CIRRUS LOGIC, INC. — Director's Dealing 2011

Feb 2, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CIRRUS LOGIC INC (CRUS)
CIK: 0000772406
Period of Report: 2011-01-31

Reporting Person: SHERMAN WILLIAM D (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-01-31	Common Stock	M	25000	$16.64	Acquired	25405	Direct
2011-01-31	Common Stock	S	25000	$20.949	Disposed	405	Direct
2011-02-02	Common Stock	M	25000	$5.49	Acquired	25405	Direct
2011-02-02	Common Stock	S	25000	$22.2243	Disposed	405	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-02-02	Non-Qualified Stock Option (right to buy)	$5.49	M	25000	Disposed	2019-07-24	Common Stock (25000)	Direct
2011-01-31	Non-Qualified Stock Option (right to buy)	$16.64	M	25000	Disposed	2011-07-25	Common Stock (25000)	Direct

Footnotes

F1: The sales price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $20.9300 to $21.0100. The reporting person will provide full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to any security holder of Cirrus Logic, Inc. or the staff of the Securities and Exchange Commission, upon request.

F2: The sales price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.19 to $22.305. The reporting person will provide full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote to any security holder of Cirrus Logic, Inc. or to the staff of the Securities and Exchange Commission, upon request.

F3: All options were fully vested and exercisable on 07/24/2009, the date of grant.

F4: This non-qualified stock option grant was granted to the reporting person on 07/25/2001 and vested over a 4-year schedule as follows: on 7/25/2002, 25% of the shares vested and became exercisable. The remaining 75% of the shares vested in 36 equal monthly installments until all shares were fully vested and exercisable as of 07/25/2005.