Sec Form 3 Filing - KIGHT PETER J @ indie Semiconductor, Inc. - 2021-06-10

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
KIGHT PETER J
2. Issuer Name and Ticker or Trading Symbol
indie Semiconductor, Inc. [ INDI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
32 JOURNEY, SUITE 100
3. Date of Earliest Transaction (MM/DD/YY)
06/10/2021
(Street)
ALISO VIEJO, CA92656
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Class A Common Stock, par value $0.0001 1,000,000 ( 1 ) ( 2 ) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KIGHT PETER J
32 JOURNEY, SUITE 100
ALISO VI EJO, CA92656
X
Signatures
/s/ Ellen Bancroft, Attorney-In-Fact 06/21/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the Master Transactions Agreement by and among Thunder Bridge II Surviving Pubco, Inc., Thunder Bridge Acquisition II, Ltd. ("TB2"), Ay Dee Kay, LLC, d/b/a indie Semiconductor and certain other parties (dated as of December 14, 2020 and amended that same date) (the "Agreement"), 1,000,000 shares of TB2 owned by the Reporting Person were converted into 1,000,000 shares of the Issuer upon the closing of the transactions contemplated by the Agreement does not include the Reporting Persons interest in additional shares of Class A common stock of the Issuer held by Thunder Bridge Acquisition II, LLC (the ("Sponsor"). The Reporting Person has an indirect pecuniary interest in certain of these shares (currently estimated to be 1,000,000 shares) through his membership interest in Thunder Bridge Founders II, LLC ("Founders II") (which, in turn, has a membership interest in the Sponsor).
( 2 )(Continuing from (1)) The Reporting Person currently has no voting or dispositive control of such shares. The Reporting Person interest is expected to become a direct interest upon the ultimate distribution of those shares from Sponsor to Founders II and, subsequently, from Founders II to its members, including the Reporting Person.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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