07/02/2026 | Press release | Distributed by Public on 07/02/2026 16:00
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | |||
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1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security |
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Employee Stock Option (right to buy) | (1) | 01/03/2032 | Class A Common Stock | 26,492 | $11.69 | D | |
| Performance-based Restricted Stock Units | (2) | (2) | Class A Common Stock | 750,000 | (3) | D | |
| Restricted Stock Units | (4) | (4) | Class A Common Stock | 56,625 | (5) | D | |
| Restricted Stock Units | (6) | (6) | Class A Common Stock | 15,000 | (5) | D | |
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
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schiller Thomas C/O INDIE SEMICONDUCTOR, INC. 32 JOURNEY ALISO VIEJO, CA 92656 |
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| /s/ Thomas Schiller, by Naixi Wu pursuant to power of attorney filed on June 25, 2026 | 07/02/2026 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | These stock options vested with respect to twenty-five percent (25%) of the total number of shares of Class A common stock subject to the stock option on each of the first, second, third and fourth anniversaries of the grant date on January 3, 2022. |
| (2) | These performance-based restricted stock units shall be earned and become vested based on the achievement of the stock price targets set at $20, $30 and $40 per share of indie's Class A common stock prior to the expiration of a four-year performance period ending on December 31, 2026. The number of restricted stock units that vest shall be, 250,000 units at $20 per share, 500,000 units at $30 per share, and 750,000 units at $40 per share. |
| (3) | Each performance-based restricted stock unit represents a contingent right to receive one share of the Issuer's Class A Common Stock. |
| (4) | The time-based restricted stock units 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 on January 3, 2023. The time-based restricted stock units reported here represent the remaining total number of restricted stock units that shall vest on the fourth anniversary of the grant date. |
| (5) | Each restricted stock unit represents a contingent right to receive one share of Class A Common Stock. |
| (6) | Such restricted stock units vest at the rate of 25% on January 2, 2026, July 1, 2026, January 4, 2027, and July 1, 2027. |