Baumgartner Jeffrey W 4

4 · CIRRUS LOGIC, INC. · Filed May 26, 2026

AI-generated summary of this filing

Updated May 26, 2026

Cirrus Logic (CRUS) EVP Jeffrey Baumgartner Receives Vested PSUs

What Happened

Jeffrey W. Baumgartner, EVP of R&D at Cirrus Logic (CRUS), had performance-based restricted stock units (PSUs) convert to common stock on May 21, 2026. A payout of 72.5% on his 1,490 baseline PSU allocation resulted in 1,080 shares vesting. The company withheld 419 shares to satisfy tax withholding obligations (withholding value: 419 × $166.62 = $69,814). No open-market sale of shares was reported.

Key Details

Transaction date: May 21, 2026.
Primary action: Conversion/vesting of PSUs (transaction code M) — 1,080 shares vested (acquired).
Tax withholding: 419 shares withheld (reported as disposition) at $166.62 per share = $69,814 (transaction code F).
Original PSU baseline: 1,490 PSUs; payout percentage for FY2026 was 72.5% (per footnote).
Shares owned after the transaction: not specified in the filing.
Filing: Form 4 filed May 26, 2026 (covers 5/21 transactions) — filed five days after the reported transactions (check Form 4 for timeliness designation).

Context

This was a vesting of performance awards, not an open-market purchase or sale. Withholding of shares to cover taxes is a routine administrative step and does not indicate an open-market sale or the insider taking cash proceeds. Performance payouts reflect achievement against pre-established metrics over the first year of a three-year performance period.

Form 4

Period: 2026-05-21

EVP, R&D

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-05-21+1,080→ 19,165 total
Tax Payment
Common Stock
[F2]
2026-05-21$166.62/sh−419$69,814→ 18,746 total
Exercise/Conversion
Performance Shares
[F1]
2026-05-21−1,490→ 2,980 total
From: 2026-05-21Exp: 2026-05-21→ Common Stock (1,490 underlying)

Footnotes (2)

[F1]The number of performance-based restricted stock units that we refer to as Performance Stock Units (PSUs) that vested was determined based on pre-established performance metrics, as approved by the Company's Compensation Committee, over the first fiscal year of a three-fiscal-year performance period beginning with fiscal year 2026 and ending at the conclusion of fiscal year 2028. A payout percentage was determined based on the level of performance achieved and then multiplied by the annual baseline allocation of PSUs for this tranche. Mr. Baumgartner's annual baseline allocation of PSUs was 1,490, and the payout percentage for fiscal year 2026 was 72.5%. Therefore, 1,080 shares of common stock vested, and the Company withheld sufficient shares for payment of required tax obligations.
[F2]No shares were sold; these shares were withheld to satisfy tax withholding requirements.

Signature

By: Gregory Scott Thomas attorney-in-fact For: Jeffrey Baumgartner|2026-05-26

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