NXP Semiconductors Andrew Micallef exercises awards

The restricted stock units vest in three equal annual installments on grant anniversaries, subject to the award agreements.

Available on EDGAR 11/09/2026 - 04:11 PM EST Accepted by SEC EDGAR 11/09/2026 - 04:10 PM EST

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Form Type

Rhea-AI Filing Summary

NXP Semiconductors N.V. EVP, Chief Operations Officer Andrew Micallef reported exercises of 1,454 restricted stock units on November 7, 2026, and 1,335 restricted stock units on November 5, 2026; corresponding common shares were acquired. On those dates, 673 and 479 common shares, respectively, were delivered or withheld for payment of exercise price or tax liability.

Insider Trade Summary

2,789 shares exercised/converted

Exercise 6 txns

Insider Micallef Andrew

Role EVP, Chief Operations Officer

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit ^{F1, F3}	1,454	$0.00	$0.00
Exercise	Common Stock	1,454	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	673	$248.29	$167K
Exercise	Restricted Stock Unit ^{F1, F2}	1,335	$0.00	$0.00
Exercise	Common Stock	1,335	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	479	$265.01	$127K

Holdings After Transaction: Restricted Stock Unit — 1,337 units (Direct); Common Stock — 10,572 shares (Direct)

Holdings Before and After: Restricted Stock Unit, 4,126 to 1,337 units (Direct); Common Stock, 8,935 to 10,572 shares (Direct)

Footnotes (3)

F1. Each Restricted Stock Unit represents the conditional right to receive one share of common stock.
F2. The Restricted Stock Unit vests in three equal annual installments on the anniversary of the 11/5/2024 grant date (subject to the terms of the reporting person's award agreement).
F3. The Restricted Stock Unit vests in three equal annual installments on the anniversary of the 11/7/2023 grant date (subject to the terms of the reporting person's award agreement).

Key Figures

Restricted stock units exercised: 1,454 units Restricted stock units exercised: 1,335 units Common shares delivered or withheld: 673 shares +1 more

4 metrics

Restricted stock units exercised 1,454 units November 7, 2026

Restricted stock units exercised 1,335 units November 5, 2026

Common shares delivered or withheld 673 shares Payment of exercise price or tax liability on November 7, 2026

Common shares delivered or withheld 479 shares Payment of exercise price or tax liability on November 5, 2026

Key Terms

Restricted Stock Unit, three equal annual installments, award agreement

3 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.

three equal annual installments financial

"vests in three equal annual installments on the anniversary"

award agreement financial

"subject to the terms of the reporting person's award agreement"

An award agreement is a legal contract that spells out the terms of a pay or equity grant—such as stock options, restricted shares, or cash bonuses—given to an employee, director or consultant. It describes what is being granted, any conditions for keeping it (for example, earning it over time or meeting performance targets), and what happens if the person leaves or breaks rules. Investors care because these agreements affect company costs, potential share dilution and how executives are motivated and rewarded.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many NXPI restricted stock units did Andrew Micallef exercise?

Andrew Micallef, EVP, Chief Operations Officer at NXP Semiconductors N.V., reported exercising 1,454 restricted stock units on November 7, 2026, and 1,335 on November 5, 2026. On those dates, 673 and 479 common shares, respectively, were delivered or withheld for payment of exercise price or tax liability.

How do Andrew Micallef's NXPI restricted stock units vest?

The restricted stock units reported for November 5, 2026 vest in three equal annual installments on anniversaries of the November 5, 2024 grant date. Those reported for November 7, 2026 vest in three equal annual installments on anniversaries of the November 7, 2023 grant date, subject to the terms of the award agreements.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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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^*

Micallef Andrew

(Last)

(First)

(Middle)

C/O NXP SEMICONDUCTORS N.V.

HIGH TECH CAMPUS 60

(Street)

EINDHOVEN

5656AG

(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)

	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)
11/05/2026

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	11/05/2026		M		1,335	A	$0	10,270	D
Common Stock	11/05/2026		F		479	D	$265.01	9,791	D
Common Stock	11/07/2026		M		1,454	A	$0	11,245	D
Common Stock	11/07/2026		F		673	D	$248.29	10,572	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⁾	11/05/2026		M			1,335	⁽²⁾	11/05/2027	Common Stock	1,335	$0	1,337	D
Restricted Stock Unit	⁽¹⁾	11/07/2026		M			1,454	⁽³⁾	11/07/2026	Common Stock	1,454	$0	0	D

Explanation of Responses:

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

2. The Restricted Stock Unit vests in three equal annual installments on the anniversary of the 11/5/2024 grant date (subject to the terms of the reporting person's award agreement).

3. The Restricted Stock Unit vests in three equal annual installments on the anniversary of the 11/7/2023 grant date (subject to the terms of the reporting person's award agreement).

Remarks:

	/s/ Andrew Micallef by Timothy Shelhamer under Power of Attorney	11/09/2026
	** 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