595112AR4 Filings — Micron Technology, Inc. - FilingSpy
595112AR4
Micron Technology, Inc.
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A maker of the memory chips inside phones, computers, and data centers, Micron produces DRAM, NAND, and high-bandwidth memory used from smartphones to AI servers, sold to consumers under the Crucial brand. Founded in 1978 in Boise, Idaho, by twin brothers Ward and Joe Parkinson, it started designing chips in the basement of a dental office before pivoting to manufacturing. The name comes from the micron, a length unit of one-thousandth of a millimeter.
Micron appoints Manish Bhatia as President and COO and Scott DeBoer as President and CTPO, effective immediately.
Manish Bhatia, 54, previously Executive Vice President of Global Operations, will lead global operations and business units with accountability for the operating P&L, capital investment, manufacturing execution, and customer demand, pricing, and delivery.
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On August 26, 2026, Micron announced the appointments of Manish Bhatia as President and Chief Operating Officer and Dr. Scott DeBoer as President and Chief Technology and Products Officer, effective immediately.
Dr. Scott DeBoer, 60, previously Executive Vice President and Chief Technology and Products Officer, will oversee the memory and storage roadmap, accelerate innovation, and lead Micron Research Labs.
Sumit Sadana has transitioned from Executive Vice President and Chief Business Officer to Senior Advisor to the CEO.
No changes to compensation arrangements for Bhatia or DeBoer were disclosed, and no family relationships or material interests requiring disclosure were reported.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 9.01 Financial Statements and Exhibits
Micron appoints Alexis Black Björlin to board of directors
Dr. Björlin is deemed an independent director under Nasdaq rules and will also serve on the Governance and Sustainability Committee.
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On June 9, 2026, Micron Technology, Inc. appointed Dr. Alexis Black Björlin as a member of its Board of Directors.
Following her appointment, the Board will have nine directors, eight of whom are independent.
She will participate in the 2025 Director Compensation Plan, receiving a pro rata cash retainer of $125,000 and a pro rata restricted stock grant valued at $250,000.
Dr. Björlin currently serves as Chief Strategy Officer at General Catalyst and previously held senior roles at NVIDIA, Meta, Broadcom, Intel, and Source Photonics.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 9.01 Financial Statements and Exhibits
Micron prices and completes cash tender offers for six series of senior notes
The tender offers expired at 5:00 p.m. New York City time on March 31, 2026, and Micron expects to accept all validly tendered notes and pay for them on April 3, 2026.
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On March 31, 2026, Micron priced cash tender offers for any and all of six series of senior notes due 2031-2035, with notes consideration ranging from $1,048.11 to $1,079.93 per $1,000 principal.
As of expiration, holders had validly tendered an aggregate principal amount of $4,315,311,000 across all six series, plus an additional $140,085,000 subject to guaranteed delivery procedures.
The largest tendered amount was $1,029,483,000 of the 6.050% Senior Notes due 2035, out of $1,250,000,000 outstanding.
BofA Securities, Morgan Stanley & Co. LLC, and Wells Fargo Securities, LLC acted as lead dealer managers for the tender offers.
8.01 Other Events · 9.01 Financial Statements and Exhibits
Micron commences cash tender offers for any and all of six series of senior notes due 2031-2035.
The aggregate principal amounts outstanding across the six series range from $500 million to $1.25 billion, totaling $5.4 billion.
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On March 25, 2026, Micron Technology, Inc. announced cash tender offers to purchase any and all of its outstanding 5.300% Senior Notes due 2031, 5.650% Senior Notes due 2032, 5.875% Senior Notes due 2033 (two series), 5.800% Senior Notes due 2035, and 6.050% Senior Notes due 2035.
The tender offers expire at 5:00 p.m. New York City time on March 31, 2026, unless extended or earlier terminated, with settlement expected on April 3, 2026.
Holders who validly tender before the expiration time will receive the notes consideration plus accrued and unpaid interest up to, but not including, the settlement date.
The offers are not conditioned on any minimum amount of any series being tendered, and Micron may terminate, withdraw, or amend the offers at any time subject to applicable law.
8.01 Other Events · 9.01 Financial Statements and Exhibits
Micron reports record Q2 FY2026 revenue of $23.86B, net income of $13.79B
Revenue for fiscal Q2 2026 ended February 26, 2026 was $23.86 billion, up from $13.64 billion in the prior quarter and $8.05 billion in the same period last year.
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GAAP net income was $13.79 billion, or $12.07 per diluted share; non-GAAP net income was $14.02 billion, or $12.20 per diluted share.
Operating cash flow was $11.90 billion, compared to $8.41 billion in the prior quarter and $3.94 billion in the year-ago quarter.
The company declared a quarterly dividend of $0.15 per share, payable April 15, 2026, reflecting a 30% increase approved by the board.
For fiscal Q3 2026, Micron guides revenue of $33.5 billion ± $750 million, GAAP gross margin of approximately 81%, and GAAP diluted EPS of $18.90 ± $0.40.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits
Micron stockholders approve officer exculpation amendment; 8 directors elected at annual meeting
At the January 15, 2026 annual meeting, stockholders approved an amendment to Micron's Restated Certificate of Incorporation to eliminate certain officers' personal liability for monetary damages for duty of care breaches under Delaware law.
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The Certificate of Amendment was filed with the Delaware Secretary of State and became effective on January 21, 2026.
All eight director nominees were elected, including Sanjay Mehrotra (782,416,311 for) and MaryAnn Wright (781,196,519 for), each with over 103 million broker non-votes.
The non-binding say-on-pay proposal passed with 770,405,752 votes for and 39,292,984 against.
A stockholder proposal to amend special meeting rights failed, with 461,839,590 votes against and 348,670,930 for.
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year · 5.07 Submission of Matters to a Vote of Security Holders · 9.01 Financial Statements and Exhibits
Micron reports record fiscal Q1 2026 revenue of $13.64 billion
Revenue for fiscal Q1 2026 (ended November 27, 2025) was $13.64 billion, up from $11.32 billion in the prior quarter and $8.71 billion in the same period last year.
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GAAP net income was $5.24 billion, or $4.60 per diluted share; non-GAAP net income was $5.48 billion, or $4.78 per diluted share.
Operating cash flow was $8.41 billion, and adjusted free cash flow was $3.9 billion.
For fiscal Q2 2026, Micron guides revenue of $18.70 billion ± $400 million, GAAP gross margin of 67.0% ± 1.0%, and GAAP diluted EPS of $8.19 ± $0.20.
The Board declared a quarterly dividend of $0.115 per share, payable January 14, 2026.
2.02 Results of Operations and Financial Condition · 9.01 Financial Statements and Exhibits