Not applicable.
Table of Contents
EXHIBIT INDEX
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| | | | Incorporated by Reference | | | | | | | | |
| Exhibit Number | | Exhibit Description | | Form | | File Number | | Exhibit | | Filing Date | | Included Herewith |
| 2.2 | | Agreement and Plan of Merger, dated as of March 1, 2018, by and among Microchip Technology Incorporated, Microsemi Corporation, and Maple Acquisition Corporation | | 8-K | | 000-21184 | | 2.1 | | 3/2/2018 | | |
| 3.1 | | Restated Certificate of Incorporation of Registrant | | 10-Q | | 000-21184 | | 3.1 | | 11/12/2002 | | |
| 3.2 | | Amended and Restated Bylaws of Registrant, as amended through May 21, 2019 | | 8-K | | 000-21184 | | 3.1 | | 5/24/2019 | | |
| 4.1 | | Indenture dated as of February 11, 2015 between Microchip Technology Incorporated and Wells Fargo Bank, N.A. | | 8-K | | 000-21184 | | 4.1 | | 2/11/2015 | | |
| 4.2 | | Indenture dated as of February 15, 2017 between Microchip Technology Incorporated and Wells Fargo Bank, National Association | | 8-K | | 000-21184 | | 4.1 | | 2/15/2017 | | |
| 4.3 | | Indenture dated as of February 15, 2017 between Microchip Technology Incorporated and Wells Fargo Bank, National Association | | 8-K | | 000-21184 | | 4.3 | | 2/15/2017 | | |
| 4.4** | | Description of Registered Securities | | | | | | | | | | X |
| 10.1 | | Augmenting Lender Supplement, dated as of November 10, 2017, among Microchip Technology Incorporated, the lender party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent | | 8-K | | 000-21184 | | 10.1 | | 11/13/2017 | | |
| 10.2 | | Master Increasing Lender Supplement, dated as of September 1, 2017, among Microchip Technology Incorporated, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent | | 8-K | | 000-21184 | | 10.1 | | 9/1/2017 | | |
| 10.3 | | Master Increasing Lender Supplement dated as of March 19, 2015, by and among Microchip Technology Incorporated and the Increasing Lenders thereto | | 10-K | | 000-21184 | | 10.1 | | 5/27/2015 | | |
| 10.4 | | Amended and Restated Credit Agreement, dated May 18, 2018, by and among Microchip Technology Incorporated, the lenders from time to time party there to and JPMorgan Chase Bank, N.A., as administrative agent | | 8-K | | 000-21184 | | 10.1 | | 5/18/2018 | | |
| 10.5 | | Amendment No.1 to Amended and Restated Credit Agreement, dated as of September 26, 2019, among Microchip Technology Incorporated, the Subsidiary Guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent. | | 8-K | | 000-21184 | | 10.1 | | 10/1/2019 | | |
| 10.6 | | Second Amendment to Amended and Restated Credit Agreement, dated as of March 21, 2020. | | 8-K | | 000-21184 | | 10.1 | | 3/24/2020 | | |
Table of Contents
EXHIBIT INDEX
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| | | | | | | | | | | | |
| | | | Incorporated by Reference | | | | | | | | |
| Exhibit Number | | Exhibit Description | | Form | | File Number | | Exhibit | | Filing Date | | Included Herewith |
| 10.7 | | Pledge and Security Agreement, dated as of February 8, 2017, by and among Microchip Technology Incorporated, the other grantors party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent | | 8-K | | 000-21184 | | 10.2 | | 2/8/2017 | | |
| 10.8 | | Pledge and Security Agreement, dated as of March 27, 2020, by and among Microchip Technology Incorporated, the other grantors from time to time party thereto and JPMorgan chase Bank, N.A., as administrative agent. | | 8-K | | 000-21184 | | 10.2 | | 3/27/2020 | | |
| 10.9 | | 364-Day Senior Secured Bridge Credit Agreement, dated as of March 27, 2020, by and among Microchip Technology Incorporated, the lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent. | | 8-K | | 000-21184 | | 10.1 | | 3/27/2020 | | |
| 10.10 | | Guaranty, dated as of March 27, 2020, by the subsidiaries of Microchip Technology Incorporated party thereto as guarantors in favor of JPMorgan Chase Bank, N.A., as administrative agent | | 8-K | | 000-21184 | | 10.3 | | 3/27/2020 | | |
| 10.11 | | Commitment Letter dated March 1, 2018, between Microchip Technology Incorporation and JPMorgan Chase Bank, N.A. | | 8-K | | 000-21184 | | 10.1 | | 3/2/2018 | | |
