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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
March 17, 2026
INDIE SEMICONDUCTOR, INC.
(Exact name of registrant as specified in its charter)
|
Delaware |
|
001-40481 |
|
88-1735159 |
|
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
|
32 Journey
Aliso Viejo, California
|
|
92656 |
| (Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (949) 608-0854
(Former name or former address, if changed since
last report)
Check the appropriate box below if the Form 8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any
of the following provisions:
| ☐ | Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class |
|
Trading
Symbol(s) |
|
Name
of each exchange on
which
registered |
| Class
A common stock, par value $0.0001 per share |
|
INDI |
|
The
Nasdaq Stock Market LLC |
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
As previously reported, indie
Semiconductor, Inc. (the “Company”) entered into a purchase agreement (the “Purchase Agreement”), dated as of
March 3, 2026, by and among the Company and Deutsche Bank Securities Inc. and TD Securities (USA) LLC, as representatives of the several
initial purchasers named therein (collectively the “Initial Purchasers”) pursuant to which the Company sold $150 million aggregate
principal amount of 4.00% Convertible Senior Notes due 2031 (the “Offering”) and granted an option (the “Option”),
for a period of 13-days following the closing of the Offering, to the Initial Purchasers to purchase up to an additional $25
million aggregate principal amount of 4.00% Convertible Senior Notes due 2031. On March 17, 2026, the Initial Purchasers exercised the
Option to purchase $20.5 million aggregate principal amount of 4.00% Convertible Senior Notes due 2031 and on March 18, 2026, the Company
sold to the Initial Purchases such notes and received net proceeds of approximately $20 million, after deducting the Initial Purchasers’
discounts and commissions.
SIGNATURE
Pursuant to the requirements
of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
|
|
INDIE SEMICONDUCTOR, INC. |
| |
|
|
|
| March 18, 2026 |
By: |
/s/ Naixi Wu |
| |
|
Name: |
Naixi Wu |
| |
|
Title: |
Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer) |
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