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Microchip (NASDAQ: MCHP) awards new RSUs and PSUs to SVP

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Bunker Mathew B reported acquisition or exercise transactions in this Form 4 filing.

Microchip Technology senior vice president of operations Mathew B. Bunker reported multiple equity awards that increase his long-term stake in the company. On April 1, 2026, he received grants of restricted stock units (RSUs) and performance stock units (PSUs), each representing the right to receive one share of common stock if conditions are met.

The RSUs vest either in four equal quarterly installments between May 15, 2027 and February 15, 2029, or in full on May 15, 2030, contingent on continued service. The PSUs are tied to Microchip’s cumulative non-GAAP operating margin over 4, 8, and 12-quarter periods ending March 31, 2027, March 31, 2028, and March 31, 2029, with target outcomes based on margins of 30.5%, 31.0%, and 31.5%.

The actual shares earned from PSUs can be higher or lower than the targets depending on performance, and earned PSUs vest in quarterly installments or in full on May 15, 2030. Following these awards, Bunker is shown as directly holding 25,158 shares of Microchip common stock.

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Insider Bunker Mathew B
Role SENIOR VP, OPERATIONS
Type Security Shares Price Value
Grant/Award Restricted Stock Units 5,529 $0.00 --
Grant/Award Performance Stock Units 5,530 $0.00 --
Grant/Award Restricted Stock Units 3,954 $0.00 --
Grant/Award Performance Stock Units 3,954 $0.00 --
Grant/Award Restricted Stock Units 2,294 $0.00 --
Grant/Award Performance Stock Units 2,295 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 5,529 shares (Direct); Performance Stock Units — 5,530 shares (Direct); Common Stock — 25,158 shares (Direct)
Footnotes (1)
  1. Each restricted stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock. The restricted stock units vest in four equal quarterly installments on May 15, 2027, August 15, 2027, November 15, 2027 and February 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. Each performance stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock. 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 4 quarters ending March 31, 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 30.5% over the 4 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 25% each on May 15, 2027, August 15, 2027, November 15, 2027 and February 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. The restricted stock units vest in four equal quarterly installments on May 15, 2028, August 15, 2028, November 15, 2028 and February 15, 2029, as long as the individual remains a service provider through the vesting date. Vested shares will be 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 8 quarters ending March 31, 2028. 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 31.0% 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 25% each on May 15, 2028, August 15, 2028, November 15, 2028 and February 15, 2029 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. The restricted stock units vest in full on May 15, 2030, as long as the individual remains a service provider through the vesting date. Vested shares will be 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 March 31, 2029. 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 31.5% 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 in full on May 15, 2030 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.
RSU grant 1 5,529 units Restricted Stock Units granted April 1, 2026; one unit equals one common share
PSU grant 1 5,530 units Performance Stock Units granted April 1, 2026; contingent on 4-quarter margin
RSU grant 2 3,954 units Restricted Stock Units granted April 1, 2026 with separate vesting schedule
PSU grant 2 3,954 units Performance Stock Units tied to 8-quarter non-GAAP operating margin
RSU grant 3 2,294 units Restricted Stock Units granted April 1, 2026 vesting in full May 15, 2030
PSU grant 3 2,295 units Performance Stock Units tied to 12-quarter non-GAAP margin ending March 31, 2029
Common shares held 25,158 shares Direct common stock ownership following reported grants
PSU target margin (4 quarters) 30.5% Cumulative non-GAAP operating margin target for first PSU measurement period
Restricted Stock Unit financial
"Each restricted stock unit represents a contingent right to receive one share"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
Performance Stock Unit financial
"Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated 2004 Equity Incentive Plan"
A performance stock unit is a type of reward companies give to employees, usually managers, that depends on how well the company performs over time. If the company hits specific goals, the employee earns shares of stock, like earning a prize for reaching certain levels in a game. It motivates employees to work hard because their rewards are tied to the company's success.
non-GAAP operating margin financial
"based on Microchip's cumulative non-GAAP operating margin over a period of 4 quarters"
Non-GAAP operating margin is a way companies show how much profit they make from their main business activities, excluding certain expenses or income they consider unusual or non-recurring. It helps investors see how well the company is performing in its normal operations, without the effects of one-time costs or gains that might distort the picture.
Equity Incentive Plan financial
"granted under the Microchip Technology Incorporated (Microchip) 2004 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
cumulative non-GAAP operating margin financial
"based on Microchip's cumulative non-GAAP operating margin over a period of 12 quarters"
SEC Form 4
FORM 4UNITED 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
Estimated average burden
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).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Bunker Mathew B

