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[Form 4] Semtech Corp Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Negative)
Form Type
4
Rhea-AI Filing Summary

Gregory M. Fischer, a director of Semtech Corp (SMTC), reported sales of a total of 1,500 shares of Semtech common stock on 08/29/2025 under a Rule 10b5-1 trading plan adopted May 30, 2025. The report lists three sale transactions: 1,268 shares at a weighted average price of $58.2508, 219 shares at $59.4205, and 13 shares at $59.8719. Following these dispositions, Mr. Fischer beneficially owns 3,891 shares of Semtech common stock. The Form 4 was signed on behalf of Mr. Fischer by Mark Lin under a power of attorney and filed on 09/02/2025. The filing explicitly notes the price ranges for each tranche and that detailed price and share breakdowns are available upon request.

Positive
  • Transactions executed under a Rule 10b5-1 plan, providing an affirmative defense and procedural clarity
  • Detailed weighted-average prices and price ranges disclosed, enhancing transparency about execution
Negative
  • None.

Insights

TL;DR: Director sold 1,500 shares via a pre-established 10b5-1 plan; post-sale ownership 3,891 shares—routine insider liquidity.

The filing documents three discrete sale transactions executed on 08/29/2025 pursuant to a Rule 10b5-1 plan adopted May 30, 2025. The weighted average prices for the tranches are provided and price ranges are disclosed, supporting transparency about execution. The transaction is reported on a Form 4 with a power-of-attorney signature. From a financial reporting perspective, this is a standard disclosure of insider sales and does not include additional information on motivations or company operational impact.

TL;DR: Insider sales were executed under a documented 10b5-1 plan, consistent with governance best practices for scheduled trades.

The disclosure clarifies that the trades were made pursuant to an established 10b5-1 plan, which helps provide an affirmative defense under Rule 10b5-1(c). The Form 4 identifies the reporting person as a director and records post-transaction beneficial ownership. The presence of a power-of-attorney signature and explicit price ranges increases procedural transparency. The filing does not indicate any change in role or other governance actions.

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).
X
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*
Fischer Gregory Michael

(Last) (First) (Middle)
200 FLYNN RD.

(Street)
CAMARILLO CA 93012

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SEMTECH CORP [ SMTC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025
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
Common Stock 08/29/2025 S 1,268 D $58.2508(1) 4,123 D
Common Stock 08/29/2025 S 219 D $59.4205(2) 3,904 D
Common Stock 08/29/2025 S 13 D $59.8719(3) 3,891 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
Explanation of Responses:
1. The price represents the weighted average of these sales. The prices ranged from $57.73 to $58.68. Price and share details are available upon request.
2. The price represents the weighted average of these sales. The prices ranged from $58.75 to $59.66. Price and share details are available upon request.
3. The price represents the weighted average of these sales. The prices ranged from $59.815 to $60.00. Price and share details are available upon request.
Remarks:
These transactions are pursuant to a Rule 10b5-1 trading plan adopted by Mr. Fischer on May 30, 2025.
/s/Gregory M. Fischer by Mark Lin under Power of Attorney dated October 6, 2023 (Copy On File) 09/02/2025
** 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.
Semtech

NASDAQ:SMTC

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SMTC Stock Data

5.43B
86.17M
0.7%
121.27%
9.44%
Semiconductors
Semiconductors & Related Devices
Link
United States
CAMARILLO