Semtech CEO exercises 6,483 RSUs, settles tax

Semtech Corp President and CEO Hong Q. Hou exercised 6,483 restricted stock units into common shares and had shares withheld to cover taxes.

Rhea-AI Filing Summary

Semtech Corp President and CEO Hong Q. Hou exercised 6,483 restricted stock units into common shares and had shares withheld to cover taxes. Each unit converts into one share of common stock, and part of this grant vests over time through quarterly installments.

Following the exercise and related tax-withholding disposition, Hou directly holds 74,161 shares of Semtech common stock. The filing reflects a compensation-related equity vesting and associated tax settlement rather than an open-market stock sale.

Insider Trade Summary

6,483 shares exercised/converted

Exercise 3 txns

Insider HOU HONG Q

Role President and CEO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	6,483	$0.00	$0.00
Exercise	Common Stock	6,483	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	3,299	$76.89	$254K

Holdings After Transaction: Restricted Stock Unit — 32,417 contracts (Direct); Common Stock — 74,161 shares (Direct)

Footnotes (2)

1. F1. Each stock unit represents the contingent right to receive one share of Semtech common stock.
2. F2. One third of this grant vested on July 1, 2025 and the remainder of this grant vests in eight quarterly installments beginning on October 1, 2025.

Key Figures

RSUs exercised: 6,483 units Shares withheld for tax: 3,299 shares Tax-withholding price: $76.89 per share +3 more

6 metrics

RSUs exercised 6,483 units Restricted Stock Units converted to common stock on April 1, 2026

Shares withheld for tax 3,299 shares Tax-withholding disposition at $76.89 per share

Tax-withholding price $76.89 per share Price used for payment of tax liability via delivered shares

Shares after RSU exercise 77,460 shares Direct holdings immediately after RSU exercise, before tax withholding

Shares held after all transactions 74,161 shares CEO’s direct Semtech common stock holdings following the Form 4 transactions

Exercise transactions 1 transaction, 6,483 shares Derivative exercise/conversion events in transaction summary

Key Terms

Restricted Stock Unit, derivative exercise/conversion, tax-withholding disposition, derivative security, +1 more

5 terms

Restricted Stock Unit financial

"security_title: "Restricted Stock Unit" for the derivative transaction"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

derivative exercise/conversion financial

"transaction_action: "derivative exercise/conversion" describing RSU conversion"

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition" for code F transaction"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

derivative security financial

"transaction_code_description: "Exercise or conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

contingent right financial

"footnote: "represents the contingent right to receive one share""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Semtech (SMTC) CEO Hong Q. Hou report?

Hong Q. Hou reported exercising 6,483 restricted stock units into Semtech common shares. The transaction reflects equity compensation vesting, with the RSUs converting one-for-one into common stock as part of a previously granted award.

How many Semtech (SMTC) shares does CEO Hong Q. Hou hold after this Form 4?

After the reported transactions, Hong Q. Hou directly holds 74,161 shares of Semtech common stock. This figure reflects the RSU conversion and shares withheld for taxes, giving investors a snapshot of his updated direct ownership stake.

Were any Semtech (SMTC) shares sold on the open market in this filing?

The filing shows shares disposed of only for tax-withholding purposes at $76.89 per share, not an open-market sale. Shares were delivered to cover tax obligations tied to the RSU vesting, a common administrative mechanism in equity compensation.

What does the 6,483 RSU exercise mean for Semtech (SMTC) shareholders?

The 6,483 RSU exercise represents equity compensation vesting for Semtech’s CEO, converting stock units into common shares. It is a routine compensation event, with part of the grant vesting in scheduled installments and not a discretionary market purchase or sale.

How many Semtech (SMTC) shares were used for tax withholding in this Form 4?

A total of 3,299 Semtech common shares were withheld at $76.89 per share to satisfy tax obligations. This tax-withholding disposition is recorded with transaction code F and does not represent an open-market transaction by the CEO.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/02/2026 - 04:20 PM EDT Learn about SEC filing dates

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^*

HOU HONG Q

(Last) (First) (Middle)

200 FLYNN RD.

(Street)

CAMARILLO CALIFORNIA 93012-8790

(City) (State) (Zip)

UNITED STATES

(Country)

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
X	Officer (give title below)		Other (specify below)
	President and CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/01/2026		M		6,483	A	$0	77,460	D
Common Stock	04/01/2026		F		3,299	D	$76.89	74,161	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
Restricted Stock Unit	(1)	04/01/2026		M			6,483	(2)	(2)	Common Stock	6,483	$0	32,417	D

Explanation of Responses:

1. Each stock unit represents the contingent right to receive one share of Semtech common stock.

2. One third of this grant vested on July 1, 2025 and the remainder of this grant vests in eight quarterly installments beginning on October 1, 2025.

Remarks:

	/s/Hong Q. Hou by Mark Lin under Power of Attorney dated October 16, 2025 (Copy On File)	04/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)