Form 4 MICRON TECHNOLOGY INC For: Oct 16 Filed by: ARNZEN APRIL S

October 18, 2019 5:23 PM
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
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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).
1. Name and Address of Reporting Person *
ARNZEN APRIL S

(Last) (First) (Middle)
8000 S. FEDERAL WAY
MS 1-557

(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)
SVP, Human Resources
3. Date of Earliest Transaction (Month/Day/Year)
10/16/2019
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 10/16/2019 A 19,372 (1) A $ 0 89,867 D
Common Stock 10/16/2019 F 1,601 (2) D $ 46.46 88,266 D
Common Stock 10/16/2019 M 28,294 (3) A $ 0 116,560 D
Common Stock 10/16/2019 F 11,429 (7) D $ 46.46 105,131 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 Unit $ 0 10/16/2019 A 7,713 (5) (5) Common Stock 7,713 (5) $ 0 7,713 D
Performance Restricted Stock Unit $ 0 10/16/2019 A 9,686 (6) (6) Common Stock 9,686 (6) $ 0 9,686 D
Performance Restricted Stock Unit $ 0 10/16/2019 M 14,147 (4) (4) Common Stock 28,294 (3) $ 0 0 D
Explanation of Responses:
1. Restricted Stock Awards vest in 33 1/3% increments annually beginning on the anniversary of the grant.
2. Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock issued under the Issuer's 2004 Equity Incentive Plan.
3. The Compensation Committee certified achievement of the pre-established performance goals at a level resulting in a vest of 200% of target shares. As reported at grant, the performance-based restricted stock unit could result in a payout of 0% to 200% based on actual achievement of the goals.
4. Each performance-based restricted stock unit represents the right to receive, following vesting, between 0% and 200% of one share of common stock based upon the achievement of pre-established performance metrics related to relative TSR and ROA over a 3-year performance period beginning September 2, 2016 and ending on August 29, 2019, and certification of such performance by the Compensation Committee following the conclusion of the performance period.
5. Each performance-based restricted stock unit represents the right to receive, following vesting, between 0% and 200% of one share of common stock based upon the achievement of pre-established performance metrics related to relative total shareholder return over a 3-year period beginning August 30, 2019 and ending on September 1, 2022, and certification of such performance by the Compensation Committee following the conclusion of the performance period.
6. Each performance-based restricted stock unit represents the right to receive, following vesting, between 0% and 200% of one share of common stock based upon the achievement of pre-established performance metrics related to NAND delivery and solutions over a 3-year period beginning August 30, 2019 and ending on September 1, 2022, and certification of such performance by the Compensation Committee following the conclusion of the performance period.
7. Withholding of shares of common stock to satisfy tax withholding obligations in connection with the vesting of performance-based restricted stock awarded under the Issuer's 2004 Equity Incentive Plan.
Rachel Southorn, Attorney-in-fact 10/18/2019
** Signature of Reporting Person Date
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