CFO of indie Semiconductor (NASDAQ: INDI) sells stock under Rule 10b5-1 plan
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
indie Semiconductor, Inc. Chief Financial Officer Naixi Wu reported a mix of stock option exercises and a small share sale. On July 1, 2026, Wu exercised derivative awards to acquire 39,278 shares of Class A common stock at a conversion price of $0.00 per share, reflecting the vesting of restricted stock units. On July 2, 2026, Wu sold 19,640 shares of Class A common stock at a weighted average price of $4.3744 per share, with the footnotes stating the sale was made in the open market to pay withholding taxes related to the RSU vesting and executed under a pre-arranged Rule 10b5-1 trading plan. After these transactions, Wu holds 134,425 shares of Class A common stock directly and 90 shares indirectly through a spouse, and continues to hold restricted stock units that vest annually through 2027.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
Net Seller: 19,640 shares ($85,913)
Net Sell
8 txns
Insider
Wu Naixi
Role
Chief Financial Officer
Sold
19,640 shs ($86K)
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Class A Common Stock | 19,640 | $4.3744 | $86K |
| Exercise | Restricted Stock Units | 7,403 | $0.00 | -- |
| Exercise | Restricted Stock Units | 10,000 | $0.00 | -- |
| Exercise | Restricted Stock Units | 21,875 | $0.00 | -- |
| Exercise | Class A Common Stock | 7,403 | $0.00 | -- |
| Exercise | Class A Common Stock | 10,000 | $0.00 | -- |
| Exercise | Class A Common Stock | 21,875 | $0.00 | -- |
| holding | Class A Common Stock | -- | -- | -- |
Holdings After Transaction:
Class A Common Stock — 134,425 shares (Direct, null);
Restricted Stock Units — 7,404 shares (Direct, null);
Class A Common Stock — 90 shares (Indirect, by spouse)
Footnotes (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. This sale was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 12, 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 December 15, 2027. 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 $4.19 to $4.67, 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. Each restricted stock unit represents a contingent right to receive one share of Class A common stock. Such restricted stock units vest at the rate of 25% annually beginning on July 1, 2024. Such restricted stock units vest at the rate of 50% annually beginning on July 1, 2025. Such restricted stock units vest at the rate of 25% on January 2, 2026, July 1, 2026, January 4, 2027, and July 1, 2027.
Key Figures
Shares sold: 19,640 shares
Weighted average sale price: $4.3744 per share
Shares acquired via RSU exercises: 39,278 shares
+3 more
6 metrics
Shares sold
19,640 shares
Class A Common Stock sold on July 2, 2026
Weighted average sale price
$4.3744 per share
Open-market sale range $4.19–$4.67
Shares acquired via RSU exercises
39,278 shares
Class A Common Stock from derivative exercises on July 1, 2026
Direct holdings after transactions
134,425 shares
Class A Common Stock held directly by CFO after reported trades
Indirect holdings after transactions
90 shares
Class A Common Stock held indirectly by spouse
RSU conversion price
$0.00 per unit
Restricted stock units converting into Class A shares
Key Terms
Restricted Stock Units, Rule 10b5-1 trading plan, withholding taxes, weighted average price, +1 more
5 terms
Restricted Stock Units financial
"Such restricted stock units vest at the rate of 25% annually beginning on July 1, 2024."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Rule 10b5-1 trading plan regulatory
"This sale was made pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 12, 2025."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
withholding taxes financial
"sold in the open market to pay for withholding taxes in connection with the vesting of Restricted Stock Units."
Withholding taxes are amounts a payer or government takes out of payments — such as wages, interest, or dividends — before the recipient gets the money, functioning like a cashier keeping part of a bill to pay taxes on your behalf. For investors this matters because it reduces the cash they actually receive, affects net returns and yield calculations, and may require additional paperwork or treaty claims to recover or offset the withheld amount against final tax bills.
weighted average price financial
"The price reported in 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.
Class A common stock financial
"Represents shares of Class A common stock sold in the open market to pay for withholding taxes"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
FAQ
What insider transactions did indie Semiconductor (INDI) CFO Naixi Wu report?
Naixi Wu reported exercising restricted stock units into 39,278 Class A shares and selling 19,640 shares. The sale was to cover tax withholding and occurred under a pre-arranged Rule 10b5-1 trading plan, indicating routine, scheduled portfolio management.
What equity awards were involved in the indie Semiconductor (INDI) CFO’s Form 4?
The filing shows multiple restricted stock unit exercises, converting 39,278 units into Class A common shares at a $0.00 conversion price. Footnotes explain that each restricted stock unit equals one share, vesting in annual installments from July 2024 through July 2027.
Was the indie Semiconductor (INDI) CFO’s stock sale pre-planned?
Yes. A footnote states the sale was executed under a Rule 10b5-1 trading plan adopted on December 12, 2025. That plan provides for automated open-market sales on predetermined dates through December 15, 2027, indicating a structured, pre-scheduled selling program.