(Last)(First)(Middle)
C/O MICROCHIP TECHNOLOGY INCORPORATED
2355 W CHANDLER BLVD

(Street)
CHANDLER ARIZONA 85224-6199

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
MICROCHIP TECHNOLOGY INC [ MCHP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
SENIOR VP, OPERATIONS
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock25,158D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)04/01/2026A5,529 (2) (2)Common Stock5,529$05,529D
Performance Stock Units(3)04/01/2026A5,530 (4) (4)Common Stock5,530$05,530D
Restricted Stock Units(1)04/01/2026A3,954 (5) (5)Common Stock3,954$03,954D
Performance Stock Units(3)04/01/2026A3,954 (6) (6)Common Stock3,954$03,954D
Restricted Stock Units(1)04/01/2026A2,294 (7) (7)Common Stock2,294$02,294D
Performance Stock Units(3)04/01/2026A2,295 (8) (8)Common Stock2,295$02,295D
Explanation of Responses:
1. Each restricted stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock.
2. The restricted stock units vest in four equal quarterly installments on May 15, 2027, August 15, 2027, November 15, 2027 and February 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.
3. Each performance stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock.
4. 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 4 quarters ending March 31, 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 30.5% over the 4 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 25% each on May 15, 2027, August 15, 2027, November 15, 2027 and February 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.
5. The restricted stock units vest in four equal quarterly installments on May 15, 2028, August 15, 2028, November 15, 2028 and February 15, 2029, as long as the individual remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.
6. 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 March 31, 2028. 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 31.0% 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 25% each on May 15, 2028, August 15, 2028, November 15, 2028 and February 15, 2029 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.
7. The restricted stock units vest in full on May 15, 2030, 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. 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 March 31, 2029. 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 31.5% 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 in full on May 15, 2030 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.
Remarks:
Deborah L. Wussler, as Attorney-in-Fact04/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did MCHP executive Mathew B. Bunker report?

Mathew B. Bunker reported receiving grants of restricted stock units and performance stock units on April 1, 2026. These equity awards provide rights to future Microchip common shares, subject to time-based vesting and, for PSUs, company performance conditions.

How do the restricted stock units granted to MCHP’s SVP vest?

The restricted stock units vest either in four equal quarterly installments between May 15, 2027 and February 15, 2029, or in full on May 15, 2030. Vesting requires Bunker to remain a service provider through each specified vesting date.

What performance targets affect the PSUs granted by Microchip to Bunker?

The performance stock units depend on Microchip’s cumulative non-GAAP operating margin over 4, 8, and 12 quarters. Target outcomes use margins of 30.5%, 31.0%, and 31.5%, with actual shares earned increasing or decreasing based on achieved margins over each measurement period.

When do the PSUs awarded to MCHP’s Mathew B. Bunker vest if earned?

Earned PSUs from the 4-quarter and 8-quarter performance periods vest 25% on each of May 15, 2027, August 15, 2027, November 15, 2027 and February 15, 2028, or similarly in 2028–2029. PSUs from the 12-quarter period vest in full on May 15, 2030.

How many Microchip common shares does Mathew B. Bunker hold after these awards?

After the reported transactions, Bunker is shown holding 25,158 shares of Microchip common stock directly. This figure reflects his reported direct ownership position following the April 1, 2026 equity grants disclosed in the filing.

Are the PSUs granted by Microchip guaranteed shares for the executive?

The PSUs are not guaranteed; they represent contingent rights to shares. The actual number of shares earned can be higher or lower than the target, depending on Microchip’s cumulative non-GAAP operating margin over the specified multi-quarter measurement periods.