NXP Semiconductors (NASDAQ: NXPI) director exercises 1,035 RSUs and receives 841-unit equity grant

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

NXP Semiconductors N.V. director Moshe Gavrielov reported compensation-related equity transactions involving company stock and restricted stock units. On June 10, 2026, he exercised 1,035 shares of common stock from previously granted restricted stock units and, in a separate step, 426 shares were disposed of to satisfy tax obligations at a price of $297.41 per share. After these transactions, he directly held 1,808 shares of common stock.

He was also granted 841 new restricted stock units, each representing the conditional right to receive one share of common stock. These units vest 100% on the earlier of the first anniversary of the June 10, 2026 grant date and the date of the next annual general meeting of shareholders.

Insider Trade Summary

1,035 shares exercised/converted

Mixed 4 txns

Insider GAVRIELOV MOSHE

Role null

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	1,035	$0.00	--
Grant/Award	Restricted Stock Unit	841	$0.00	--
Exercise	Common Stock	1,035	$0.00	--
Tax Withholding	Common Stock	426	$297.41	$127K

Holdings After Transaction: Restricted Stock Unit — 0 shares (Direct, null); Common Stock — 2,234 shares (Direct, null)

Footnotes (1)

Each Restricted Stock Unit represents the conditional right to receive one share of common stock. The Restricted Stock Units vest 100% on the earlier of the first anniversary of the 06/11/2025 grant date and the date of the next annual general meeting of the shareholders of NXP Semiconductors N.V. Each Restricted Stock Unit represents the conditional right to receive one share of the common stock. The Restricted Stock Unit vests 100% on the earlier of the first anniversary of the 06/10/2026 grant date and the date of the next annual general meeting of the shareholders of NXP Semiconductors N.V.

Key Figures

RSUs exercised into common stock: 1,035 shares Tax-withholding disposition: 426 shares Tax-withholding price: $297.41 per share +2 more

5 metrics

RSUs exercised into common stock 1,035 shares Non-derivative acquisition on June 10, 2026

Tax-withholding disposition 426 shares Disposed at $297.41 per share for tax liability

Tax-withholding price $297.41 per share Price used for 426-share tax payment

Shares held after transactions 1,808 shares Direct common stock holdings after June 10, 2026

New RSU grant 841 units Restricted Stock Units granted June 10, 2026

Key Terms

Restricted Stock Unit, tax-withholding disposition, derivative security, annual general meeting

4 terms

Restricted Stock Unit financial

"Each Restricted Stock Unit represents the conditional right to receive one share of common stock."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

tax-withholding disposition financial

"Payment of exercise price or tax liability by delivering securities"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative security financial

"Exercise or conversion of derivative security"

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

annual general meeting financial

"the date of the next annual general meeting of the shareholders of NXP Semiconductors N.V."

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Form 4 Insider Transactions: What Each Field Means →

06/12/2026 - 06:10 AM

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^*

GAVRIELOV MOSHE

(Last)

(First)

(Middle)

C/O NXP SEMICONDUCTORS N.V.

HIGH TECH CAMPUS 60

(Street)

EINDHOVEN

5656 AG

(City)

(State)

(Zip)

NETHERLANDS

(Country)

2. Issuer Name and Ticker or Trading Symbol
NXP Semiconductors N.V. [ NXPI ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2026

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)
Common Stock	06/10/2026		M		1,035	A	$0	2,234	D
Common Stock	06/10/2026		F		426	D	$297.41	1,808	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)
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 Unit	⁽¹⁾	06/10/2026		M			1,035	⁽²⁾	⁽²⁾	Common Stock	1,035	$0	0	D
Restricted Stock Unit	⁽³⁾	06/10/2026		A		841		⁽⁴⁾	⁽⁴⁾	Common Stock	841	$0	841	D

Explanation of Responses:

1. Each Restricted Stock Unit represents the conditional right to receive one share of common stock.

2. The Restricted Stock Units vest 100% on the earlier of the first anniversary of the 06/11/2025 grant date and the date of the next annual general meeting of the shareholders of NXP Semiconductors N.V.

3. Each Restricted Stock Unit represents the conditional right to receive one share of the common stock.

4. The Restricted Stock Unit vests 100% on the earlier of the first anniversary of the 06/10/2026 grant date and the date of the next annual general meeting of the shareholders of NXP Semiconductors N.V.

Remarks:

	/s/ Moshe Gavrielov by Timothy Shelhamer under Power of Attorney	06/12/2026
	** 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

FAQ

What did NXP Semiconductors (NXPI) director Moshe Gavrielov report in this Form 4?

He reported equity compensation activity, including exercising previously granted restricted stock units into 1,035 common shares and a related tax-withholding share disposition, along with receiving a new grant of 841 restricted stock units tied to future vesting conditions.

How many NXP Semiconductors (NXPI) shares did Moshe Gavrielov acquire and dispose of?

He acquired 1,035 shares of common stock through an exercise of restricted stock units and disposed of 426 shares in a tax-withholding transaction priced at $297.41 per share, a mechanism for covering tax obligations rather than an open-market sale.

How many NXP Semiconductors (NXPI) shares does Moshe Gavrielov hold after these transactions?

Following the June 10, 2026 transactions, he directly holds 1,808 shares of NXP Semiconductors common stock. This figure reflects the net position after exercising 1,035 restricted stock units and the tax-withholding disposition of 426 shares reported in the filing.

What new restricted stock units did Moshe Gavrielov receive from NXP Semiconductors (NXPI)?

He received a grant of 841 restricted stock units, each representing the conditional right to receive one common share. These units vest 100% on the earlier of the first anniversary of the June 10, 2026 grant date or the next annual general meeting of shareholders.

How do the new NXP Semiconductors (NXPI) restricted stock units vest for Moshe Gavrielov?

The 841 restricted stock units vest 100% on the earlier of two dates: the first anniversary of the June 10, 2026 grant date, and the date of the next annual general meeting of NXP Semiconductors shareholders, after which each unit can deliver one share of common stock.