CIRRUS LOGIC, INC. — Director's Dealing 2025

Feb 10, 2025

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CIRRUS LOGIC, INC. (CRUS)
CIK: 0000772406
Period of Report: 2025-02-06

Reporting Person: Dougherty Justin E (EVP, Global Operations)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2025-02-06	Restricted Stock Units	$	A	4470	Acquired		Common Stock (4470)	Direct
2025-02-06	Performance Shares	$	A	4470	Acquired		Common Stock (4470)	Direct
2025-02-06	Performance Shares	$	A	2665	Acquired		Common Stock (2665)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Cirrus Logic common stock.

F2: 100% of the restricted stock units will vest on 2/6/28, the 3-year anniversary of the grant date.

F3: These performance shares reflect performance-based restricted stock units that we refer to as Performance Stock Units (PSUs). Each PSU 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 PSUs is contingent upon the achievement of pre-established performance metrics, as approved by the our Compensation Committee, over a three-fiscal-year performance period beginning with fiscal year 2026 and ending at the conclusion of fiscal year 2028. The PSUs vest, at level in accordance with their associated performance criteria, in three tranches, with each vest occurring shortly after the public reporting of financial results for each fiscal year of that performance period. The PSU performance metrics involve revenue and revenue growth within strategic markets that extend beyond our core market, as guided by our strategic plan.

F4: These performance shares reflect performance-based restricted stock units that we refer to as Market Stock Units (MSUs). Each MSU 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 MSUs 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 February 6, 2025, and ending on February 6, 2028. The MSU performance metrics involve total shareholder return (TSR) relative to the component companies of the Russell 3000 index.