[Form 4/A] Microchip Technology Inc Amended Insider Trading Activity

Rhea-AI Filing Summary

Microchip Technology Inc. (MCHP) Form 4/A reports equity awards to Senior VP-Operations Mathew B. Bunker dated 01 Oct 2024. The executive acquired 4,849 share-settled units at no cost:

• Performance Stock Units (PSUs): 1,936 units linked to a 12-quarter cumulative non-GAAP operating-margin goal and 379 units linked to an 8-quarter goal.
• Restricted Stock Units (RSUs): 1,935, 378 and 221 units vesting between Aug 2026 and Nov 2028.

This amendment corrects the performance period for the 379-unit PSU grant to eight quarters ending 30 Sep 2026. After the grant, Bunker beneficially owns 20,646 common shares (20,571 directly; 75 indirectly through his daughter) in addition to the new units. No shares were sold, so there is no immediate cash flow or dilution impact. The awards reinforce long-term alignment with margin performance but are routine for senior leadership and carry limited near-term financial significance for shareholders.

Positive

• 4,849 PSUs/RSUs granted increase executive equity stake, enhancing shareholder alignment

Negative

• Potential future dilution once units vest, though magnitude is immaterial

Insights

Sell-Side Equity Analyst

TL;DR: Routine equity grants; no buys or sells; neutral valuation impact.

The filing discloses 4,849 PSUs/RSUs granted to the SVP of Operations. Because awards were issued at $0 and represent less than 0.01% of diluted share count, immediate dilution is immaterial. The amendment merely corrects an 8-quarter performance window, so accounting treatment is unchanged. Insider still holds 20.6k shares, signalling continued exposure to share performance, but investors should not read this as a bullish purchase. Overall, I rate the disclosure neutral; it neither alters financial forecasts nor governance risk.

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Bunker Mathew B

(Last) (First) (Middle)

C/O MICROCHIP TECHNOLOGY INCORPORATED

2355 W CHANDLER BLVD

(Street)

CHANDLER AZ 85224-6199

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MICROCHIP TECHNOLOGY INC [ MCHP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SENIOR VP, OPERATIONS

3. Date of Earliest Transaction (Month/Day/Year)
10/01/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)
10/03/2024

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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
Common Stock								20,646	I	Shares held Directly and Indirectly, by Daughter(1)

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Performance Stock Units	(2)	10/01/2024		A		1,936		(3)	(3)	Common Stock	1,936	$0	1,936	D
Performance Stock Units(4)	(2)	10/01/2024		A		379		(5)	(5)	Common Stock	379	$0	379	D
Restricted Stock Units	(6)	10/01/2024		A		1,935		(7)	(7)	Common Stock	1,935	$0	1,935	D
Restricted Stock Units	(6)	10/01/2024		A		378		(8)	(8)	Common Stock	378	$0	378	D
Restricted Stock Units	(6)	10/01/2024		A		221		(9)	(9)	Common Stock	221	$0	221	D

Explanation of Responses:

1. Of the 20,646 shares held, 20,571 are held directly, and 75 shares are held by the Reporting Person's daughter.

2. Each performance stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock.

3. Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated (Microchip) 2004 Equity Incentive Plan represents a contingent right to receive shares of Microchip common stock based on Microchip's cumulative non-GAAP operating margin over a period of 12 quarters ending September 30, 2027. The target number of PSU shares that may be earned is reported in the table above and is based on Microchip achieving a cumulative non-GAAP operating margin of 40.0% over the 12 quarter measurement period. The actual number of shares that may be earned can be higher or lower than the target depending on Microchip's non-GAAP operating margin over the measurement period. Earned PSUs will vest on November 15, 2028 as long as the reporting person remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.

4. This Form 4 is being amended to correctly reflect the performance period for this PSU grant as 8 quarters. All subsequent Reports filed after this date are deemed to include the modification herein.

5. Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated (Microchip) 2004 Equity Incentive Plan represents a contingent right to receive shares of Microchip common stock based on Microchip's cumulative non-GAAP operating margin over a period of 8 quarters ending September 30, 2026. The target number of PSU shares that may be earned is reported in the table above and is based on Microchip achieving a cumulative non-GAAP operating margin of 40.0% over the 8 quarter measurement period. The actual number of shares that may be earned can be higher or lower than the target depending on Microchip's non-GAAP operating margin over the measurement period. Earned PSUs will vest on November 15, 2027 as long as the reporting person remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.

6. Each restricted stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock.

7. The restricted stock units will vest in full on November 15, 2028 as long as the individual remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.

8. The restricted stock units will vest in full on November 15, 2027 as long as the individual remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.

9. The restricted stock units will vest in full on August 15, 2026 as long as the individual remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.

Remarks:

	Deborah L. Wussler, as Attorney-in-Fact	07/21/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many equity units did MCHP grant to SVP Mathew Bunker on Oct 1 2024?

A total of 4,849 units (2,315 PSUs and 2,534 RSUs) were granted at no cost.

What performance metric governs the MCHP PSUs disclosed in the Form 4/A?

PSUs vest based on cumulative non-GAAP operating margin targets of 40% over 8- or 12-quarter periods.

When will the newly granted RSUs to MCHP’s SVP vest?

RSUs vest Aug 15 2026, Nov 15 2027, and Nov 15 2028, subject to continued service.

Did the Form 4/A show any insider sales of MCHP shares?

No. The filing reports only equity grants; no shares were sold or disposed.

What is Mathew Bunker’s total direct and indirect share ownership after the filing?

He beneficially owns 20,646 common shares, of which 75 are held indirectly via his daughter.