MICRON TECHNOLOGY INC — Director's Dealing 2022

Oct 17, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICRON TECHNOLOGY INC (MU)
CIK: 0000723125
Period of Report: 2022-10-13

Reporting Person: Sadana Sumit (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-10-13	Common Stock	A	80569.00	$0.00	Acquired	248468.00	Direct
2022-10-13	Common Stock	M	49485.00	$0.00	Acquired	297953.00	Direct
2022-10-13	Common Stock	F	23372.00	$52.75	Disposed	274581.00	Direct
2022-10-13	Common Stock	M	1311.00	$0.00	Acquired	275892.00	Direct
2022-10-13	Common Stock	F	620.00	$52.75	Disposed	275272.00	Direct
2022-10-13	Common Stock	M	31286.00	$0.00	Acquired	306558.00	Direct
2022-10-13	Common Stock	F	16247.00	$52.75	Disposed	290311.00	Direct
2022-10-13	Common Stock	M	12160.00	$0.00	Acquired	302471.00	Direct
2022-10-13	Common Stock	F	6315.00	$52.75	Disposed	296156.00	Direct
2022-10-13	Common Stock	F	7377.00	$52.75	Disposed	288779.00	Direct
2022-10-16	Common Stock	F	9783.00	$52.72	Disposed	278996.00	Direct
2022-10-16	Common Stock	F	10342.00	$52.72	Disposed	268654.00	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2022-10-13	Performance Restricted Stock Units	$0.00	M	14139.00	Disposed		Common Stock (49485.00)	Direct
2022-10-13	Performance Restricted Stock Units	$0.00	M	11272.00	Disposed		Common Stock (1311.00)	Direct
2022-10-13	Performance Restricted Stock Units	$0.00	M	15643.00	Disposed		Common Stock (31286.00)	Direct
2022-10-13	Performance Restricted Stock Units	$0.00	M	13218.00	Disposed		Common Stock (12160.00)	Direct
2022-10-13	Performance Restricted Stock Units	$0.00	A	31769.00	Acquired		Common Stock (31769.00)	Direct
2022-10-13	Performance Restricted Stock Units	$0.00	A	20142.00	Acquired		Common Stock (20142.00)	Direct
2022-10-13	Performance Restricted Stock Units	$0.00	A	20142.00	Acquired		Common Stock (20142.00)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	32500.00	Indirect

Footnotes

F1: Restricted Stock Award vests 33 1/3% on October 15, 2023, and 1/12 of the total restricted stock award vests quarterly thereafter.

F10: Each performance-based restricted stock unit represents the right to receive, following vesting, a percentage of one share of common stock based upon the achievement of pre-established performance goals related to relative total shareholder return over a 3-year performance period beginning September 4, 2020 and ending August 31, 2023 (subject to a 200% aggregate limit on the total target shares that may be received under the performance-based restricted stock units awarded on October 16, 2020), and certification of such performance by the Compensation Committee.

F11: Each performance-based restricted stock unit represents the right to receive, following vesting, a percentage of one share of common stock based upon the achievement of pre-established performance goals related to relative total shareholder return over a 3-year period beginning September 2, 2022 and ending August 28, 2025 (subject to a 200% aggregate limit on the total target shares that may be received under the performance-based restricted stock units awarded on October 13, 2022), and certification of such performance by the Compensation Committee.

F12: Each performance-based restricted stock unit represents the right to receive, following vesting, a percentage of one share of common stock based upon the achievement of pre-established performance goals related to NAND delivery and solutions over a 3-year period beginning September 2, 2022 and ending August 28, 2025 (subject to a 200% aggregate limit on the total target shares that may be received under the performance-based restricted stock units awarded on October 13, 2022), and certification of such performance by the Compensation Committee.

F13: Each performance-based restricted stock unit represents the right to receive, following vesting, a percentage of one share of common stock based upon the achievement of pre-established performance goals related to DRAM revenue over a 3-year period beginning September 2, 2022 and ending August 28, 2025 (subject to a 200% aggregate limit on the total target shares that may be received under the performance-based restricted stock units awarded on October 13, 2022), and certification of such performance by the Compensation Committee.

F2: The Compensation Committee certified achievement of the pre-established performance goals at a level resulting in a vest of 100% of the total target shares under the performance-based restricted stock units previously awarded on October 16, 2019. As reported at grant, the performance-based restricted stock unit could result in a payout that varies based on actual achievement of the goals, subject to a 200% aggregate limit on the payout of target shares.

F3: Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of previously granted awards.

F4: The Compensation Committee certified achievement of pre-established performance goals related to NAND delivery and solutions at a level resulting in a vest of 100% of the total target shares under the performance-based restricted stock units previously awarded on October 16, 2020. As reported at grant, the performance-based restricted stock unit could result in a payout that varies based on actual achievement of the goals, subject to a 200% aggregate limit on the payout of target shares.

F5: The Compensation Committee certified achievement of pre-established performance goals related to relative total shareholder return at a level resulting in a vest of 46% of the total target shares under the performance-based restricted stock units previously awarded on October 16, 2020. As reported at grant, the performance-based restricted stock unit could result in a payout that varies based on actual achievement of the goals, subject to a 200% aggregate limit on the payout of target shares.

F6: Shares held in a Trust for the benefit of the reporting person and his family, with the reporting person as a co-trustee with his spouse.

F7: Each performance-based restricted stock unit represents the right to receive, following vesting, a percentage of one share of common stock based upon the achievement of pre-established performance goals related to NAND delivery and solutions over a 3-year performance period beginning August 30, 2019 and ending September 1, 2022 (subject to a 200% aggregate limit on the total target shares that may be received under the performance-based restricted stock units awarded on October 16, 2019), and certification of such performance by the Compensation Committee.

F8: Each performance-based restricted stock unit represents the right to receive, following vesting, a percentage of one share of common stock based upon the achievement of pre-established performance goals related to relative total shareholder return over a 3-year performance period beginning August 30, 2019 and ending September 1, 2022 (subject to a 200% aggregate limit on the total target shares that may be received under the performance-based restricted stock units awarded on October 16, 2019), and certification of such performance by the Compensation Committee.

F9: Each performance-based restricted stock unit represents the right to receive, following vesting, a percentage of one share of common stock based upon the achievement of pre-established performance goals related to NAND delivery and solutions over a 3-year performance period beginning September 4, 2020 and ending August 31, 2023 (subject to a 200% aggregate limit on the total target shares that may be received under the performance-based restricted stock units awarded on October 16, 2020), and certification of such performance by the Compensation Committee.