Micron MU insider: PRSU vesting, tax withholdings disclosed

Rhea-AI Filing Summary

Micron Technology (MU) reported insider activity by its EVP & Chief Financial Officer. On 10/13/2025, awards vested and performance-based restricted stock units converted to common shares (code M), and shares were withheld to cover taxes (code F) at $181.6; additional tax withholding occurred on 10/15/2025 at $187.06. Following these transactions, the officer beneficially owned 345,693 shares.

Footnotes state the Compensation Committee certified performance for PRSUs granted on October 13, 2022 and October 13, 2023, including DRAM/Data Center NAND at 233% of target (subject to a 200% aggregate cap), relative TSR at 128% (2022 grant) and 111% (2023 grant), and High Growth-Segments/HBM3E+ at 233%, triggering vesting per plan terms.

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^*

Murphy Mark J.

(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 & Chief Financial 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		27,533(1)	A	$0.00	291,569	D
Common Stock	10/13/2025		F		9,271(2)	D	$181.6	282,298	D
Common Stock	10/13/2025		F		6,404(2)	D	$181.6	275,894	D
Common Stock	10/13/2025		M		24,425(3)	A	$0.00	300,319	D
Common Stock	10/13/2025		F		10,717(2)	D	$181.6	289,602	D
Common Stock	10/13/2025		M		37,556(3)	A	$0.00	327,158	D
Common Stock	10/13/2025		F		17,019(2)	D	$181.6	310,139	D
Common Stock	10/13/2025		M		21,434(4)	A	$0.00	331,573	D
Common Stock	10/13/2025		F		9,418(2)	D	$181.6	322,155	D
Common Stock	10/13/2025		M		17,746(5)	A	$0.00	339,901	D
Common Stock	10/13/2025		F		8,518(2)	D	$181.6	331,383	D
Common Stock	10/13/2025		M		17,746(5)	A	$0.00	349,129	D
Common Stock	10/13/2025		F		8,518(2)	D	$181.6	340,611	D
Common Stock	10/13/2025		M		15,148(6)	A	$0.00	355,759	D
Common Stock	10/13/2025		F		7,271(2)	D	$181.6	348,488	D
Common Stock	10/15/2025		F		2,795(2)	D	$187.06	345,693	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			9,183	(3)	(3)	Common Stock	24,425(3)	$0.00	0.00	D
Performance Restricted Stock Units	$0.00	10/13/2025		M			9,183	(3)	(3)	Common Stock	37,556(3)	$0.00	0.00	D
Performance Restricted Stock Units	$0.00	10/13/2025		M			14,483	(4)	(4)	Common Stock	21,434(4)	$0.00	0.00	D
Performance Restricted Stock Units	$0.00	10/13/2025		M		17,747		(5)	(5)	Common Stock	17,747(5)	$0.00	17,747	D
Performance Restricted Stock Units	$0.00	10/13/2025		M		17,747		(5)	(5)	Common Stock	17,747(5)	$0.00	17,747	D
Performance Restricted Stock Units	$0.00	10/13/2025		M		15,148		(6)	(6)	Common Stock	15,148(6)	$0.00	15,148	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
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FAQ

What did MU disclose in this Form 4?

An officer reported equity award vesting and PRSU conversions (code M) and share withholding for taxes (code F) on 10/13/2025 and 10/15/2025.

How many shares does the reporting person own after these transactions?

The officer beneficially owned 345,693 shares following the reported transactions.

What prices were used for tax withholding (code F)?

Shares were withheld at $181.6 on 10/13/2025 and at $187.06 on 10/15/2025.

Which performance goals were certified for the PRSUs?

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

Were there limits on PRSU payouts?

Yes. The PRSU payouts are subject to a 200% aggregate limit on the total target shares for the applicable awards, as stated.

What role does the reporting person hold at Micron (MU)?

The reporting person is an Officer, serving as EVP & Chief Financial Officer.

Did any shares vest from time-based awards?

Yes. 27,533 restricted stock award shares vested, per the footnote describing three equal annual installments.