buy)$41.4906/02/2026M3,103 (3)11/07/2028Common Stock3,103$00D
Explanation of Responses:
1. This transaction was made pursuant to a Rule 10b5-1 plan adopted by the reporting person on February 27, 2026.
2. The price reported in Table I - Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $165.27 to $170.66. The reporting person will provide full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to any security holder of Cirrus Logic, Inc. or the staff of the SEC upon request.
3. Only vested shares can be exercised under this option. 25% of the shares vested on 11/07/19; the remaining shares vested monthly over the following 36 months so that the option was fully vested and exercisable on 11/07/22.
Remarks:
By: Gregory Scott Thomas attorney-in-fact For: Jeffrey Baumgartner06/04/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did CRUS EVP Jeffrey W. Baumgartner do in this Form 4 filing?

Jeffrey W. Baumgartner exercised stock options for 3,907 Cirrus Logic shares at $41.49 each and sold 3,907 shares at a weighted average of $168.54. This converted an existing option grant into cash while leaving his direct share count unchanged.

How many Cirrus Logic (CRUS) shares did Baumgartner sell and at what price?

He sold 3,907 shares of Cirrus Logic common stock in open-market transactions at a weighted average price of $168.54 per share. Individual trades occurred at prices ranging from $165.27 to $170.66, as disclosed in the Form 4 footnotes.

Were Jeffrey W. Baumgartner’s CRUS stock sales under a Rule 10b5-1 plan?

Yes. The Form 4 states the transactions were executed pursuant to a Rule 10b5-1 trading plan adopted on February 27, 2026. Such plans pre-schedule trades, indicating these sales were structured in advance rather than timed reactively to market conditions.

How many Cirrus Logic (CRUS) shares does Baumgartner hold after these transactions?

Following the option exercise-and-sale sequence, Baumgartner directly holds 17,575 shares of Cirrus Logic common stock. Because he sold the same 3,907 shares he acquired through exercising options, his direct share count remained at this level after the reported transactions.

What stock options did Baumgartner exercise in this Cirrus Logic Form 4?

He exercised a Non-Qualified Stock Option for 3,103 shares and an Incentive Stock Option for 804 shares, both with a $41.49 exercise price and a stated expiration date of November 7, 2028. The options were fully vested and exercisable before these transactions.

Did Baumgartner’s net ownership in CRUS stock change after this Form 4 activity?

His direct common-share holdings remained at 17,575 shares after the transactions. The main change was the elimination of options on 3,907 shares, which were exercised and immediately sold, effectively replacing that option exposure with realized cash proceeds.