Microchip SVP exercises stock units, covers taxes in shares
Microchip Technology senior vice president Joseph R. Krawczyk II reported routine equity compensation activity tied to vesting stock units.
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Form Type
4
Rhea-AI Filing Summary
Microchip Technology senior vice president Joseph R. Krawczyk II reported routine equity compensation activity tied to vesting stock units. On May 15, 2026, he exercised restricted and performance stock units into common stock and used a portion of the resulting shares to satisfy tax obligations through share withholding. These are not open-market purchases or sales, but standard compensation-related exercises and tax-withholding dispositions.
Insider Trade Summary
2,134 shares exercised/converted
Exercise
15 txns
Insider
Krawczyk Joseph R II
Role
SR. VP, WW CLIENT ENGAGEMENT
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Restricted Stock Units | 340 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 574 | $0.00 | $0.00 |
| Exercise | Performance Stock Units | 685 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 167 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 368 | $0.00 | $0.00 |
| Exercise | Common Stock | 340 | $93.85 | $32K |
| Exercise Price or Tax Liability | Common Stock | 146 | $93.85 | $14K |
| Exercise | Common Stock | 574 | $93.85 | $54K |
| Exercise Price or Tax Liability | Common Stock | 246 | $93.85 | $23K |
| Exercise | Common Stock | 685 | $93.85 | $64K |
| Exercise Price or Tax Liability | Common Stock | 294 | $93.85 | $28K |
| Exercise | Common Stock | 167 | $93.85 | $16K |
| Exercise Price or Tax Liability | Common Stock | 72 | $93.85 | $7K |
| Exercise | Common Stock | 368 | $93.85 | $35K |
| Exercise Price or Tax Liability | Common Stock | 158 | $93.85 | $15K |
Holdings After Transaction:
Restricted Stock Units — 340 contracts (Direct);
Performance Stock Units — 0 contracts (Direct);
Common Stock — 15,144 shares (Direct)
Footnotes (3)
- F1. The restricted stock units vest in nine quarterly installments of 338 shares beginning November 15, 2023, and three quarterly installments of 340 shares beginning on February 15, 2026, as long as the individual remains a service provider through the vesting date. Vested shares were delivered to the reporting person upon vest.
- F2. The restricted stock units vested in full on May 15, 2026. Vested shares were delivered to the reporting person upon vest.
- F3. 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, 2025. 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 on May 15, 2026. Vested shares were delivered to the reporting person upon vest.
Key Figures
Derivative exercises: 2,134 shares
Tax-withholding shares: 916 shares
Installment RSU size: 338 shares
+4 more
7 metrics
Derivative exercises
2,134 shares
Shares from derivative exercises (M codes) on May 15, 2026
Tax-withholding shares
916 shares
Shares withheld for tax obligations (F codes) on May 15, 2026
Installment RSU size
338 shares
Nine quarterly RSU installments beginning November 15, 2023
Later RSU installments
340 shares
Three quarterly RSU installments beginning February 15, 2026
PSU measurement period
12 quarters
Cumulative non-GAAP operating margin ending March 31, 2025
Target operating margin
40.0%
Target cumulative non-GAAP operating margin for PSU vesting
Share price reference
$93.85 per share
Reference price for common stock transactions on May 15, 2026
Key Terms
Restricted Stock Units, Performance Stock Unit, non-GAAP operating margin, tax-withholding disposition, +1 more
5 terms
Restricted Stock Units financial
"The restricted stock units vest in nine quarterly installments of 338 shares"
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 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 12 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.
tax-withholding disposition financial
"Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Microchip (MCHP) executive Joseph R. Krawczyk II report on this Form 4?
He reported routine equity compensation activity. Restricted stock units and performance stock units vested and converted into Microchip common stock, and part of the resulting shares were withheld to cover tax liabilities rather than sold in the open market.
How do the performance stock units in this Microchip (MCHP) filing work?
Each performance stock unit represents a right to receive common shares based on cumulative non-GAAP operating margin over 12 quarters ending March 31, 2025. The target assumes a 40.0% margin, with actual earned shares higher or lower depending on Microchip’s performance.
What vesting schedule applies to the restricted stock units in this Microchip (MCHP) Form 4?
One RSU grant vests in nine quarterly installments of 338 shares beginning November 15, 2023, plus three quarterly installments of 340 shares beginning February 15, 2026. Vested shares are delivered to the reporting person as long as service continues through each vesting date.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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