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Microchip (NASDAQ: MCHP) COO receives new PSU and RSU equity awards

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

Rhea-AI Filing Summary

Simoncic Richard J reported acquisition or exercise transactions in this Form 4 filing.

Microchip Technology Chief Operating Officer Richard J. Simoncic reported new equity awards rather than open‑market trades. He received 3,524 Performance Stock Units and 3,523 Restricted Stock Units, each representing a contingent right to one share of common stock as compensation.

The restricted stock units will vest in full on August 15, 2030 if he remains a service provider, with shares delivered at vesting. The performance stock units are tied to Microchip’s cumulative non‑GAAP operating margin over 12 quarters ending June 30, 2029, with the reported 3,524 units reflecting a target level based on achieving a 33.5% margin. Actual PSU shares earned may be higher or lower depending on performance, and earned PSUs will also vest on August 15, 2030.

Positive

  • None.

Negative

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Insider Simoncic Richard J
Role CHIEF OPERATING OFFICER
Type Security Shares Price Value
Grant/Award Restricted Stock Units 3,523 $0.00 --
Grant/Award Performance Stock Units 3,524 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 3,523 shares (Direct, null); Performance Stock Units — 3,524 shares (Direct, null); Common Stock — 130,508 shares (Indirect, Shares held Indirectly, by Trust.)
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 will vest in full on August 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 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 12 quarters ending June 30, 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 33.5% 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 on August 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.
Performance Stock Units granted 3,524 units Target PSU award to COO as of July 1, 2026
Restricted Stock Units granted 3,523 units RSU award to COO as of July 1, 2026
Indirect common shares held by trust 130,508 shares Indirect ownership reported as of July 1, 2026
PSU measurement period length 12 quarters Cumulative non-GAAP operating margin through June 30, 2029
Target non-GAAP operating margin 33.5% Target for earning reported PSU share count
Vesting date for RSUs and PSUs August 15, 2030 Awards vest if service continues through this date
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..."
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.
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.
non-GAAP operating margin financial
"based on Microchip's cumulative non-GAAP operating margin over a period of 12 quarters ending June 30, 2029."
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.
2004 Equity Incentive Plan financial
"Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated (Microchip) 2004 Equity Incentive Plan represents a contingent right..."
service provider financial
"The restricted stock units will vest in full on August 15, 2030 as long as the individual remains a service provider through the vesting date."
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Learn about SEC filing dates
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*
Simoncic Richard J

(Last)(First)(Middle)
C/O MICROCHIP TECHNOLOGY INCORPORATED
2355 WEST CHANDLER BOULEVARD

(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)
CHIEF OPERATING OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
07/01/2026
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 Stock130,508IShares 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)07/01/2026A3,523 (2) (2)Common Stock3,523$03,523D
Performance Stock Units(3)07/01/2026A3,524 (4) (4)Common Stock3,524$03,524D
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 will vest in full on August 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.
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 12 quarters ending June 30, 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 33.5% 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 on August 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-Fact07/06/2026
** 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 MCHP COO Richard Simoncic report in this Form 4?

Richard Simoncic reported new equity awards, not stock trades. He received 3,524 Performance Stock Units and 3,523 Restricted Stock Units, each convertible into one share of Microchip common stock upon vesting, as part of his compensation package.

How many Performance Stock Units did the MCHP COO receive and what do they represent?

He received 3,524 Performance Stock Units (PSUs). Each PSU represents a contingent right to one share of Microchip common stock, with the actual number of shares earned depending on Microchip’s cumulative non‑GAAP operating margin over the 12 quarters ending June 30, 2029.

What are the terms of the Restricted Stock Units granted to the MCHP COO?

He was granted 3,523 Restricted Stock Units (RSUs). Each RSU entitles him to one share of common stock, vesting in full on August 15, 2030, provided he remains a service provider through that date, with shares delivered upon vesting.

How is Microchip’s performance measured for the PSU grant to the COO?

The PSU grant is tied to non‑GAAP operating margin performance. Target shares are based on achieving a 33.5% cumulative non‑GAAP operating margin over 12 quarters ending June 30, 2029, with the final number of shares adjusted up or down depending on actual results.

When will the MCHP COO receive shares from these PSU and RSU awards?

Shares will be delivered only after vesting. Earned Performance Stock Units and all Restricted Stock Units are scheduled to vest on August 15, 2030, assuming continued service, and the corresponding shares of common stock will be delivered at that time.

What does the indirect holding of MCHP common stock by trust indicate in this filing?

The filing shows 130,508 common shares held indirectly through a trust. This line reflects existing indirect ownership rather than a new transaction, indicating shares attributed to Simoncic via a trust structure, not a recent market purchase or sale.