Microchip (MCHP) CEO receives new RSU and PSU stock awards
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Sanghi Steve reported acquisition or exercise transactions in this Form 4 filing.
Microchip Technology president, CEO and chair Steve Sanghi reported new equity awards in the form of restricted stock units (RSUs) and performance stock units (PSUs) granted at no cash cost on April 1, 2026. The RSUs cover 53,643 shares of common stock and the PSUs cover 80,462 target shares.
The RSUs vest on schedules running from May 15, 2028 through February 15, 2030, as long as he remains a service provider, with shares delivered upon vesting. The PSUs are tied to Microchip’s cumulative non-GAAP operating margin over 4, 8 and 12-quarter periods ending March 31, 2027, 2028 and 2029, with actual shares earned potentially above or below target and vesting through May 15, 2030. The filing also notes 9,912,386 common shares held indirectly via a trust and a family limited partnership.
Positive
- None.
Negative
- None.
Insider Trade Summary
9 transactions reported
Mixed
9 txns
Insider
Sanghi Steve
Role
President, CEO and Chair of Bd
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Restricted Stock Units | 16,216 | $0.00 | -- |
| Grant/Award | Performance Stock Units | 24,324 | $0.00 | -- |
| Grant/Award | Restricted Stock Units | 16,895 | $0.00 | -- |
| Grant/Award | Performance Stock Units | 25,342 | $0.00 | -- |
| Grant/Award | Restricted Stock Units | 648 | $0.00 | -- |
| Grant/Award | Performance Stock Units | 971 | $0.00 | -- |
| Grant/Award | Restricted Stock Units | 19,884 | $0.00 | -- |
| Grant/Award | Performance Stock Units | 29,825 | $0.00 | -- |
| holding | Common Stock | -- | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 16,216 shares (Direct);
Performance Stock Units — 24,324 shares (Direct);
Common Stock — 9,912,386 shares (Indirect, Shares held Indirectly, by Trust and by Family Limited Partnership.)
Footnotes (1)
- Of the 9,912,386 shares held, 4,006,514 shares were held by The Sanghi Trust; and 5,905,872 shares were held by The Sanghi Family Limited Partnership. Each restricted stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock. The restricted stock units vest in full on May 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 in full on May 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 four equal quarterly installments on May 15, 2029, August 15, 2029, November 15, 2029 and February 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 25% each on May 15, 2029, August 15, 2029, November 15, 2029 and February 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. 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.
Key Figures
RSU grants: 53,643 units
PSU target grants: 80,462 units
Indirect common stock holdings: 9,912,386 shares
+5 more
8 metrics
RSU grants
53,643 units
Total restricted stock units granted on April 1, 2026
PSU target grants
80,462 units
Total target performance stock units granted on April 1, 2026
Indirect common stock holdings
9,912,386 shares
Common shares held indirectly via trust and family limited partnership
Trust-held shares
4,006,514 shares
Shares held by The Sanghi Trust
Family LP shares
5,905,872 shares
Shares held by The Sanghi Family Limited Partnership
4-quarter PSU margin target
30.5%
Cumulative non-GAAP operating margin target over 4 quarters ending March 31, 2027
8-quarter PSU margin target
31.0%
Cumulative non-GAAP operating margin target over 8 quarters ending March 31, 2028
12-quarter PSU margin target
31.5%
Cumulative non-GAAP operating margin target over 12 quarters ending March 31, 2029
Key Terms
Restricted Stock Units, Performance Stock Units, non-GAAP operating margin, Equity Incentive Plan, +1 more
5 terms
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance Stock Units financial
"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..."
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
non-GAAP operating margin financial
"based on Microchip's cumulative non-GAAP operating margin over a period of 4 quarters ending March 31, 2027."
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
"Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated (Microchip) 2004 Equity Incentive Plan represents a contingent right..."
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.
Family Limited Partnership financial
"5,905,872 shares were held by The Sanghi Family Limited Partnership."
FAQ
What insider transactions did Microchip (MCHP) report for Steve Sanghi?
The filing reports equity compensation grants to Steve Sanghi, not open-market trades. He received multiple restricted stock unit and performance stock unit awards that give rights to Microchip common shares, subject to future vesting dates and, for PSUs, performance conditions based on non-GAAP operating margin.
How many RSUs and PSUs were granted to the Microchip (MCHP) CEO?
Steve Sanghi was granted 53,643 restricted stock units and 80,462 target performance stock units. Each unit represents a contingent right to one share of Microchip common stock, with vesting based on continued service and, for PSUs, on specified non-GAAP operating margin performance over multi-year periods.
What are the vesting dates for Steve Sanghi’s new Microchip (MCHP) RSUs?
The RSUs vest on several schedules between May 15, 2028 and February 15, 2030. Some awards vest in full on a single date, while others vest in four equal quarterly installments, provided Sanghi continues as a service provider through each applicable vesting date.
How are the Microchip (MCHP) performance stock units for the CEO earned?
The PSUs are earned based on Microchip’s cumulative non-GAAP operating margin over 4, 8, or 12 quarters ending March 31, 2027, 2028, and 2029. Target share numbers assume margins of 30.5%, 31.0%, and 31.5%, with actual shares earned adjusted higher or lower depending on achieved margins.
When do the Microchip (MCHP) PSUs granted to Steve Sanghi vest?
Earned PSUs vest either fully or in four equal quarterly installments between May 15, 2028 and February 15, 2030. Vesting requires that Steve Sanghi remain a service provider through the applicable vesting dates; vested shares are then delivered to him upon vest.