Statement of Changes in Beneficial Ownership (4)
February 08 2023 - 6:07PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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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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1. Name and Address of Reporting Person
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Alberty Carl Jackson |
2. Issuer Name and Ticker or Trading Symbol
CIRRUS LOGIC, INC.
[
CRUS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) VP, MSP |
(Last)
(First)
(Middle)
800 WEST 6TH STREET |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/6/2023 |
(Street)
AUSTIN, TX 78701
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Incentive Stock Option (right to buy) | $102.37 | 2/6/2023 | | A | | 1573 | | (1) | 2/6/2033 | Common Stock | 1573.0 | $0 | 1573 | D | |
Non-Qualified Stock Option (right to buy) | $102.37 | 2/6/2023 | | A | | 5436 | | (1) | 2/6/2033 | Common Stock | 5436.0 | $0 | 5436 | D | |
Performance Shares | (2) | 2/6/2023 | | A | | 2169 | | (2) | (2) | Common Stock | 2169.0 | $0 | 6877 | D | |
Restricted Stock Units | (3) | 2/6/2023 | | A | | 3012 | | (4) | (4) | Common Stock | 3012.0 | $0 | 9440 | D | |
Explanation of Responses: |
(1) | Only vested shares can be exercised under this option. 25% of the shares will vest annually so that the option will be fully vested and exercisable on 2/6/27. |
(2) | 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 February 6, 2023, and ending on February 6, 2026. |
(3) | Each restricted stock unit represents a contingent right to receive one share of Cirrus Logic common stock. |
(4) | 100% of the restricted stock units will vest on 2/6/26, the 3-year anniversary of the grant date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Alberty Carl Jackson 800 WEST 6TH STREET AUSTIN, TX 78701 |
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| VP, MSP |
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Signatures
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By: Gregory Scott Thomas attorney-in-fact For: Carl Alberty | | 2/8/2023 |
**Signature of Reporting Person | Date |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
* | If the form is filed by more than one reporting person, see Instruction 4(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). |
Note: | File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. |
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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