indie Semiconductor, Inc. — Director's Dealing 2023

Mar 14, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: indie Semiconductor, Inc. (INDI)
CIK: 0001841925
Period of Report: 2023-03-09

Reporting Person: McClymont Donald (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-03-09	Class A Common Stock	M	2500	—	Acquired	32350	Indirect
2023-03-10	Class A Common Stock	F	1026	$10.43	Disposed	31324	Indirect
2023-03-10	Class V Common Stock	M	50000	—	Disposed	6001506	Direct
2023-03-10	Class A Common Stock	M	50000	—	Acquired	54298	Direct
2023-03-10	Class A Common Stock	S	50000	$10.19	Disposed	4298	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-03-09	Restricted Stock Units	$0.0	M	2500	Disposed		Class A Common Stock (2500.0)	Indirect
2023-03-10	ADK Class A Units	$0.0	M	50000	Disposed		Class A Common Stock (50000.0)	Direct

Footnotes

F1: Represents shares of Class A common stock sold in the open market to pay for withholding taxes in connection with the vesting of restricted stock units.

F2: Cancellation of Class V Common Stock upon Reporting Person's exchange of ADK Class A Units for an equal number of shares of Class A Common Stock. See note 2.

F3: Class A Common Stock received upon conversion of ADK Class A Units. The ADK Class A Units may be exchanged by the Reporting Person at any time after December 10, 2021 for an equal amount of shares of Class A Common Stock or, at the election of the Issuer, cash equal to the fair market value of such shares. Upon the Reporting Person's exchange of an ADK Class A Unit for Class A Common Stock, an equivalent number of shares of Class V Common Stock will be cancelled.

F4: Represents shares of Class A common stock sold in the open market pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 9, 2022. The Reporting Person's Rule 10b5-1 plan includes a series of automated open market sales with predetermined dates and prices through June 9, 2023.

F5: The price reported in Column 4 is a weighted average price. The shares reported in this Form 4 were sold in separate transactions at prices ranging from $10.03 to $10.55, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the price range set forth in this footnote.

F6: Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock.

F7: The time-based restricted stock units shall vest and become nonforfeitable with respect to twenty-five percent (25%) of the total number of restricted stock units on each of the first, second, third and fourth anniversaries of the grant date.

F8: N/A