[Form 4] MICROCHIP TECHNOLOGY INC Insider Trading Activity

Rhea-AI Filing Summary

Microchip Technology (MCHP) Senior VP and CFO, reporting as an indirect owner via a trust, disclosed multiple equity award settlements on November 15 and 17, 2025. Restricted stock units and performance stock units converted into common stock at an exercise price of $51.7 per share, shown as transaction code “M” in both the non-derivative and derivative tables.

Shares were delivered to the executive as the awards vested, while some shares (code “F”) were withheld to cover obligations, leaving 34,381 shares of common stock beneficially owned indirectly by the trust after the final reported transaction. The PSUs are tied to Microchip’s cumulative non-GAAP operating margin targets over 12-quarter periods ending on September 30, 2024 and September 30, 2025, reflecting performance-based compensation.

SEC Form 4

FORM 4

UNITED 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

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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^*

Bjornholt James Eric

(Last) (First) (Middle)

C/O MICROCHIP TECHNOLOGY INCORPORATED

2355 WEST CHANDLER BOULEVARD

(Street)

CHANDLER AZ 85224-6199

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MICROCHIP TECHNOLOGY INC [ MCHP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SENIOR VP AND CFO

3. Date of Earliest Transaction (Month/Day/Year)
11/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	11/15/2025		M		1,554	A	$51.7	31,643	I	Shares held Indirectly, by Trust.
Common Stock	11/15/2025		F		666	D	$51.7	30,977	I	Shares held Indirectly, by Trust.
Common Stock	11/15/2025		M		2,708	A	$51.7	33,685	I	Shares held Indirectly, by Trust.
Common Stock	11/15/2025		F		1,161	D	$51.7	32,524	I	Shares held Indirectly, by Trust.
Common Stock	11/15/2025		M		776	A	$51.7	33,300	I	Shares held Indirectly, by Trust.
Common Stock	11/15/2025		F		333	D	$51.7	32,967	I	Shares held Indirectly, by Trust.
Common Stock	11/15/2025		M		1,354	A	$51.7	34,321	I	Shares held Indirectly, by Trust.
Common Stock	11/15/2025		F		581	D	$51.7	33,740	I	Shares held Indirectly, by Trust.
Common Stock	11/17/2025		M		736	A	$51.7	34,476	I	Shares held Indirectly, by Trust.
Common Stock	11/17/2025		F		316	D	$51.7	34,160	I	Shares held Indirectly, by Trust.
Common Stock	11/17/2025		M		388	A	$51.7	34,548	I	Shares held Indirectly, by Trust.
Common Stock	11/17/2025		F		167	D	$51.7	34,381	I	Shares held Indirectly, by Trust.

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$51.7	11/15/2025		M			1,554	(1)	(1)	Common Stock	1,554	$0	0	D
Performance Stock Units	$51.7	11/15/2025		M			2,708	(2)	(2)	Common Stock	2,708	$0	0	D
Restricted Stock Units	$51.7	11/15/2025		M			776	(3)	(3)	Common Stock	776	$0	2,328	D
Performance Stock Units	$51.7	11/15/2025		M			1,354	(4)	(4)	Common Stock	1,354	$0	2,334	D
Restricted Stock Units	$51.7	11/17/2025		M			736	(5)	(5)	Common Stock	736	$0	0	D
Performance Stock Units	$51.7	11/17/2025		M			388	(6)	(6)	Common Stock	388	$0	0	D

Explanation of Responses:

1. The restricted stock units vested in full on November 15, 2025. Vested shares were delivered to the reporting person upon vest.

2. 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 on November 15, 2025. Vested shares were delivered to the reporting person upon vest.

3. The restricted stock units vest in three quarterly installments of 1,556 shares beginning November 15, 2023, one quarterly installment of 1,554 shares on August 15, 2024, and eight quarterly installments of 776 shares beginning on November 15, 2024. Vested shares were delivered to the reporting person upon vest.

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 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 will vest 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.

5. The restricted stock units vested in full on November 17, 2025. Vested shares were 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 12 quarters ending September 30, 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 November 17, 2025. Vested shares were delivered to the reporting person upon vest.

Remarks:

	Deborah L. Wussler, as Attorney-in-Fact	11/19/2025
	** Signature of Reporting Person	Date
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.

FAQ

What does the MCHP Form 4 filing disclose about the CFO’s holdings?

The filing shows that Microchip Technology’s Senior VP and CFO now beneficially owns 34,381 shares of MCHP common stock held indirectly through a trust after recent equity award settlements.

What transactions did the MCHP CFO report on November 15, 2025?

On November 15, 2025, the CFO reported multiple “M” transactions where restricted stock units and performance stock units converted into MCHP common stock at $51.7 per share, along with “F” transactions where shares were withheld.

What transactions did the MCHP CFO report on November 17, 2025?

On November 17, 2025, additional RSUs and PSUs vested and converted at $51.7 per share, with related “F” transactions for share withholding, further updating the indirect holdings in the trust.

How are the MCHP performance stock units (PSUs) structured?

Each PSU represents a contingent right to receive MCHP common stock based on cumulative non-GAAP operating margin over 12 quarters, with targets tied to a 40.0% margin for periods ending September 30, 2024 and September 30, 2025.

When did the reported MCHP restricted stock units vest?

The filing states that certain restricted stock units vested in full on November 15, 2025 and November 17, 2025, with vested shares delivered to the reporting person upon vesting.

What role does the reporting person hold at Microchip Technology (MCHP)?

The reporting person is identified as an officer of Microchip Technology with the title Senior VP and CFO, and the transactions are reported as indirect ownership via a trust.

Are the reported MCHP shares held directly or indirectly by the CFO?

All the common stock positions listed in this excerpt are reported as indirect ownership, described as “Shares held Indirectly, by Trust.”