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MU Form 4: Executive award vesting and tax withholdings disclosed

Filing Impact
(Very High)
Filing Sentiment
(Very Negative)
Form Type
4

Rhea-AI Filing Summary

Micron Technology (MU): Executive equity transactions reported. The EVP and Chief People Officer reported multiple award vestings and related tax withholdings on 10/13/2025, with an additional tax withholding on 10/15/2025. These included 16,520 shares from restricted stock awards and shares delivered from performance-based RSUs, while shares were withheld to cover taxes at $181.60 on 10/13 and $187.06 on 10/15. Following the reported transactions, beneficial ownership stood at 180,618 shares held directly.

The Compensation Committee certified performance for prior PRSU grants: DRAM revenue and Data Center NAND at 233% of target (2022 grant), relative total shareholder return at 128% of target (2022 grant), High Growth-Segments and HBM3E+ at 233% of target (2023 grant), and relative total shareholder return at 111% of target (2023 grant).

Positive

  • None.

Negative

  • None.
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
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*
ARNZEN APRIL S

(Last) (First) (Middle)
8000 S. FEDERAL WAY

(Street)
BOISE ID 83716

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MICRON TECHNOLOGY INC [ MU ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP and Chief People Officer
3. Date of Earliest Transaction (Month/Day/Year)
10/13/2025
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 10/13/2025 A 16,520(1) A $0.00 148,100 D
Common Stock 10/13/2025 F 5,335(2) D $181.6 142,765 D
Common Stock 10/13/2025 F 3,689(2) D $181.6 139,076 D
Common Stock 10/13/2025 M 14,183(3) A $0.00 153,259 D
Common Stock 10/13/2025 F 6,082(2) D $181.6 147,177 D
Common Stock 10/13/2025 M 21,808(3) A $0.00 168,985 D
Common Stock 10/13/2025 F 9,666(2) D $181.6 159,319 D
Common Stock 10/13/2025 M 12,446(4) A $0.00 171,765 D
Common Stock 10/13/2025 F 5,345(2) D $181.6 166,420 D
Common Stock 10/13/2025 M 10,439(5) A $0.00 176,859 D
Common Stock 10/13/2025 F 4,907(2) D $181.6 171,952 D
Common Stock 10/13/2025 M 10,439(5) A $0.00 182,391 D
Common Stock 10/13/2025 F 4,907(2) D $181.6 177,484 D
Common Stock 10/13/2025 M 8,910(6) A $0.00 186,394 D
Common Stock 10/13/2025 F 4,188(2) D $181.6 182,206 D
Common Stock 10/15/2025 F 1,588(2) D $187.06 180,618 D
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
Performance Restricted Stock Units $0.00 10/13/2025 M 5,332 (3) (3) Common Stock 14,183(3) $0.00 0.00 D
Performance Restricted Stock Units $0.00 10/13/2025 M 5,332 (3) (3) Common Stock 21,808(3) $0.00 0.00 D
Performance Restricted Stock Units $0.00 10/13/2025 M 8,410 (4) (4) Common Stock 12,446(4) $0.00 0.00 D
Performance Restricted Stock Units $0.00 10/13/2025 M 10,440 (5) (5) Common Stock 10,440(5) $0.00 10,440 D
Performance Restricted Stock Units $0.00 10/13/2025 M 10,440 (5) (5) Common Stock 10,440(5) $0.00 10,440 D
Performance Restricted Stock Units $0.00 10/13/2025 M 8,911 (6) (6) Common Stock 8,911(6) $0.00 8,911 D
Explanation of Responses:
1. Restricted Stock Awards vest in three equal annual installments beginning on the first anniversary of the grant date.
2. Withholding of common stock shares to satisfy tax withholding obligations in connection with the vesting of previously granted awards.
3. The Compensation Committee certified achievement of pre-established performance goals related to DRAM revenue and Data Center NAND each at a level of 233% of target under the performance-based restricted stock units ("PRSU") with a 3-year performance period previously awarded on October 13, 2022. As reported at grant, the PRSUs could result in a payout (if earned) that varies (starting at 0%) based on actual achievement of the goals, subject to a 200% aggregate limit on the total target shares that may be received under the PRSUs awarded on October 13, 2022. 100% of any shares earned as a result of the achievement of the performance goals measured at the end of year 3 of the performance period as well as certain unvested shares earned as a result of the achievement of performance goals measured at the end of year 2 of the performance period which remained subject to vesting vested upon certification of the achievement of performance goals at the end of year 3 of the performance period.
4. The Compensation Committee certified achievement of pre-established performance goals related to relative total shareholder return at a level of 128% of target under the performance-based restricted stock units ("PRSU") with a 3-year performance period previously awarded on October 13, 2022. As reported at grant, the PRSUs could result in a payout (if earned) that varies (starting at 0%) based on actual achievement of the goals, subject to a 200% aggregate limit on the total target shares that may be received under the PRSUs awarded on October 13, 2022. 100% of any shares earned as a result of the achievement of the performance goals measured at the end of year 3 of the performance period as well as certain unvested shares earned as a result of the achievement of performance goals measured at the end of year 2 of the performance period (which remained subject to vesting) vested upon certification of the achievement of performance goals at the end of year 3 of the performance period.
5. The Compensation Committee certified achievement of pre-established performance goals related to High Growth-Segments and HBM3E+ each at a level of 233% of target under the performance-based restricted stock units ("PRSU") with a 3-year performance period previously awarded on October 13, 2023. The payout for the PRSUs (if earned) varies (starting at 0%) based on actual achievement of the goals, subject to a 200% aggregate limit on the total target shares that may be received under the PRSUs awarded on October 13, 2023. The reported shares represent the shares earned, 50% of which vested upon certification of the performance at the end of year 2 of the performance period and 50% remain subject to vesting until the certification of performance goals at the end of year 3 of the performance period.
6. The Compensation Committee certified achievement of pre-established performance goals related to relative total shareholder return at a level of 111% of target under the performance-based restricted stock units ("PRSU") with a 3-year performance period previously awarded on October 13, 2023. The payout for the PRSUs (if earned) varies (starting at 0%) based on actual achievement of the goals, subject to a 200% aggregate limit on the total target shares that may be received under the PRSUs awarded on October 13, 2023. The reported shares represent the shares earned, 50% of which vested upon certification of the performance at the end of year 2 of the performance period and 50% remain subject to vesting until the certification of performance goals at the end of year 3 of the performance period.
Remarks:
Mai Lan Bui, Attorney-in-fact 10/15/2025
** 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 did Micron (MU) disclose in this Form 4?

The EVP and Chief People Officer reported award vestings and share withholdings for taxes tied to restricted stock and performance-based RSUs.

When did the Micron (MU) transactions occur?

Transactions occurred on 10/13/2025, with an additional tax withholding on 10/15/2025.

What prices were used for tax withholdings in the MU Form 4?

Shares were withheld at $181.60 on 10/13/2025 and $187.06 on 10/15/2025.

How many MU shares does the reporting person hold after these transactions?

Beneficial ownership is 180,618 shares held directly after the reported transactions.

What PRSU performance levels were certified for MU awards?

Certified at 233% (DRAM revenue & Data Center NAND, 2022 grant), 128% (TSR, 2022 grant), 233% (High Growth-Segments & HBM3E+, 2023 grant), and 111% (TSR, 2023 grant).

Were the acquisitions sales or vestings?

They reflect vestings/conversions (code M) and restricted stock vesting (acquisitions at $0.00), with share withholdings for taxes (code F).
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