Form 4: Cirrus Logic EVP, CHRO Denise Grode Reports Stock Transactions

Denise Grode, EVP, CHRO of Cirrus Logic, reports the vesting and tax withholding of performance-based restricted stock units (PBRSUs) and restricted stock units (RSUs) on April 6, 2025.

Summary

• On April 6, 2025, Denise Grode, the EVP, CHRO of Cirrus Logic, had performance-based restricted stock units (PBRSUs) vest, resulting in the acquisition of 4,629 shares of common stock.
• The vesting of PBRSUs was determined by pre-established performance metrics over a three-year period from April 6, 2022, to April 6, 2025, based on Cirrus Logic's total shareholder return (TSR) relative to the Philadelphia Semiconductor Index.
• Cirrus Logic's TSR resulted in a 180% payout percentage, leading to the vesting of 4,629 shares (180% of the target 2,572 PBRSUs).
• Additionally, 2,949 restricted stock units (RSUs) vested on the same date.
• A total of 1,880 shares were withheld to satisfy tax withholding requirements related to both the PBRSU and RSU vesting events.
• Following these transactions, Ms. Grode directly owns 10,108 shares of Cirrus Logic common stock and 9,558 derivative securities.

Sentiment

Score: 7

Explanation: The document indicates positive performance based on the vesting of PBRSUs at a 180% payout, suggesting the company is meeting or exceeding its performance targets. However, it's a routine filing, so the sentiment is moderately positive.

Positives

• The vesting of PBRSUs indicates that Cirrus Logic achieved a significant level of performance based on its TSR relative to the Philadelphia Semiconductor Index, resulting in a 180% payout.

Industry Context

Executive stock transactions are a common occurrence in publicly traded companies and are often tied to performance metrics to align executive compensation with shareholder value. The vesting of PBRSUs based on TSR relative to the Philadelphia Semiconductor Index is a standard practice in the semiconductor industry.

Comparison to Industry Standards

• Companies like Texas Instruments (TXN), Analog Devices (ADI), and Qualcomm (QCOM) also utilize performance-based equity compensation plans tied to metrics such as TSR, revenue growth, and profitability.
• A 180% payout for PBRSUs suggests strong relative performance compared to the Philadelphia Semiconductor Index, which is a positive indicator for Cirrus Logic.
• Industry standard vesting schedules for RSUs and PBRSUs are typically three to four years, aligning with Cirrus Logic's three-year performance period.

Stakeholder Impact

• The vesting of PBRSUs and RSUs can positively impact shareholder confidence, as it aligns executive compensation with company performance.
• Employees may view the vesting as a positive sign of the company's success.

Key Dates

Keywords

Cirrus Logic, Denise Grode, PBRSU, RSU, Vesting, Stock Options, Form 4, TSR, Executive Compensation