STOCK TITAN

Microchip (MCHP) SVP receives time- and performance-based stock unit grants

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

Rhea-AI Filing Summary

Krawczyk Joseph R II reported acquisition or exercise transactions in this Form 4 filing.

Microchip Technology senior vice president Joseph R. Krawczyk II received multiple equity awards in the form of restricted stock units (RSUs) and performance stock units (PSUs) on April 1, 2026. These units each represent a contingent right to receive one share of Microchip common stock.

The RSUs vest over time in quarterly installments between May 15, 2027 and February 15, 2030, provided he continues as a service provider through each vesting date. Vested RSU shares will be delivered upon vesting.

The PSUs are tied to Microchip’s cumulative non-GAAP operating margin over 4, 8, or 12-quarter measurement periods ending on March 31, 2027, March 31, 2028, and March 31, 2029, with target outcomes based on margin levels of 30.5%, 31.0%, and 31.5%. Actual shares earned can be higher or lower than target depending on performance, and earned PSUs vest in quarterly tranches or in full from May 15, 2027 through May 15, 2030. Following these awards, he directly holds 13,926 shares of common stock.

Positive

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Insider Krawczyk Joseph R II
Role SR. VP, WW CLIENT ENGAGEMENT
Type Security Shares Price Value
Grant/Award Restricted Stock Units 5,237 $0.00 --
Grant/Award Performance Stock Units 5,238 $0.00 --
Grant/Award Restricted Stock Units 4,064 $0.00 --
Grant/Award Performance Stock Units 4,064 $0.00 --
Grant/Award Restricted Stock Units 963 $0.00 --
Grant/Award Performance Stock Units 964 $0.00 --
Grant/Award Restricted Stock Units 2,007 $0.00 --
Grant/Award Performance Stock Units 2,008 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 5,237 shares (Direct); Performance Stock Units — 5,238 shares (Direct); Common Stock — 13,926 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 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.
RSU grant 5,237 units Restricted Stock Units granted on April 1, 2026
PSU grant 5,238 units Performance Stock Units granted on April 1, 2026
Additional RSU grant 4,064 units Restricted Stock Units granted on April 1, 2026
Additional PSU grant 4,064 units Performance Stock Units granted on April 1, 2026
Further RSU grant 963 units Restricted Stock Units granted on April 1, 2026
Further PSU grant 964 units Performance Stock Units granted on April 1, 2026
Common stock held 13,926 shares Direct common stock ownership after reported transactions
PSU target margin (4 quarters) 30.5% Cumulative non-GAAP operating margin target over 4 quarters to March 31, 2027
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share"
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 (PSU) financial
"Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated 2004 Equity Incentive Plan"
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.
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*
Krawczyk Joseph R II

(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)
SR. VP, WW CLIENT ENGAGEMENT
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 Stock13,926D
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)04/01/2026A5,237 (2) (2)Common Stock5,237$05,237D
Performance Stock Units(3)04/01/2026A5,238 (4) (4)Common Stock5,238$05,238D
Restricted Stock Units(1)04/01/2026A4,064 (5) (5)Common Stock4,064$04,064D
Performance Stock Units(3)04/01/2026A4,064 (6) (6)Common Stock4,064$04,064D
Restricted Stock Units(1)04/01/2026A963 (7) (7)Common Stock963$0963D
Performance Stock Units(3)04/01/2026A964 (8) (8)Common Stock964$0964D
Restricted Stock Units(1)04/01/2026A2,007 (9) (9)Common Stock2,007$02,007D
Performance Stock Units(3)04/01/2026A2,008 (10) (10)Common Stock2,008$02,008D
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 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.
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 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.
9. 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.
10. 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 did Microchip (MCHP) executive Joseph Krawczyk receive in this Form 4?

Joseph R. Krawczyk II received multiple grants of restricted stock units and performance stock units. Each unit represents a contingent right to one share of Microchip common stock, forming part of his long-term equity compensation package tied to service and company performance.

How do the restricted stock units granted to the MCHP executive vest?

The restricted stock units vest in scheduled installments between May 15, 2027 and February 15, 2030. Vesting occurs quarterly or in full on specified dates, as long as the executive remains a service provider through each vesting date, with shares delivered upon vest.

What performance metrics determine the PSUs granted to the Microchip executive?

The performance stock units depend on Microchip’s cumulative non-GAAP operating margin over 4, 8, or 12 quarters. Target PSU shares are based on margin goals of 30.5%, 31.0%, and 31.5%, and the actual number of shares earned varies with achieved non-GAAP operating margin.

Over what periods are the MCHP PSUs measured and when do they vest?

Measurement periods end on March 31, 2027, March 31, 2028, and March 31, 2029. Earned performance stock units then vest either in four equal installments or in full on dates from May 15, 2027 through May 15, 2030, subject to continued service.

How many Microchip common shares does the executive hold after these grants?

After the reported awards, the executive directly holds 13,926 shares of Microchip common stock. This figure reflects his direct ownership position shown in the filing and does not include unvested RSUs or PSUs, which remain contingent until vesting or performance conditions are met.

Are the PSUs in this Microchip filing guaranteed to convert into shares?

The performance stock units are not guaranteed; they are contingent awards. The actual number of shares earned can be higher or lower than the target amounts, depending entirely on Microchip’s cumulative non-GAAP operating margin over the specified multi-quarter measurement periods.