CIRRUS LOGIC, INC. — Director's Dealing 2016

Nov 9, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CIRRUS LOGIC INC (CRUS)
CIK: 0000772406
Period of Report: 2016-11-07

Reporting Person: Rhode Jason P (Director, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-07	Common Stock	M	86982.0	$5.55	Acquired	234077	Direct
2016-11-07	Common Stock	S	86982.0	$55.6924	Disposed	147095	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-11-07	Non-Qualified Stock Option (right to buy)	$5.55	M	86982.0	Disposed	2019-10-07	Common Stock (86982)	Direct

Footnotes

F1: This transaction was made pursuant to a Rule 10b5-1 Plan adopted by the reporting person on November 24, 2015, as amended on May 31, 2016 and August 23, 2016. All transactions under the plan have been executed and the Rule 10b5-1 plan terminated as of November 7, 2016.

F2: The price reported in Table I - Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $55.19 to $56.05. The reporting person will provide full information regarding the number of shares bought 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 SEC upon request.

F3: Dr. Rhode continues to beneficially own 690,326 shares, which includes 543,231 shares issuable upon exercise of vested stock options held by Dr. Rhode and 147,095 shares held directly.

F4: The option vested on a 4-year schedule: 25% of the shares became exercisable on 10/7/2010; the remaining 75% of the shares vested at a rate of 1/36th per month over the following 36 months so that the option was fully vested and exercisable on 10/7/2013. Only vested shares can be exercised under this option.