| 10.12 | | Form of Indemnification Agreement between Registrant and its directors and certain of its officers [Paper filing not on SEC website.] | | S-1 | | 33-57960 | | 10.1 | | 2/5/1993 | | |
| 10.13 | | Microchip Technology Incorporated 2012 Inducement Award Plan | | S-8 | | 333-183074 | | 4.8 | | 8/3/2012 | | |
| 10.14* | | 2004 Equity Incentive Plan as amended and restated on May 21, 2019 | | 8-K | | 000-21184 | | 10.1 | | 5/24/2019 | | |
| 10.15* | | 2004 Equity Incentive Plan as Amended and Restated November 12, 2019 | | 10-Q | | 000-21184 | | 10.1 | | 2/4/2020 | | |
| 10.16* | | Form of Notice of Grant of Restricted Stock Units (officer) for 2004 Equity Incentive Plan | | S-8 | | 333-192273 | | 10.2 | | 11/12/2013 | | |
| 10.17* | | Form of Notice of Grant of Restricted Stock Units (non-officer) for 2004 Equity Incentive Plan | | S-8 | | 333-192273 | | 10.3 | | 11/12/2013 | | |
| 10.18* | | Form of Notice of Grant for 2004 Equity Incentive Plan (including Exhibit A Stock Option Agreement) | | S-8 | | 333-119939 | | 4.5 | | 10/25/2004 | | |
| 10.19* | | Form of Notice of Grant of Restricted Stock Units for 2004 Equity Incentive Plan (including Exhibit A Restricted Stock Units Agreement) | | 10-K | | 000-21184 | | 10.6 | | 5/31/2006 | | |
| 10.20* | | Restricted Stock Units Agreement (Domestic) for 2004 Equity Incentive Plan | | 10-Q | | 000-21184 | | 10.3 | | 11/7/2007 | | |
| 10.21* | | Restricted Stock Units Agreement (Foreign) for 2004 Equity Incentive Plan | | 10-Q | | 000-21184 | | 10.4 | | 11/7/2007 | | |
| 10.22* | | Form of Global RSU Agreement for 2004 Equity Incentive Plan (including Notice of Grant of Restricted Stock Units) | | 8-K | | 000-21184 | | 10.1 | | 9/27/2010 | | |
Table of Contents
EXHIBIT INDEX
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| | | | Incorporated by Reference | | | | | | | | |
| Exhibit Number | | Exhibit Description | | Form | | File Number | | Exhibit | | Filing Date | | Included Herewith |
| 10.23* | | Form of RSU Grant Notice and Global RSU Agreement V-4004 | | 10-K | | 000-21184 | | 10.17 | | 5/30/2019 | | |
| 10.24* | | Form of Notice of Stock Option Grant and Stock Option Agreement | | 10-K | | 000-21184 | | 10.18 | | 5/30/2019 | | |
| 10.25* | | Form of CEO RSU Grant and RSU Agreement | | 10-K | | 000-21184 | | 10.19 | | 5/30/2019 | | |
| 10.26* | | Form of Notice of Grant of RSU Agreement | | 10-K | | 000-21184 | | 10.20 | | 5/30/2019 | | |
| 10.27* | | Notice of Grant of Restricted Stock Units (TSR) | | 8-K | | 000-21184 | | 10.1 | | 1/7/2020 | | |
| 10.28* | | Microchip Technology Incorporated 2001 Employee Stock Purchase Plan as amended through February 19, 2019 | | 10-K | | 000-21184 | | 10.21 | | 5/30/2019 | | |
| 10.29* | | Microchip Technology Incorporated International Employee Stock Purchase Plan as amended May 6, 2019 | | 10-K | | 000-21184 | | 10.22 | | 5/30/2019 | | |
| 10.30* | | Executive Management Incentive Compensation Plan as amended on May 16, 2016 | | 8-K | | 000-21184 | | 10.1 | | 8/18/2016 | | |
| 10.31* | | Discretionary Executive Management Incentive Compensation Plan | | 8-K | | 000-21184 | | 10.3 | | 8/24/2006 | | |
| 10.32* | | Management Incentive Compensation Plan as amended by the Board of Directors on May 17, 2013 | | 10-K | | 000-21184 | | 10.21 | | 5/30/2013 | | |
| 10.33* | | Microchip Technology Incorporated Supplemental Retirement Plan | | S-8 | | 333-101696 | | 4.1.1 | | 12/6/2002 | | |
| 10.34* | | Adoption Agreement to the Microchip Technology Incorporated Supplemental Retirement Plan dated January 1, 1997 | | S-8 | | 333-101696 | | 4.1.3 | | 12/6/2002 | | |
| 10.35* | | Amendment dated December 9, 1999 to the Adoption Agreement to the Microchip Technology Incorporated Supplemental Retirement Plan | | S-8 | | 333-101696 | | 4.1.4 | | 12/6/2002 | | |
| 10.36* | | February 3, 2003 Amendment to the Adoption Agreement to the Microchip Technology Incorporated Supplemental Retirement Plan | | 10-K | | 000-21184 | | 10.28 | | 6/5/2003 | | |
| 10.37* | | Amendments to Supplemental Retirement Plan | | 10-Q | | 000-21184 | | 10.1 | | 2/9/2006 | | |
