indie Semiconductor (INDI) CEO covers RSU taxes with share sale

Rhea-AI Filing Summary

indie Semiconductor, Inc. reported insider transactions by CEO Donald McClymont involving RSU vesting, grants, and related share sales. On March 2, 2026, he sold 90,644 shares of Class A common stock in open-market transactions at $3.5617 per share to pay withholding taxes tied to vesting restricted stock units.

On March 1, 2026, McClymont exercised restricted stock units, acquiring 162,500 shares of Class A common stock and an additional 24,335 shares through RSU conversion, and received a fully vested RSU grant of 24,335 units issued in lieu of cash salary. After these transactions, he directly held 282,393 shares of Class A common stock, 4,966,425 shares of Class V common stock, and indirectly held 68,115 Class A shares through his spouse.

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).

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^*

McClymont Donald

(Last) (First) (Middle)

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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Executive 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		162,500	A	$0	348,702	D
Class A Common Stock	03/01/2026		M		24,335	A	$0	373,037	D
Class A Common Stock	03/02/2026		S(1)		77,920	D	$3.5617	295,117	D
Class A Common Stock	03/02/2026		S(1)		12,724	D	$3.5617	282,393	D
Class V Common Stock								4,966,425	D
Class A Common Stock								68,115	I	by spouse

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	(2)	03/01/2026		M			162,500	(3)	(3)	Class A Common Stock	162,500	$0	0	D
Restricted Stock Units	(2)	03/01/2026		A		24,335		(4)	(4)	Class A Common Stock	24,335	$0	24,335	D
Restricted Stock Units	(2)	03/01/2026		M			24,335	(4)	(4)	Class A Common Stock	24,335	$0	0	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. Each restricted stock unit represents a contingent right to receive one share of Class A common stock.

3. 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.

4. Represents Restricted Stock Units ("RSUs") that were fully vested as of the grant date. These RSUs represent shares received in lieu of a percentage of cash salary as part of a voluntary equity compensation program as approved by the Board of Directors in June 2023. The number of underlying shares is equal to the amount of the forgone salary, divided by the closing trading price of INDI on the date of grant.

	/s/ Donald McClymont by Naixi Wu pursuant to power of attorney filed on June 21, 2021	03/02/2026
	** Signature of Reporting Person	Date
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FAQ

What did indie Semiconductor (INDI) CEO Donald McClymont report on this Form 4?

Donald McClymont reported a combination of RSU-related activity and share sales. He exercised restricted stock units into Class A common shares, received a fully vested RSU grant, and sold shares in open-market trades primarily to cover withholding taxes triggered by RSU vesting.

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

The CEO sold 90,644 shares of indie Semiconductor Class A common stock. These open-market sales occurred at a price of $3.5617 per share and, according to the filing footnote, were executed to pay withholding taxes associated with the vesting of restricted stock units.

What RSU activity did indie Semiconductor (INDI) disclose for its CEO?

The filing shows RSU exercises and a new RSU grant. Donald McClymont exercised 162,500 and 24,335 restricted stock units into Class A shares and also received a fully vested grant of 24,335 RSUs, issued in lieu of a portion of his cash salary under a voluntary equity program.

What are Donald McClymont’s share holdings in indie Semiconductor (INDI) after these transactions?

After the reported transactions, Donald McClymont directly held 282,393 shares of Class A common stock and 4,966,425 shares of Class V common stock. He also indirectly held 68,115 additional Class A shares through his spouse, reflecting both equity compensation and prior ownership.

Why were some indie Semiconductor (INDI) shares sold in connection with RSU vesting?

The filing states that the reported Class A share sales were made to pay withholding taxes due upon RSU vesting. Instead of paying taxes in cash, a portion of the vested RSU shares was sold, generating proceeds to satisfy the related tax obligations.