NXP director exercises RSUs, reports tax withholding

NXP Semiconductors N.V. director Anthony R. Foxx reported equity compensation and related share movements.

Rhea-AI Filing Summary

NXP Semiconductors N.V. director Anthony R. Foxx reported equity compensation and related share movements. On June 10, 2026, he exercised 1,035 Restricted Stock Units into an equal number of common shares and had 513 common shares withheld to cover tax obligations.

Following these transactions, he directly held 3,530 shares of common stock. He also received a new grant of 841 Restricted Stock Units, each representing the right to receive one share of common stock, vesting 100% on the earlier of the first anniversary of the June 10, 2026 grant date and the next annual general meeting of shareholders.

Insider Trade Summary

1,035 shares exercised/converted

Exercise 4 txns

Insider Foxx Anthony R

Role Director

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	1,035	$0.00	$0.00
Grant/Award	Restricted Stock Unit	841	$0.00	$0.00
Exercise	Common Stock	1,035	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	513	$297.41	$153K

Holdings After Transaction: Restricted Stock Unit — 841 contracts (Direct); Common Stock — 3,530 shares (Direct)

Footnotes (4)

1. F1. Each Restricted Stock Unit represents the conditional right to receive one share of common stock.
2. F2. 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. F3. Each Restricted Stock Unit represents the conditional right to receive one share of the common stock.
4. F4. The RSU 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

Tax-withheld shares: 513 shares Withholding price: $297.41 per share RSUs exercised: 1,035 units/shares +2 more

5 metrics

Tax-withheld shares 513 shares Common stock withheld for tax obligations at $297.41 per share on June 10, 2026

Withholding price $297.41 per share Price used for 513-share tax-withholding disposition

RSUs exercised 1,035 units/shares Restricted Stock Units converted into common stock on June 10, 2026

Shares held after 3,530 shares Direct common stock holdings following reported transactions

New RSU grant 841 units Restricted Stock Units granted on June 10, 2026, each for one common share

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."

FAQ

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

What insider transactions did Anthony R. Foxx report at NXP Semiconductors (NXPI)?

Anthony R. Foxx reported equity compensation-related transactions, including exercising 1,035 Restricted Stock Units into common shares and a tax-withholding disposition of 513 shares. He also received a new grant of 841 Restricted Stock Units, all dated June 10, 2026.

How many NXP Semiconductors (NXPI) shares does Anthony R. Foxx hold after these transactions?

After the reported Form 4 transactions, Anthony R. Foxx directly holds 3,530 shares of NXP Semiconductors common stock. This figure reflects the net result of the RSU exercises and the 513-share tax-withholding disposition reported on June 10, 2026.

What was the purpose of the 513-share disposition by Anthony R. Foxx at NXPI?

The 513-share disposition was a tax-withholding event, not an open-market sale. Shares were withheld to satisfy tax obligations related to equity awards, at a reported price of $297.41 per share, and are classified as a payment of tax liability.

What RSU grant did Anthony R. Foxx receive from NXP Semiconductors (NXPI)?

Anthony R. Foxx received a grant of 841 Restricted Stock Units, each representing the conditional right to receive one common share. These RSUs vest 100% on the earlier of the first anniversary of the June 10, 2026 grant date and the next annual general meeting.

How many Restricted Stock Units did Anthony R. Foxx at NXPI exercise into common stock?

He exercised 1,035 Restricted Stock Units into 1,035 shares of NXP Semiconductors common stock. This exercise is classified as a derivative security conversion and is separate from the 513-share tax-withholding disposition reported on the same date.

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

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Accepted by SEC EDGAR 06/12/2026 - 06:11 AM Learn about SEC filing dates

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^*

Foxx Anthony R

(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)

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/10/2026		M		1,035	A	$0	4,043	D
Common Stock	06/10/2026		F		513	D	$297.41	3,530	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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
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 RSU 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/ Anthony R. Foxx 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)