Were the indie Semiconductor (INDI) CEO’s share sales part of tax withholding?

Yes. A filing footnote explains that the 126,496 Class A shares sold were transacted in the open market specifically to pay withholding taxes associated with the vesting of restricted stock units. This characterizes the sale as a tax-related event rather than a strategic reduction in holdings.

indie Semiconductor (INDI) CEO exercises RSUs and sells shares for taxes

Filing Impact

(Very High)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

indie Semiconductor, Inc. Chief Executive Officer Donald McClymont exercised restricted stock units and sold shares primarily to cover tax obligations. On July 1, 2026, he exercised 243,750 restricted stock units at $0.00 per share, receiving the same number of Class A common shares.

On July 2, 2026, he sold 126,496 Class A shares at an average price of $4.4513 per share, with a footnote stating the sale was to pay withholding taxes tied to the RSU vesting. After these transactions, he directly held 424,617 Class A shares, his spouse indirectly held 68,115 Class A shares, and he also held 4,866,425 shares of Class V common stock. The filing notes that the time-based restricted stock units vest in two equal installments on July 1, 2026 and July 1, 2027.

Insights

Routine RSU vesting with tax-related share sale, not a discretionary exit.

The filing shows CEO Donald McClymont exercising 243,750 restricted stock units into Class A common stock at $0.00 per share, then selling 126,496 shares at $4.4513 on July 2, 2026.

A footnote explains the sale was to pay withholding taxes from RSU vesting, indicating a mechanistic tax event rather than a strategic reduction in exposure. After these moves, he still holds 424,617 Class A shares directly, plus indirect and Class V holdings, so his overall equity position remains substantial.

The RSUs are time-based, vesting in two equal tranches on July 1, 2026 and July 1, 2027, which provides ongoing equity-based incentives. Overall, this pattern appears as standard executive compensation and tax management, with limited signal regarding his view of the stock’s prospects.

Insider Trade Summary

Net Seller: 126,496 shares ($563,072)

Net Sell 5 txns

Insider McClymont Donald

Role Chief Executive Officer

Sold 126,496 shs ($563K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock	126,496	$4.4513	$563K
Exercise	Restricted Stock Units	243,750	$0.00	--
Exercise	Class A Common Stock	243,750	$0.00	--
holding	Class V Common Stock	--	--	--
holding	Class A Common Stock	--	--	--

Holdings After Transaction: Class A Common Stock — 424,617 shares (Direct, null); Restricted Stock Units — 243,750 shares (Direct, null); Class V Common Stock — 4,866,425 shares (Direct, null); Class A Common Stock — 68,115 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. Each restricted stock unit represents a contingent right to receive one share of Class A common stock. 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 July 1, 2026 and 2027.

Key Figures

Shares sold for taxes: 126,496 shares Sale price: $4.4513 per share RSUs exercised: 243,750 units +3 more

6 metrics

Shares sold for taxes 126,496 shares Class A common stock sold on July 2, 2026

Sale price $4.4513 per share Average price for 126,496 Class A shares

RSUs exercised 243,750 units Restricted stock units converted on July 1, 2026

Direct Class A holdings 424,617 shares Direct ownership after transactions

Spouse Class A holdings 68,115 shares Indirect ownership by spouse after transactions

Class V holdings 4,866,425 shares Direct Class V common stock holdings after transactions

Key Terms

Restricted Stock Units, withholding taxes, time-based restricted stock units, contingent right

4 terms

Restricted Stock Units financial

"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."

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.

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.

time-based restricted stock units financial

"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 July 1, 2026 and 2027."

Time-based restricted stock units are a form of employee compensation where individuals are granted company shares that are earned over a set period, often as a reward for staying with the company. These shares typically become fully owned and transferable only after passing specific time milestones, encouraging long-term commitment. For investors, they highlight a company's focus on employee retention and can influence future stock supply and company stability.

contingent right financial

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

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/06/2026 - 05:53 PM Accepted by SEC EDGAR 07/06/2026 - 05:53 PM

FAQ

What insider transactions did indie Semiconductor (INDI) report for its CEO?

The CEO of indie Semiconductor reported exercising 243,750 restricted stock units into Class A shares at $0.00 per share, then selling 126,496 Class A shares at $4.4513 per share, primarily to cover withholding taxes related to the RSU vesting.

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

The CEO sold 126,496 shares of indie Semiconductor Class A common stock at an average price of $4.4513 per share. A footnote states the sale was conducted to pay withholding taxes arising from the vesting of restricted stock units, not as a discretionary portfolio move.

How many indie Semiconductor (INDI) restricted stock units did the CEO exercise?

The CEO exercised 243,750 restricted stock units, each convertible into one share of Class A common stock at an exercise price of $0.00. This transaction increased his direct Class A holdings before a portion was sold to satisfy tax withholding obligations tied to the vesting.

What are the CEO’s indie Semiconductor (INDI) shareholdings after these transactions?

Following the reported transactions, the CEO directly holds 424,617 shares of Class A common stock. In addition, his spouse indirectly holds 68,115 Class A shares, and he holds 4,866,425 shares of Class V common stock, reflecting a large continuing ownership position in the company.

How do the indie Semiconductor (INDI) restricted stock units vest for the CEO?

The time-based restricted stock units vest in two equal installments, with 50% vesting on July 1, 2026 and the remaining 50% on July 1, 2027. Each restricted stock unit represents a contingent right to receive one share of indie Semiconductor Class A common stock upon vesting.

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

CALIFORNIA

92656

(City)

(State)

(Zip)

UNITED STATES

(Country)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Class A Common Stock	07/01/2026		M		243,750	A	$0	551,113	D
Class A Common Stock	07/02/2026		S⁽¹⁾		126,496	D	$4.4513	424,617	D
Class V Common Stock								4,866,425	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	07/01/2026		M			243,750	⁽³⁾	⁽³⁾	Class A Common Stock	487,500	$0	243,750	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.

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 July 1, 2026 and 2027.

	/s/ Donald McClymont by Naixi Wu pursuant to power of attorney filed on June 21, 2021	07/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR