{"url_path":"/sec/indi/8-k/2026-06-22/item-5-02","section_key":"item-5-02","section_title":"Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-06-22","source_url":"https://www.sec.gov/Archives/edgar/data/1841925/0001193125-26-277534-index.html","accession_number":"0001193125-26-277534","cik":"0001841925","ticker":"INDI","issuer_name":"indie Semiconductor, Inc.","edgar_url":"https://www.sec.gov/Archives/edgar/data/1841925/0001193125-26-277534-index.html","primary_entity_key":"0001841925","primary_entity_name":"indie Semiconductor, Inc."},"word_count":406,"has_tables":true,"body_markdown":"## Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.\n\n##  \n\n(b) Departure of Director and Principal Officer\n\n \n\nOn June 15, 2026, Dr. Ichiro Aoki notified the Board of Directors (the “Board”) of indie Semiconductor, Inc. (the “Company”) of his intent to resign as a member of the Board and as President of the Company, effective June 29, 2026 (the “Effective Date”), as part of a phased retirement plan. Dr. Aoki’s decision to step down from the Board and as President did not involve any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.\n\n \n\nThe Company and the Board thank Dr. Aoki for his valuable expertise, perspective and commitment during his service with the Company.\n\n \n\nAs of the Effective Date, Dr. Aoki will continue to be employed by the Company, serving as a Technical Advisor.\n\n \n\n(d) Appointment of New Director\n\nOn June 18, 2026, the Board appointed Thomas Schiller as a Class III director, upon the recommendation of its Nominating and Corporate Governance Committee with such appointment effective as of the Effective Date, to serve for an initial term expiring at the Company’s 2027 Annual Meeting of Stockholders and until his respective successor is duly elected and qualified, or until his earlier death, resignation or removal.\n\nThere is no arrangement or understanding between Mr. Schiller and any other persons pursuant to which Mr. Schiller was appointed as a director, and Mr. Schiller has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K, other than as disclosed below.\n\nMr. Schiller has served as a Strategic Advisor to the Company since November 2024, with an annual base salary of $150,000 and target annual cash incentive of 30% of his annual base salary. He expects to continue in this role as of and after the Effective Date. Prior to serving as a Strategic Advisor, Mr. Schiller served as the Company’s Chief Financial Officer and Executive Vice President of Strategy from October 2019 to June 2024.\n\nMr. Schiller will not serve on any Committees of the Board and will not receive additional compensation for his service as a director. The Company previously entered into its standard form of indemnification agreement with Mr. Schiller in connection with his prior position as its Chief Financial Officer and Executive Vice President of Strategy, which remains in effect."}