MICROCHIP TECHNOLOGY INC — Capital/Financing Update 2022

Apr 1, 2022

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported)

April 1, 2022

MICROCHIP TECHNOLOGY INCORPORATED
(Exact Name Of Registrant As Specified In Its Charter)

Delaware	0-21184	86-0629024
(State Or Other Jurisdiction Of Incorporation)	(Commission File No.)	(IRS Employer Identification No.)

2355 West Chandler Boulevard , Chandler , Arizona 85224-6199

(Address Of Principal Executive Offices, Including Zip Code)

( 480 ) 792-7200

(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Stock, $0.001 par value	MCHP	NASDAQ Stock Market LLC
		(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

On April 1, 2022, Microchip Technology Incorporated made an irrevocable election with respect to its 1.625% Convertible Senior Subordinated Notes due 2025 (the “2025 Notes”), 2.250% Convertible Junior Subordinated Notes due 2037 (the “2037 Notes”), 1.625% Convertible Senior Subordinated Notes due 2027 (the “2027 Notes”), and 0.125% Convertible Senior Subordinated Notes due 2024 (the “2024 Notes” and together with the 2025 Notes, the 2037 Notes, the 2027 Notes, the “Notes”) to settle all Conversion Obligations (as defined in the indenture governing the applicable series of Notes) with respect to each series of Notes through Combination Settlement (as defined in the indenture governing the applicable series of Notes) with a Specified Dollar Amount (as defined in the indenture governing the applicable series of Notes) per $1,000 principal amount of such Notes of at least $1,000, in each case, pursuant to the terms of the indenture governing the applicable series of Notes.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	MICROCHIP TECHNOLOGY INCORPORATED
Date: April 1, 2022	By: /s/ J. Eric Bjornholt
	J. Eric Bjornholt
	Senior Vice President and Chief Financial Officer