CIRRUS LOGIC, INC. — Director's Dealing 2022

Mar 3, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CIRRUS LOGIC, INC. (CRUS)
CIK: 0000772406
Period of Report: 2022-03-01

Reporting Person: Baumgartner Jeffrey W (VP, R&D)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-03-01	Common Stock	M	5000	$68.56	Acquired	8083	Direct
2022-03-01	Common Stock	S	5000	$85.9339	Disposed	3083	Direct
2022-03-01	Common Stock	M	2168	$41.49	Acquired	5251	Direct
2022-03-01	Common Stock	S	2168	$85.9249	Disposed	3083	Direct
2022-03-01	Common Stock	M	6425	$41.49	Acquired	9508	Direct
2022-03-01	Common Stock	S	6425	$85.9249	Disposed	3083	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-03-01	Incentive Stock Option (right to buy)	$41.49	M	6425	Disposed	2028-11-07	Common Stock (6425)	Direct
2022-03-02	Incentive Stock Option (right to buy)	$88.0	A	1074	Acquired	2032-03-02	Common Stock (1074)	Direct
2022-03-01	Non-Qualified Stock Option (right to buy)	$41.49	M	2168	Disposed	2028-11-07	Common Stock (2168)	Direct
2022-03-01	Non-Qualified Stock Option (right to buy)	$68.56	M	5000	Disposed	2029-11-06	Common Stock (5000)	Direct
2022-03-02	Non-Qualified Stock Option (right to buy)	$88.0	A	6408	Acquired	2032-03-02	Common Stock (6408)	Direct
2022-03-02	Performance Shares	$	A	2596	Acquired		Common Stock (2596)	Direct
2022-03-02	Restricted Stock Units	$	A	3220	Acquired		Common Stock (3220)	Direct

Footnotes

F1: This transaction was made pursuant to a Rule 10b5-1 Plan adopted by the reporting person on August 31, 2021.

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 $85.13 to $86.64. 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 SEC upon request.

F3: The price reported in Table I - Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $85.18 to $86.64. 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 SEC upon request.

F4: Only vested shares can be exercised under this option. 25% of the shares vested on 11/07/19; the remaining shares will vest monthly over the following 36 months so that the option will be fully vested and exercisable on 11/07/22.

F5: Only vested shares can be exercised under this option. 25% of the shares will vest on 3/2/23; the remaining shares will vest monthly over the following 36 months so that the option will be fully vested and exercisable on 3/2/26.

F6: Only vested shares can be exercised under this option. 25% of the shares vested on 11/06/20; the remaining shares will vest monthly over the following 36 months so that the option will be fully vested and exercisable on 11/06/23.

F7: Each Performance-based Restricted Stock Unit (?PBRSU?) represents the right to receive, following vesting, up to 200% of one share of Cirrus Logic, Inc. common stock. The resulting number of shares of common stock acquired upon vesting of the PBRSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year performance period beginning on March 2, 2022, and ending on March 2, 2025.

F8: Each restricted stock unit represents a contingent right to receive one share of Cirrus Logic common stock.

F9: 100% of the restricted stock units will vest on 3/2/25, the 3-year anniversary of the grant date.