0001866018-21-000001.txt : 20210621 0001866018-21-000001.hdr.sgml : 20210621 20210621180612 ACCESSION NUMBER: 0001866018-21-000001 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210610 FILED AS OF DATE: 20210621 DATE AS OF CHANGE: 20210621 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: McClymont Donald CENTRAL INDEX KEY: 0001866018 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40481 FILM NUMBER: 211032299 MAIL ADDRESS: STREET 1: C/O INDIE SEMICONDUCTOR STREET 2: 32 JOURNEY CITY: ALISO VIEJO STATE: CA ZIP: 92656 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: indie Semiconductor, Inc. CENTRAL INDEX KEY: 0001841925 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 32 JOURNEY CITY: ALISO VIEJO STATE: CA ZIP: 92656 BUSINESS PHONE: 2024310507 MAIL ADDRESS: STREET 1: 32 JOURNEY CITY: ALISO VIEJO STATE: CA ZIP: 92656 FORMER COMPANY: FORMER CONFORMED NAME: Thunder Bridge II Surviving Pubco, Inc. DATE OF NAME CHANGE: 20210122 3 1 primary_doc.xml PRIMARY DOCUMENT X0206 3 2021-06-10 0 0001841925 indie Semiconductor, Inc. INDI 0001866018 McClymont Donald C/O INDIE SEMICONDUCTOR 32 JOURNEY ALISO VIEJO CA 92656 1 1 0 0 Chief Executive Officer Class A Common Stock, par value $0.0001 633 D Class V Common Stock, no par value per share 6334349 D ADK Class A Units 2021-12-10 Class A Common Stock, par value $0.0001 6334349 D Phantom Awards 2021-12-10 Class A Common Stock, par value $0.0001 83401 I By spouse Pursuant to the Master Transactions Agreement by and among Thunder Bridge II Surviving Pubco, Inc., Thunder Bridge Acquisition II, Ltd., Ay Dee Kay, LLC d/b/a indie Semiconductor ("ADK") and certain other parties (dated as of December 14, 2020 and amended as that same date) (the "Agreement"), upon closing the transactions contemplated by the Agreement, the Reporting Person received: (i) 633 shares of Class A common stock, par value $0.0001 per share, of the Issuer (the "Class A Common Stock"); (ii) 6,334,349 shares of Class V common stock of the Issuer (the "Class V Common Stock"); and (iii) 6,334,349 newly issued ADK Class A Units (each an "ADK Unit"). The ADK Units may be exchanged by the Reporting Person at any time after December 10, 2021 for an equal number of shares of Class A Common. Upon the Reporting Person's exchange of an ADK Unit for Class A Common Stock, an equivalent number of shares of Class V Common Stock will be cancelled. N/A The phantom awards allow the recipient to acquire the number of shares of Class A Common Stock set forth above after the date they become exercisable upon satisfaction of the further vesting condition. The awards vest 25% annually beginning December 1, 2021. At the option of Issuer, these awards may be settled either in cash or shares of Class A Common Stock. Exhibit List - Exhibit 1 - Power of Attorney /s/ Donald McClymont, by Ellen Bancroft pursuant to power of attorney filed herewith 2021-06-21