NXPI insider grant: 4,649 RSUs vest over 3 annual installments

Rhea-AI Filing Summary

NXP Semiconductors (NXPI) executive Andrew Micallef, EVP and Chief Operations Officer, reported an equity award on Form 4. On 10/28/2025, he received 4,649 Restricted Stock Units (RSUs), each representing the right to receive one share of common stock.

The RSUs vest in three equal annual installments on the anniversary of the grant date. Following this grant, he beneficially owns 4,649 derivative securities with direct ownership and a stated price of $0 for the RSUs.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Micallef Andrew

Role EVP, Chief Operations Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Unit	4,649	$0.00	--

Holdings After Transaction: Restricted Stock Unit — 4,649 shares (Direct)

Footnotes (1)

1. Each Restricted Stock Unit represents the conditional right to receive one share of the common stock. The Restricted Stock Units vest in three equal annual installments on the anniversary of the 10/28/2025 grant date (subject to the terms of the reporting persons award agreement).

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Form 4 Insider Transactions: What Each Field Means →

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 P7 5656AG

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
10/28/2025

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

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

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

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

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)	10/28/2025		A			4,649	(2)	(2)	Common Stock	4,649	$0	4,649	D

Explanation of Responses:

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

2. The Restricted Stock Units vest in three equal annual installments on the anniversary of the 10/28/2025 grant date (subject to the terms of the reporting persons award agreement).

Remarks:

	/s/ Andrew Micallef by Timothy Shelhamer under Power of Attorney	10/30/2025
	** 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.

FAQ

What did NXPI’s Form 4 report for Andrew Micallef?

It reported a grant of 4,649 RSUs on 10/28/2025 to the EVP and Chief Operations Officer.

How many RSUs were granted and when?

Andrew Micallef received 4,649 RSUs on 10/28/2025.

What is the vesting schedule for these RSUs at NXPI?

They vest in three equal annual installments on the anniversary of the grant date.

What does each RSU represent for NXPI?

Each RSU represents the right to receive one share of NXP Semiconductors common stock.

What is the ownership form after the transaction?

The filing shows direct ownership of 4,649 derivative securities following the grant.

Was there a price listed for the RSUs?

Yes. The RSUs are shown with a price of $0.