Semtech Board Member's Complete Exit Raises Questions About Company Direction

Rhea-AI Filing Summary

Semtech Corp (SMTC) Director Rodolpho C Cardenuto reported a significant insider transaction on Form 4, executing a sale of 13,123 shares of Common Stock on June 18, 2025. The shares were sold at a weighted average price of $41.8154 per share, with individual transaction prices ranging from $41.70 to $41.975.

Following this transaction, Cardenuto's direct ownership of Semtech common stock was reduced to 0 shares, representing a complete liquidation of his direct holdings. The transaction was executed under standard conditions and was reported within the required filing deadline.

The filing was signed on June 20, 2025, by Mark Lin acting as attorney-in-fact for Cardenuto under a Power of Attorney dated October 6, 2023. This insider sale could be significant for investors as it represents a complete exit of direct holdings by a board member.

Positive

• None.

Negative

• Director Rodolpho Cardenuto sold entire stake of 13,123 shares worth approximately $548,000 at average price of $41.82, completely exiting his position

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^*

Cardenuto Rodolpho C

(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)
06/18/2025

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	06/18/2025		S		13,123	D	$41.8154(1)	0	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 $41.70 to $41.975. Price and share details are available upon request.

Remarks:

	/s/Rodolpho C Cardenuto by Mark Lin under Power of Attorney dated October 6, 2023 (Copy On File)	06/20/2025
	** 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 occurred at SMTC (Semtech) on June 18, 2025?

Director Rodolpho C. Cardenuto sold 13,123 shares of Semtech (SMTC) common stock at a weighted average price of $41.8154 per share. The sale prices ranged from $41.70 to $41.975 per share.

How many shares does Director Cardenuto own in SMTC after the June 18, 2025 transaction?

Following the reported transaction, Director Rodolpho C. Cardenuto owns 0 shares of Semtech (SMTC) common stock directly, indicating a complete liquidation of his direct holdings.

What was the total value of SMTC shares sold by Director Cardenuto?

Based on the reported weighted average price of $41.8154 per share and 13,123 shares sold, the total value of the transaction was approximately $548,645 (13,123 × $41.8154).

Who signed the Form 4 for SMTC's insider transaction?

The Form 4 was signed by Mark Lin under Power of Attorney dated October 6, 2023, on behalf of Rodolpho C. Cardenuto. The signature was dated June 20, 2025.