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NXP Semiconductors N.V. filed a current report to note that it has released its financial results for the fourth quarter and full year 2025. The company issued a press release on February 2, 2026, which is included as Exhibit 99.1 to this report.
The filing is primarily administrative, pointing investors to the separate press release for detailed financial and operating results, and clarifies that the furnished information is not deemed filed for liability purposes under the Exchange Act.
JPMorgan Chase & Co. filed an amended Schedule 13G reporting beneficial ownership of 20,347,898 NXP Semiconductors N.V. common shares, representing 8.0% of the class as of 12/31/2025. The firm reports sole voting power over 17,989,201 shares and shared voting power over 228,927 shares.
JPMorgan also reports sole dispositive power over 20,205,448 shares and shared dispositive power over 141,712 shares. The shares are certified as acquired and held in the ordinary course of business, and not for the purpose of changing or influencing control of NXP Semiconductors.
NXP Semiconductors N.V. executive Andrew Micallef, the company’s EVP and Chief Operations Officer, reported a routine insider transaction. On 12/15/2025, he sold 1,000 shares of NXP common stock at a price of $230.78 per share. After this sale, he directly beneficially owned 10,942 shares of NXP common stock.
The filing notes that this sale occurred automatically under a pre-arranged Rule 10b5-1 trading plan that Micallef adopted on August 7, 2024. Such plans are designed to allow insiders to sell shares on a scheduled basis, helping separate personal stock transactions from day-to-day corporate developments.
NXP Semiconductors N.V. director and chair Julie Southern reported an open-market purchase of common stock. On 12/03/2025, she acquired 225 shares of NXP Semiconductors common stock at a price of $225.48 per share. Following this transaction, she beneficially owned 11,937 shares of the company’s common stock in direct ownership.
NXP Semiconductors N.V. reported that its Board approved an interim cash dividend of $1.014 per ordinary share for the fourth quarter of 2025. The dividend will be paid on January 7, 2026 to shareholders who are on record as of December 10, 2025. The company also issued a press release titled “NXP Semiconductors Announces Quarterly Dividend” providing additional details.
NXP Semiconductors N.V. (NXPI) reported an insider transaction by its EVP & CFO. On 11/13/2025, the officer sold 7,299 shares of common stock at a weighted average price of $201.93. The filing notes the shares were sold in multiple trades between $201.92 and $202.06.
Following the sale, the reporting person beneficially owns 1,519.8396 shares directly and 365 shares indirectly via a custodial account for a child.
NXP Semiconductors N.V. (NXPI) reported insider activity by its EVP, Chief Operations Officer, reflecting equity award vesting and related tax withholding. On 11/07/2025, 1,453 shares of common stock were acquired at $0 upon RSU conversion (Code M), followed by the withholding of 627 shares at $206.45 for taxes (Code F). After these, the insider held 9,447 shares directly.
On 11/10/2025, 5,071 shares were acquired at $0 from a performance stock unit vesting (Code A) tied to a three-year performance period, and 2,576 shares were withheld at $204.56 for taxes (Code F). Following these transactions, the insider directly owned 11,942 shares. A related RSU line shows 1,454 derivative units remaining beneficially owned after the 11/07/2025 conversion.
NXP Semiconductors (NXPI) Chief Sales Officer Andrew Hardy reported equity award activity on Form 4. On 11/07/2025, 807 shares were acquired at $0 upon RSU conversion (code M), with 410 shares withheld to cover taxes at $206.45 (code F). On 11/10/2025, 1,071 shares vested at $0 from a performance stock unit award (code A), and 544 shares were withheld at $204.56 (code F). He directly held 3,789 shares after the last transaction, and 809 RSUs remained outstanding. The RSUs vest in three equal annual installments on the anniversary of the 11/07/2023 grant date.
NXP Semiconductors (NXPI) reported insider transactions by its CEO & President. On 11/07/2025, 1,614 shares were acquired (code M) and 765 shares were disposed (code F) at $206.45. On 11/10/2025, 5,532 shares were acquired at $0 (footnote 1 describes performance stock unit vesting) and 2,810 shares were disposed (code F) at $204.56. Following these transactions, direct beneficial ownership stood at 10,551 shares.
Table II shows activity in restricted stock units corresponding to 1,614 underlying shares, with 1,616 derivative securities held directly afterward.
NXP Semiconductors (NXPI) reported insider activity by its EVP & CFO via Form 4. On 11/07/2025, 1,614 shares were acquired at $0 from the settlement of equity awards (code M), followed by a disposition of 636 shares at $206.45 (code F). On 11/10/2025, 6,339 shares were acquired at $0 tied to a performance award (code A, see note 1), and 2,495 shares were disposed at $204.56 (code F). After these transactions, the officer beneficially owned 8,818.8396 shares, held directly.
Notes indicate the 6,339-share acquisition reflects the vesting of a Performance Stock Unit award for the 11/01/2022–10/31/2025 period based on relative total shareholder return. Restricted Stock Units convert one-for-one into common stock and vest in three equal annual installments from the 11/07/2023 grant date.