PI Insider Filing: CEO Receives 15,015 Restricted Stock Units

Rhea-AI Filing Summary

Impinj, Inc. director and Chief Executive Officer received a grant of 15,015 restricted stock units (RSUs), each representing a contingent right to one share of common stock. The award vests over time: one-quarter of the shares vest after one year, with the remaining shares vesting in equal quarterly installments of one-sixteenth each thereafter, subject to continued service. The reported transaction shows the RSUs were granted at a $0 exercise price and are held directly by the reporting person. The grant appears to be standard equity compensation tied to ongoing service and future vesting.

Positive

• Time‑based vesting aligns CEO incentives by requiring continued service before shares vest
• RSUs deliver shares upon vesting, avoiding upward exercise price risks associated with stock options

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: CEO received a time‑based RSU grant of 15,015 shares with multi-year vesting, aligning pay with continued service.

The grant of 15,015 RSUs to the CEO is a common governance practice to align executive incentives with shareholder outcomes by tying value realization to continued service and share price performance. The vesting schedule—25% after one year and then quarterly vesting thereafter—promotes retention. The grant price noted as $0 reflects the nature of RSUs (not options) and that shares are delivered upon vesting rather than exercised.

Compensation Analyst

TL;DR: This is a routine, time‑vested RSU award; the absolute size (15,015 RSUs) should be evaluated against total outstanding shares for materiality.

The RSU award structure—contingent receipt of common stock with defined vesting—follows standard executive compensation design. Key facts: 15,015 RSUs, one‑quarter vesting after one year, then 1/16th quarterly. The filing does not disclose grant date fair value, total outstanding shares, or whether any performance conditions apply, limiting assessment of dilution or pay‑for‑performance alignment.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider DIORIO CHRIS PH.D.

Role CHIEF EXECUTIVE OFFICER

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Units	15,015	$0.00	--

Holdings After Transaction: Restricted Stock Units — 15,015 shares (Direct)

Footnotes (1)

1. Each RSU represents a contingent right to receive one share of Impinj common stock. One-fourth of the shares subject to the grant shall vest on August 20, 2026, and 1/16th of the shares subject to the grant shall vest each quarter thereafter, subject to the reporting person's continued service to the Issuer through such date.

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^*

DIORIO CHRIS PH.D.

(Last) (First) (Middle)

400 FAIRVIEW AVENUE NORTH

SUITE 1200

(Street)

SEATTLE WA 98109

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
IMPINJ INC [ PI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
08/20/2025

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 Units	$0(1)	08/20/2025		A			15,015	(2)	(2)	Common Stock	15,015	$0	15,015	D

Explanation of Responses:

1. Each RSU represents a contingent right to receive one share of Impinj common stock.

2. One-fourth of the shares subject to the grant shall vest on August 20, 2026, and 1/16th of the shares subject to the grant shall vest each quarter thereafter, subject to the reporting person's continued service to the Issuer through such date.

	/s/ Yukio Morikubo, Attorney in fact for Chris Diorio	08/21/2025
	** 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 insider transaction was reported for Impinj (PI)?

The CEO and director was granted 15,015 restricted stock units (RSUs) representing a right to receive common stock upon vesting.

What is the vesting schedule for the RSUs reported by PI's CEO?

25% of the RSUs vest after one year, with the remainder vesting in 1/16th increments each quarter thereafter, subject to continued service.

Are the awarded RSUs exercisable immediately for PI shares?

No. These are restricted stock units that convert to shares upon vesting; they are not immediately exercisable.

How many shares will the reporting person own after this transaction for PI?

Following the reported transaction, the reporting person beneficially owns 15,015 shares represented by the RSUs.

Was any price paid for the RSU grant to Impinj's CEO?

The RSUs were reported with a $0 price, reflecting that RSUs grant a right to shares rather than requiring an exercise payment.