MCHP Form 4: COO RSUs and PSUs Vest, Shares Delivered at $65.71
Rhea-AI Filing Summary
Microchip Technology (MCHP) Director and Chief Operating Officer Richard J. Simoncic reported multiple equity award vesting and share deliveries on August 15, 2025. The Form 4 shows vested restricted stock units (RSUs) and earned performance stock units (PSUs) converted into common shares and delivered to the reporting person. Transactions include acquisitions (codes M) totaling several thousand RSUs/PSUs and small dispositions (code F) that net modest changes in holdings. After the reported transactions, indirect beneficial ownership via a trust ranged around ~153,001 shares at the highest reported balance. The filing reflects routine equity compensation vesting and delivery under the company’s 2004 Equity Incentive Plan.
Positive
- None.
Negative
- None.
Insights
TL;DR: Routine executive equity vesting and deliveries signal standard compensation realization, not a governance red flag.
The Form 4 documents scheduled vesting of restricted stock units and performance stock units for the COO, with shares delivered upon vest on August 15, 2025. The PSUs are tied to relative TSR and cumulative non-GAAP operating margin metrics, indicating alignment of pay with long-term performance goals. Holdings are held indirectly via a trust, which is common for senior executives. No insider sales beyond routine small dispositions accompanying vest deliveries are evident to suggest change in insider conviction.
TL;DR: Multiple award vestings increased reported share count modestly; transactions appear compensation-driven, not liquidity-driven.
The report lists multiple transactions on 08/15/2025: several grants vested (codes M) and modest dispositions (codes F) at a reported price of $65.71 per share, with vested shares delivered to the reporting person. The PSUs are performance-contingent with measurement periods ending June 30, 2024 and September 30, 2024, and some PSUs vest ratably. The net effect is a modest rise in indirect holdings to approximately 153,336 shares at one point, consistent with scheduled compensation vesting rather than opportunistic trading.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 1,452 | $0.00 | -- |
| Exercise | Performance Stock Units | 1,456 | $0.00 | -- |
| Exercise | Restricted Stock Units | 702 | $0.00 | -- |
| Exercise | Performance Stock Units | 1,222 | $0.00 | -- |
| Exercise | Common Stock | 1,452 | $65.71 | $95K |
| Tax Withholding | Common Stock | 398 | $65.71 | $26K |
| Exercise | Common Stock | 1,456 | $65.71 | $96K |
| Tax Withholding | Common Stock | 399 | $65.71 | $26K |
| Exercise | Common Stock | 702 | $65.71 | $46K |
| Tax Withholding | Common Stock | 192 | $65.71 | $13K |
| Exercise | Common Stock | 1,222 | $65.71 | $80K |
| Tax Withholding | Common Stock | 335 | $65.71 | $22K |
Footnotes (1)
- The restricted stock units vested in full on August 15, 2025. Vested shares were delivered to the reporting person upon vest. 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 the relative total shareholder return (TSR) of Microchip common stock compared to a peer group of twenty companies over a three-year period ending on June 30, 2024. The target number of PSU shares that may be earned is reported in the table above, the minimum number of shares that may be earned is zero if Microchip's TSR is at or lower than the 25th percentile of the peer group and the maximum number of shares that may be earned is 200% of the target if Microchip's TSR is at or higher than the 75th percentile of the peer group. Earned PSUs will vest on August 15, 2025 as long as the reporting person remains a service provider through the vesting date. Vested shares were delivered to the reporting person upon vest. The restricted stock units vest in four quarterly installments of 1,406 shares beginning November 15, 2023, one quarterly installment of 702 shares on November 15, 2024, one quarterly installment of 704 shares on February 15, 2025 and six quarterly installments of 702 shares beginning on May 15, 2025. Vested shares were delivered to the reporting person upon vest. 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, 2024. 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 vested ratably over eight quarters beginning on November 15, 2024 as long as the reporting person remains a service provider through the vesting date. Vested shares were delivered to the reporting person upon vest.
