MICRON TECHNOLOGY INC
For the period ended Jan 15, 2026. Filed Nov 25, 2025.
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Jan 15, 2026 · Filed Nov 25, 2025
Contents
80 | 2025 Proxy Statement
| Average Non-PEO NEOs | |||||
|---|---|---|---|---|---|
| Fiscal 2025 | Fiscal 2024 | Fiscal 2023 | Fiscal 2022 | Fiscal 2021 | |
| Summary Compensation Table Total | $11,229,365 | $10,791,271 | $8,414,800 | $10,446,440 | $7,697,877 |
| - grant date fair value of awards granted in fiscal year | (9,062,458) | (8,437,350) | (7,750,012) | (7,771,995) | (5,624,972) |
| + fair value of outstanding and unvested awards at fiscal year end that were granted in fiscal year | 10,594,929 | 11,658,872 | 10,097,981 | 5,492,754 | 7,918,513 |
| +/- change, from prior fiscal year end, in fair value of awards granted in any prior fiscal year outstanding and unvested | 13,802,433 | 11,856,045 | 2,455,380 | (2,077,206) | 8,310,020 |
| + fair value as of vesting date of equity awards granted and vested in the year | — | — | — | — | — |
| +/- change, from prior fiscal year end, in fair value at vesting date of any awards granted in any prior fiscal year for which all applicable vesting conditions were satisfied at end of or during fiscal year | 1,752,176 | 15,055 | 309,198 | (761,113) | 1,256,650 |
| - fair value at end of prior fiscal year of any awards granted in any prior fiscal year that failed to meet applicable vesting conditions during fiscal year | — | — | — | (1,170,912) | — |
| + value of dividends or other earnings paid on stock or option awards not otherwise reflected in fair value or total compensation | 226,050 | 101,070 | 125,421 | 59,849 | — |
| Total Equity Award Adjustments | 17,313,130 | 15,193,692 | 5,237,968 | (6,228,623) | 11,860,211 |
| Compensation Actually Paid | $28,542,495 | $25,984,963 | $13,652,768 | $4,217,817 | $19,558,088 |
(3)Amounts reflect the average of the amounts of compensation reported in the “Total” column of the Summary Compensation Table for our Non-PEO NEOs for the corresponding fiscal year. Our Non-PEO NEOs for each of the fiscal years shown in the Pay Versus Performance Table are:
| 2025: | M. Murphy, M. Bhatia, S. DeBoer, and S. Sadana |
|---|---|
| 2024: | M. Murphy, M. Bhatia, S. DeBoer, and S. Sadana |
| 2023: | M. Murphy, M. Bhatia, S. DeBoer, and S. Sadana |
| 2022: | M. Murphy, M. Bhatia, M. Bokan, S. DeBoer, S. Sadana, and D. Zinsner (former Chief Financial Officer) |
| 2021: | M. Bhatia, S. DeBoer, S. Sadana, and D. Zinsner |
(4)The total shareholder return, or TSR, of each of the Company and the Peer Group is calculated by assuming that an investment of $100 is made in our common stock and in the Peer Group, respectively, starting from the market close on September 3, 2020, which is the last trading day before the earliest fiscal year shown. Total shareholder return includes reinvestment of dividends into shares of common stock of the applicable company. Historical stock performance is not necessarily indicative of future stock performance. Disclosure of the TSRs is required by Item 402(v) of Regulation S-K and is not intended to forecast or be indicative of possible future performance of our common stock or the Peer Group.
(5)The Peer Group is based on the Philadelphia Semiconductor Index, one of the indices identified in the Stock Price Performance Graph included in our Annual Report on Form 10-K for Fiscal 2025.
(6)Amounts reflect the Company’s net income as reflected in the audited financial statements for each covered fiscal year.
(7)Amounts reflect the Company’snon-GAAP net income (loss) which is the audited net income (loss) plus adjustments for stock-based compensation, restructure and asset impairments, goodwill impairment, gains and losses from settlements and patent license charges, gains and losses on debt repurchases and conversions, initial impact of inventory accounting policy change to FIFO and change in inventory cost absorption, and estimated tax effects of the above and other tax adjustments.
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