SEMTECH CORP·4

Mar 12, 4:45 PM ET

Lin Mark 4

4 · SEMTECH CORP · Filed Mar 12, 2026

Research Summary

AI-generated summary of this filing

Updated

Semtech (SMTC) CFO Mark Lin Vests Awards and Sells Shares

What Happened

  • Mark Lin, Semtech's Executive Vice President and Chief Financial Officer, had performance awards vest and converted/received equity on March 10, 2026, and completed open-market sales March 10–11, 2026.
  • Transactions reported: he acquired (from exercises/conversions and grants) a total of ~37,603 shares (includes stock units/derivative items) and disposed/withheld ~27,033 shares. Reported cash amounts from share disposals (including tax-withholding shares and open-market sales) total about $1,525,603.
  • The activity is primarily award vesting/conversion with shares withheld to cover taxes and some open-market sales—this is routine compensation settlement plus planned sales, not an outright new purchase.

Key Details

  • Dates & prices:
    • Mar 10, 2026: exercise/conversion (M) 9,393 shares @ $0.00; grant/award (A) 12,658 shares @ $0.00; tax-withholding disposals (F) 4,780 @ $85.14 ($406,969) and 6,218 @ $87.58 ($544,572); open-market sale (S) 2,734 @ $85.27 ($233,128).
    • Mar 11, 2026: open-market sale (S) 3,908 @ $87.24 ($340,934).
    • Filing also shows derivative entries: a 9,393-share derivative disposition and a 15,552-share derivative acquisition on Mar 10 (these relate to PSU settlement/stock-unit conversion).
  • Total proceeds/value from disposed shares reported ≈ $1.53M (includes tax-withholding share disposition and open-market sales).
  • Shares owned after the transactions: not specified in the filing.
  • Notable footnotes:
    • F1: These were performance stock units (PSUs) from FY2024; the transaction reflects payment/vesting for the third year of the performance period.
    • F2: Some open-market sales executed pursuant to a Rule 10b5-1 trading plan adopted June 23, 2025.
    • F3: Each stock unit equals the contingent right to one share of Semtech common stock.
    • F4/F5: Vesting schedule details — one-third vests on March 10, 2026 (or March 10, 2027 for the other grant) with remaining shares vesting in quarterly installments thereafter.
  • Filing was submitted March 12, 2026 for transactions on March 10–11, 2026 (within the typical 2-business-day Form 4 reporting window).

Context

  • These entries reflect PSU vesting/settlement and associated tax-withholding and planned sales. Tax-withholding disposals (code F) are routine: shares are surrendered/withheld to cover tax obligations from the vesting event.
  • Open-market sales (code S) were executed under a pre-established 10b5-1 plan (code F2), indicating they were pre-planned trades rather than ad-hoc sales.
  • For retail investors: this filing shows executive compensation being paid out and partially monetized; it is not a straightforward "buy" signal. Purchases generally carry stronger signals of insider confidence than routine vesting and plan-driven sales.

Insider Transaction Report

Form 4
Period: 2026-03-10
Lin Mark
EVP and CFO
Transactions
  • Exercise/Conversion

    Common Stock

    2026-03-10+9,39331,518 total
  • Tax Payment

    Common Stock

    2026-03-10$85.14/sh4,780$406,96926,738 total
  • Award

    Common Stock

    [F1]
    2026-03-10+12,65839,396 total
  • Tax Payment

    Common Stock

    2026-03-10$87.58/sh6,218$544,57233,178 total
  • Sale

    Common Stock

    [F2]
    2026-03-10$85.27/sh2,734$233,12830,444 total
  • Sale

    Common Stock

    [F2]
    2026-03-11$87.24/sh3,908$340,93426,536 total
  • Exercise/Conversion

    Restricted Stock Unit

    [F3][F4]
    2026-03-109,39318,788 total
    Common Stock (9,393 underlying)
  • Award

    Restricted Stock Unit

    [F3][F5]
    2026-03-10+15,55215,552 total
    Common Stock (15,552 underlying)
Footnotes (5)
  • [F1]The reporting person was granted performance stock units by Semtech in Semtech's fiscal year 2024 that are eligible to vest based on Semtech's relative total stockholder return over a period of one, two and three years. This transaction represents the payment and vesting of the awards with respect to the third year in the performance period.
  • [F2]This transaction is pursuant to a Rule 10b5-1 trading plan adopted by Mr. Lin on June 23, 2025.
  • [F3]Each stock unit represents the contingent right to receive one share of Semtech common stock.
  • [F4]One third of this grant vests on March 10, 2026 and the remainder of this grant vests in eight quarterly installments beginning on June 10, 2026.
  • [F5]One third of this grant vests on March 10, 2027 and the remainder of this grant vests in eight quarterly installments beginning on June 10, 2027.
Signature
/s/Mark Lin|2026-03-12

Documents

1 file
  • 4
    wk-form4_1773348330.xmlPrimary

    FORM 4