CFO at Cirrus Logic (NASDAQ: CRUS) gets RSUs and performance stock

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Cirrus Logic Chief Financial Officer Jeffrey Woolard reported new equity awards. On February 5, 2026 he received 11,242 restricted stock units, each representing the right to one share of common stock, all scheduled to vest on February 5, 2029.

He was also granted 9,058 performance-based Market Stock Units, each eligible to deliver up to 200% of one share depending on total shareholder return versus the Russell 3000 over a performance period from February 5, 2026 to February 5, 2029. Following these grants, he beneficially owns 49,197 restricted stock units and 18,332 performance shares directly.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Woolard Jeffrey

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	11,242	$0.00	--
Grant/Award	Performance Shares	9,058	$0.00	--

Holdings After Transaction: Restricted Stock Units — 49,197 shares (Direct); Performance Shares — 18,332 shares (Direct)

Footnotes (1)

Each restricted stock unit represents a contingent right to receive one share of Cirrus Logic common stock. 100% of the restricted stock units will vest on February 5, 2029, the 3-year anniversary of the grant date. These performance shares reflect performance-based restricted stock units that we refer to as Market Stock Units (MSUs). Each MSU 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 MSUs 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 5, 2026, and ending on February 5, 2029. The MSU performance metrics involve total shareholder return (TSR) relative to the component companies of the Russell 3000 index.

Form 4 Insider Transactions: What Each Field Means →

02/09/2026 - 05:59 PM

SEC Form 4

FORM 4

UNITED 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).

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^*

Woolard Jeffrey

(Last)

(First)

(Middle)

800 WEST 6TH STREET

(Street)

AUSTIN

78701

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
CIRRUS LOGIC, INC. [ CRUS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/05/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	02/05/2026		A		11,242		⁽²⁾	⁽²⁾	Common Stock	11,242	$0	49,197	D
Performance Shares	⁽³⁾	02/05/2026		A		9,058		⁽³⁾	⁽³⁾	Common Stock	9,058	$0	18,332	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Cirrus Logic common stock.

2. 100% of the restricted stock units will vest on February 5, 2029, the 3-year anniversary of the grant date.

3. These performance shares reflect performance-based restricted stock units that we refer to as Market Stock Units (MSUs). Each MSU 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 MSUs 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 5, 2026, and ending on February 5, 2029. The MSU performance metrics involve total shareholder return (TSR) relative to the component companies of the Russell 3000 index.

Remarks:

	By: Gregory Scott Thomas attorney-in-fact For: Jeffrey Woolard	02/09/2026
	** Signature of Reporting Person	Date
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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Cirrus Logic (CRUS) disclose about CFO Jeffrey Woolard in this Form 4?

Cirrus Logic reported that CFO Jeffrey Woolard received new equity awards on February 5, 2026. The filing shows grants of restricted stock units and performance-based Market Stock Units that increase his direct beneficial ownership of derivative equity linked to Cirrus Logic common stock.

How many restricted stock units did the Cirrus Logic CFO receive on February 5, 2026?

The CFO received 11,242 restricted stock units on February 5, 2026. Each unit represents a contingent right to receive one share of Cirrus Logic common stock, with 100% of these units scheduled to vest on February 5, 2029, subject to continued service conditions.

When do Jeffrey Woolard’s new Cirrus Logic restricted stock units vest?

All of Jeffrey Woolard’s 11,242 restricted stock units vest on February 5, 2029. This date is described as the three-year anniversary of the grant, meaning he must remain eligible through that period to receive the corresponding Cirrus Logic common shares at settlement.

What performance shares were granted to the Cirrus Logic CFO and how do they work?

The CFO received 9,058 performance shares structured as Market Stock Units. Each MSU can deliver up to 200% of one Cirrus Logic share, depending on total shareholder return versus Russell 3000 companies over a three-year performance period from February 5, 2026 to February 5, 2029.

What performance metrics determine vesting of Cirrus Logic Market Stock Units?

Vesting of the Market Stock Units depends on total shareholder return performance. The filing states that results are measured relative to component companies of the Russell 3000 index over a three-year period, with pre-established metrics approved by Cirrus Logic’s Compensation Committee guiding the final share payout.

How many derivative equity awards does the Cirrus Logic CFO own after these grants?

After the reported grants, the CFO beneficially owns 49,197 restricted stock units and 18,332 performance shares directly. These represent potential future Cirrus Logic common shares, subject to vesting, service conditions, and for performance shares, achievement of specified total shareholder return performance goals.