indie Semiconductor (INDI) COO discloses Class A stock sales and RSUs

Rhea-AI Filing Summary

indie Semiconductor, Inc. Chief Operating Officer Michael Wittmann reported equity transactions in the company’s Class A common stock. On December 1, 2025, 37,500 shares were acquired at an exercise price of $0 upon the vesting of restricted stock units, increasing his direct holdings to 131,505 shares. On December 2, 2025, he sold 17,716 shares in one transaction and 19,784 shares in another at a weighted average price of $3.7406 per share, leaving 94,005 shares directly owned.

The filing states that some of the shares sold were to cover withholding taxes related to RSU vesting and that the sales were made under a Rule 10b5-1 trading plan adopted on March 15, 2024 and modified on May 26, 2025. He also reports 187,500 restricted stock units remaining from an award covering 262,500 shares, which vest in equal quarterly installments from June 1, 2025 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)
12/01/2025

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	12/01/2025		M		37,500	A	$0	131,505	D
Class A Common Stock	12/02/2025		S(1)(2)		17,716	D	$3.7406(3)	113,789	D
Class A Common Stock	12/02/2025		S(2)		19,784	D	$3.7406(3)	94,005	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)	12/01/2025		M			37,500	(5)	(5)	Class A Common Stock	262,500	$0	187,500	D

Explanation of Responses:

1. Represent 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.

2. The sales made in this Form 4 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 $3.53 to $3.87, 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 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	12/03/2025
	** 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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FAQ

What insider transactions did INDI’s COO report in this Form 4?

The Chief Operating Officer of indie Semiconductor, Inc. (INDI) reported acquiring 37,500 shares of Class A common stock on December 1, 2025 through the vesting of restricted stock units at an exercise price of $0, and then selling 17,716 shares and 19,784 shares on December 2, 2025 at a weighted average price of $3.7406 per share.

How many INDI shares does the COO own after these transactions?

After the reported transactions, the COO directly owns 94,005 shares of indie Semiconductor’s Class A common stock and holds 187,500 restricted stock units that may convert into additional shares upon vesting.

Why were some of the INDI shares sold by the COO?

According to the filing, the shares sold include Class A common stock sold in the open market to pay withholding taxes in connection with the vesting of restricted stock units.

Was the INDI COO’s stock sale made under a Rule 10b5-1 trading plan?

Yes. The filing explains that the sales on December 2, 2025 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, which includes automated open-market sales through March 31, 2027.

What are the terms of the COO’s restricted stock units at INDI?

Each restricted stock unit (RSU) represents a contingent right to receive one share of Class A common stock. The time-based RSUs reported will vest in equal quarterly installments over two years, from June 1, 2025 through March 1, 2027, covering a total of 262,500 shares, with 187,500 RSUs still outstanding after the reported transactions.

What transaction codes are used in this INDI insider filing and what do they indicate?

The Form 4 uses transaction code M for the acquisition of 37,500 shares through the vesting of restricted stock units, and code S for the two open-market sales of 17,716 and 19,784 shares of Class A common stock on December 2, 2025.