| 10.38* | | Amended and Restated Adoption Agreement to the Microchip Technology Incorporated Supplemental Retirement Plan dated October 8, 2008, as amended December 15, 2008 | | 10-K | | 000-21184 | | 10.28 | | 5/24/2016 | | |
| 10.39* | | Change of Control Severance Agreement | | 8-K | | 000-21184 | | 10.1 | | 12/18/2008 | | |
| 10.40* | | Change of Control Severance Agreement | | 8-K | | 000-21184 | | 10.2 | | 12/18/2008 | | |
| 10.41 | | Development Agreement dated as of August 29, 1997 by and between Registrant and the City of Chandler, Arizona | | 10-Q | | 000-21184 | | 10.1 | | 2/13/1998 | | |
| 10.42 | | Addendum to Development Agreement by and between Registrant and the City of Tempe, Arizona, dated May 11, 2000 | | 10-K | | 000-21184 | | 10.14 | | 5/15/2001 | | |
| 10.43 | | Development Agreement dated as of July 17, 1997 by and between Registrant and the City of Tempe, Arizona | | 10-Q | | 000-21184 | | 10.2 | | 2/13/1998 | | |
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EXHIBIT INDEX
Table of Contents
Signatures
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
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| MICROCHIP TECHNOLOGY INCORPORATED |
| (Registrant) |
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| May 21, 2020 | By: /s/ Steve Sanghi |
| Steve Sanghi |
| Chief Executive Officer and Chairman of the Board |
Table of Contents
Power of Attorney
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned officer or director of Microchip Technology Incorporated, a Delaware corporation (the "Company"), does hereby constitute and appoint each of STEVE SANGHI and J. ERIC BJORNHOLT, with full power to each of them to act alone, as the true and lawful attorneys and agents of the undersigned, with full power of substitution and resubstitution to each of said attorneys to execute, file or deliver any and all instruments and to do any and all acts and things which said attorneys and agents, or any of them, deem advisable to enable the Company to comply with the Securities Exchange Act of 1934, as amended, and any requirements of the Securities and Exchange Commission in respect thereto relating to this annual report on Form 10-K, including specifically, but without limitation of the general authority hereby granted, the power and authority to sign such person's name individually and on behalf of the Company as an officer or director (as indicated below opposite such person's signature) to the Company's annual report on Form 10-K or any amendments or supplements thereto; and each of the undersigned does hereby fully ratify and confirm all that said attorneys and agents or any of them, shall do or cause to be done by virtue hereof. This Power of Attorney revokes any and all previous powers of attorney granted by any of the undersigned which such power would have entitled said attorneys and agents, or any of them, to sign such person's name, individually or on behalf of the Company, to any Form 10-K.
IN WITNESS WHEREOF, each of the undersigned has executed the foregoing power of attorney on this 21st day of May, 2020.
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
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| Name and Signature | | | Title | | Date |
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| /s/ Steve Sanghi | | | Chief Executive Officer and Chairman of the Board | | May 21, 2020 |
| Steve Sanghi | | | (Principal Executive Officer) | | |
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| /s/ Matthew W. Chapman | | | Director | | May 21, 2020 |
| Matthew W. Chapman | | | | | |
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| /s/ L.B. Day | | | Director | | May 21, 2020 |
| L.B. Day | | | | | |
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| /s/ Esther L. Johnson | | | Director | | May 21, 2020 |
| Esther L. Johnson | | | | | |
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| /s/ Wade F. Meyercord | | | Director | | May 21, 2020 |
| Wade F. Meyercord | | | | | |
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| /s/ J. Eric Bjornholt | | | Senior Vice President and Chief Financial Officer | | May 21, 2020 |
| J. Eric Bjornholt | | | (Principal Financial and Accounting Officer) | | |
Table of Contents
Annual Report on Form 10-K