NXP Semiconductors (NXPI) COO sells 1,000 shares in planned trade

Rhea-AI Filing Summary

NXP Semiconductors N.V. executive Andrew Micallef, EVP and Chief Operations Officer, sold 1,000 shares of common stock in an open‑market transaction. The shares were sold at an average price of $194.58 each. Following this sale, he directly holds 9,942 NXP shares.

The transaction was executed automatically under a pre‑arranged Rule 10b5‑1 trading plan that Micallef adopted on 08/01/2025, indicating the sale was scheduled in advance rather than timed discretionarily.

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).

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^*

Micallef Andrew

(Last) (First) (Middle)

C/O NXP SEMICONDUCTORS N.V.

HIGH TECH CAMPUS 60

(Street)

EINDHOVEN 5656AG

(City) (State) (Zip)

UNITED STATES

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Operations Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/16/2026		S		1,000	D	$194.58	9,942	D(1)

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

Explanation of Responses:

1. The reported sale of 1,000 shares occurred automatically pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on 08/01/2025.

Remarks:

	/s/ Andrew Micallef by Timothy Shelhamer under Power of Attorney	03/18/2026
	** 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)

FAQ

What insider transaction did NXP Semiconductors (NXPI) report for Andrew Micallef?

NXP Semiconductors reported that EVP and Chief Operations Officer Andrew Micallef sold 1,000 shares of common stock. The open-market sale occurred at an average price of $194.58 per share and was executed under a pre-arranged Rule 10b5-1 trading plan adopted on 08/01/2025.

At what price did NXP Semiconductors (NXPI) COO sell his shares?

Andrew Micallef sold his 1,000 NXP Semiconductors shares at an average price of $194.58 per share. This was an open-market transaction, reported on Form 4, and carried out automatically under a Rule 10b5-1 trading plan that he had previously established.

How many NXP Semiconductors (NXPI) shares does Andrew Micallef hold after the sale?

After selling 1,000 shares, Andrew Micallef directly holds 9,942 shares of NXP Semiconductors common stock. This remaining position is disclosed in the Form 4 as his total direct ownership following the reported open-market transaction executed under a Rule 10b5-1 trading plan.

Was the NXP Semiconductors (NXPI) insider sale under a Rule 10b5-1 plan?

Yes. The 1,000-share sale by NXP executive Andrew Micallef was executed automatically under a Rule 10b5-1 trading plan. The footnote specifies that this plan was adopted by the reporting person on 08/01/2025, indicating the trade was pre-scheduled rather than opportunistic.

What role does Andrew Micallef hold at NXP Semiconductors (NXPI)?

Andrew Micallef serves as Executive Vice President and Chief Operations Officer at NXP Semiconductors. His position is identified in the Form 4, which reports his recent open-market sale of 1,000 common shares and his resulting ownership of 9,942 shares after the transaction.

Is the recent NXP Semiconductors (NXPI) insider sale a buy or sell transaction?

The reported insider transaction is a sell. Andrew Micallef disposed of 1,000 NXP Semiconductors common shares in an open-market sale at $194.58 per share, executed automatically pursuant to a Rule 10b5-1 trading plan adopted on 08/01/2025 according to the filing footnote.