indie Semiconductor (INDI) COO sells shares, exercises RSUs under 10b5-1

Rhea-AI Filing Summary

indie Semiconductor, Inc. Chief Operating Officer Michael Wittmann reported several stock transactions involving Class A common stock and restricted stock units. On March 2, 2026, he sold a total of 37,500 shares of Class A common stock in open‑market transactions at a weighted average price of $3.5046 per share. According to the disclosure, these sales were made to cover withholding taxes related to the vesting of restricted stock units and occurred under a pre‑arranged Rule 10b5‑1 trading plan that provides for automated sales through March 31, 2027.

On March 1, 2026, Wittmann exercised restricted stock units in two tranches of 12,500 and 37,500 units at a price of $0.00 per share, receiving the same number of Class A shares. After these transactions, his reported direct holdings of Class A common stock changed as shares were both acquired through RSU conversion and sold to satisfy tax obligations. Footnotes state that each restricted stock unit converts into one share of Class A common stock and describe vesting schedules that run through March 1, 2027.

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

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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^*

Wittmann Michael

(Last) (First) (Middle)

C/O INDIE SEMICONDUCTOR, INC.

32 JOURNEY

(Street)

ALISO VIEJO CA 92656

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
indie Semiconductor, Inc. [ INDI ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	03/01/2026		M		12,500	A	$0	123,885	D
Class A Common Stock	03/01/2026		M		37,500	A	$0	161,385	D
Class A Common Stock	03/02/2026		S(1)(2)		18,787	D	$3.5046(3)	142,598	D
Class A Common Stock	03/02/2026		S(2)		18,713	D	$3.5046(3)	123,885	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	(4)	03/01/2026		M			12,500	(5)	(5)	Class A Common Stock	12,500	$0	0	D
Restricted Stock Units	(4)	03/01/2026		M			37,500	(6)	(6)	Class A Common Stock	262,500	$0	150,000	D

Explanation of Responses:

1. Represents 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 ("RSUs").

2. The sales were made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 15, 2024, and modified on May 26, 2025. The Reporting Person's Rule 10b5-1 plan includes automated open market sales of the Issuer's Class A common stock on predetermined dates through March 31, 2027.

3. The 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 $3.37 to $3.67, 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.

4. Each restricted stock unit represents a contingent right to receive one share of Class A common stock.

5. The time-based restricted stock units shall vest and become nonforfeitable with respect to fifty percent (50%) of the total number of restricted stock units on March 1, 2025 and 2026.

6. The time-based restricted stock units shall vest and become nonforfeitable over two years in quarterly equal installments starting on June 1, 2025 through March 1, 2027.

	/s/ Michael Wittmann, by Naixi Wu pursuant to power of attorney filed on January 22, 2024	03/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transactions did INDI COO Michael Wittmann report on this Form 4?

Michael Wittmann reported selling 37,500 shares of indie Semiconductor Class A common stock and exercising restricted stock units into an equal number of shares. The activity included open‑market sales and RSU conversions on March 1–2, 2026, changing his directly held share balance.

How many indie Semiconductor (INDI) shares did the COO sell and at what price?

The COO sold a total of 37,500 shares of Class A common stock at a weighted average price of $3.5046 per share. Footnotes note individual trades occurred between $3.37 and $3.67, with details available upon request from the company or regulators.

Why did the INDI COO sell shares in the reported Form 4 transactions?

The sales were made to pay withholding taxes tied to vesting of restricted stock units. The filing explains that shares of Class A common stock were sold in open‑market transactions specifically for tax obligations arising from RSU vesting events.

Were the INDI insider stock sales under a Rule 10b5-1 trading plan?

Yes. The filing states the sales occurred under a Rule 10b5‑1 trading plan adopted March 15, 2024 and modified May 26, 2025. The plan provides automated open‑market sales of Class A common stock on predetermined dates through March 31, 2027.

What restricted stock unit (RSU) activity did the INDI COO report?

He reported exercising 12,500 and 37,500 restricted stock units into the same number of Class A shares at $0.00 per share. Footnotes clarify each RSU represents a right to receive one share, subject to time‑based vesting through March 1, 2027.

How do the INDI COO’s restricted stock units vest over time?

One RSU grant vests 50% on March 1, 2025 and the remaining 50% on March 1, 2026. Another grant vests in equal quarterly installments over two years from June 1, 2025 through March 1, 2027, subject to continued service conditions.