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Impinj (PI) CEO exercises RSUs as 1,197 shares withheld for taxes

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Impinj CEO Chris Diorio reported routine equity compensation activity involving restricted stock units and related tax withholding. On June 23, 2026, he converted 3,040 RSUs into common stock, and 1,197 shares were remitted to Impinj at $125.22 per share to satisfy tax obligations under Rule 16b-3(e), rather than sold on the open market.

Following these transactions, Diorio directly held 382,145 shares of Impinj common stock and indirectly held 199,362 shares through DFT L.L.C. The RSUs stem from grants of 19,580 units in March 2023 and 29,075 units in March 2024, with one-sixteenth of each grant vesting on June 23, 2026.

Positive

  • None.

Negative

  • None.
Insider DIORIO CHRIS PH.D.
Role CHIEF EXECUTIVE OFFICER
Type Security Shares Price Value
Exercise Restricted Stock Units 1,223 $0.00 --
Exercise Restricted Stock Units 1,817 $0.00 --
Exercise Common Stock 1,223 $0.00 --
Exercise Common Stock 1,817 $0.00 --
Tax Withholding Common Stock 1,197 $125.22 $150K
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 3,672 shares (Direct, null); Common Stock — 381,525 shares (Direct, null); Common Stock — 199,362 shares (Indirect, by DFT L.L.C.)
Footnotes (1)
  1. In an exempt disposition to the Issuer under Rule 16b-3(e), the Reporting Person remitted shares to the Issuer in connection with the satisfaction of tax withholding obligations arising out of the vesting of restricted stock units, or RSUs. Each RSU represents a contingent right to receive one share of Impinj common stock. On March 23, 2023, the reporting person was granted 19,580 RSUs. One-sixteenth of these vested on June 23, 2026. On March 23, 2024, the reporting person was granted 29,075 RSUs. One-sixteenth of these vested on June 23, 2026.
RSUs converted to common stock 3,040 shares RSU-to-common stock settlement on June 23, 2026
Shares remitted for taxes 1,197 shares at $125.22 Tax withholding disposition under Rule 16b-3(e)
Direct common shares after transaction 382,145 shares CEO direct ownership following June 23, 2026 activity
Indirect common shares after transaction 199,362 shares Indirectly held through DFT L.L.C.
2023 RSU grant size 19,580 RSUs Grant made on March 23, 2023; one-sixteenth vested June 23, 2026
2024 RSU grant size 29,075 RSUs Grant made on March 23, 2024; one-sixteenth vested June 23, 2026
Restricted Stock Units financial
"The vesting of restricted stock units, or RSUs."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Rule 16b-3(e) regulatory
"In an exempt disposition to the Issuer under Rule 16b-3(e)..."
tax withholding obligations financial
"in connection with the satisfaction of tax withholding obligations arising out of the vesting of restricted stock units"
contingent right financial
"Each RSU represents a contingent right to receive one share of Impinj common stock."
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
DIORIO CHRIS PH.D.
(Last)(First)(Middle)
400 FAIRVIEW AVENUE NORTH
SUITE 1200
(Street)
SEATTLE WASHINGTON 98109
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
IMPINJ INC [ PI ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
CHIEF EXECUTIVE OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/23/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/23/2026M1,223A$0381,525D
Common Stock06/23/2026M1,817A$0383,342D
Common Stock06/23/2026F(1)1,197D$125.22382,145D
Common Stock199,362Iby DFT L.L.C.
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units$0(2)06/23/2026M1,223 (3) (3)Common Stock1,223$03,672D
Restricted Stock Units$0(2)06/23/2026M1,817 (4) (4)Common Stock1,817$012,721D
Explanation of Responses:
1. In an exempt disposition to the Issuer under Rule 16b-3(e), the Reporting Person remitted shares to the Issuer in connection with the satisfaction of tax withholding obligations arising out of the vesting of restricted stock units, or RSUs.
2. Each RSU represents a contingent right to receive one share of Impinj common stock.
3. On March 23, 2023, the reporting person was granted 19,580 RSUs. One-sixteenth of these vested on June 23, 2026.
4. On March 23, 2024, the reporting person was granted 29,075 RSUs. One-sixteenth of these vested on June 23, 2026.
/s/ Yukio Morikubo, Attorney in fact for Chris Diorio06/24/2026
** Signature of Reporting PersonDate
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

FAQ

What did Impinj (PI) CEO Chris Diorio report in this Form 4?

Chris Diorio reported RSU-related equity activity, converting 3,040 restricted stock units into common shares and remitting 1,197 shares to Impinj at $125.22 per share to cover tax withholding obligations tied to RSU vesting.

Did the Impinj (PI) CEO sell shares in the open market?

No open-market sale is reported. The 1,197 shares were transferred to Impinj in an exempt disposition under Rule 16b-3(e) solely to satisfy tax withholding obligations from RSU vesting, rather than being sold to public investors.

How many Impinj (PI) shares does the CEO hold after these transactions?

After the reported transactions, Chris Diorio directly holds 382,145 shares of Impinj common stock and indirectly holds 199,362 shares through DFT L.L.C., reflecting his combined direct and indirect equity exposure disclosed in this filing.

What RSU grants underlie the Impinj (PI) CEO’s recent vesting?

The vesting relates to 19,580 RSUs granted on March 23, 2023 and 29,075 RSUs granted on March 23, 2024. For each grant, one-sixteenth of the units vested on June 23, 2026, with each RSU representing one share of common stock.

How many RSUs vested for the Impinj (PI) CEO on June 23, 2026?

On June 23, 2026, one-sixteenth of the CEO’s RSU grants vested, corresponding to 1,223 RSUs from the 2023 grant and 1,817 RSUs from the 2024 grant, which together were settled in an equivalent number of Impinj common shares.