Micron Technology 10-Q 2026-02-26

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)
☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended February 26, 2026

OR

☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 1-10658

Micron Technology, Inc.

(Exact name of registrant as specified in its charter)

Delaware												75-1618004
(State or other jurisdiction of incorporation or organization)												(IRS Employer Identification No.)
8000 S. Federal Way, Boise, Idaho 83716-9632												(208) 368-4000
Address of principal executive offices, including zip code												Registrant’s telephone number, including area code
Securities registered pursuant to Section 12(b) of the Act:
Title of each class						Trading Symbol						Name of each exchange on which registered
Common Stock, par value $0.10 per share						MU						Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.															Yes			☒			No			☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).															Yes			☒			No			☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer			Accelerated Filer			Non-Accelerated Filer			Smaller Reporting Company			Emerging Growth Company
☒			☐			☐			☐			☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.																								☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).															Yes			☐			No			☒

The number of outstanding shares of the registrant’s common stock as of March 11, 2026 was 1,127,734,051.

Table of Contents

Introduction						3
PART I. Financial Information
Item 1.			Financial Statements:			5
			Consolidated Statements of Operations			5
			Consolidated Statements of Comprehensive Income (Loss)			6
			Consolidated Balance Sheets			7
			Consolidated Statements of Changes in Equity			8
			Consolidated Statements of Cash Flows			10
			Notes to Consolidated Financial Statements			11
Item 2.			Management’s Discussion and Analysis of Financial Condition and Results of Operations			27
			Results of Operations			29
			Liquidity and Capital Resources			32
Item 3.			Quantitative and Qualitative Disclosures about Market Risk			35
Item 4.			Controls and Procedures			36
PART II. Other Information
Item 1.			Legal Proceedings			37
Item 1A.			Risk Factors			38
Item 2.			Unregistered Sales of Equity Securities and Use of Proceeds			61
Item 5.			Other Information			61
Item 6.			Exhibits			63
Signatures						64

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Definitions of Commonly Used Terms

As used herein, “we,” “our,” “us,” and similar terms include Micron Technology, Inc. and its consolidated subsidiaries, unless the context indicates otherwise. All period references are to our fiscal periods unless otherwise indicated. Abbreviations, acronyms, or terms that are commonly used or found in multiple locations throughout this report and include the following:

Term			Definition						Term			Definition
2028 Notes			5.375% Senior Notes due April 2028, repaid October 2025						AI			Artificial intelligence
2029 A Notes			5.327% Senior Notes due February 2029, repaid February 2026						CAC			China’s Cyberspace Administration
2029 B Notes			6.750% Senior Notes due November 2029, repaid October 2025						CHIPS Act			U.S. CHIPS and Science Act of 2022
2029 Term Loan A			Senior Term Loan A due January 2029, repaid October 2025						DDR			Double data rate DRAM
2030 Notes			4.663% Senior Notes due February 2030, repaid February 2026						EBITDA			Earnings before interest, taxes, depreciation, and amortization
2031 Notes			5.300% Senior Notes due January 2031						EUV			Extreme ultraviolet lithography
2032 Green Bonds			2.703% Senior Notes due April 2032						HBM			High-bandwidth memory
2032 Notes			5.650% Senior Notes due November 2032						Micron			Micron Technology, Inc. (Parent Company)
2033 A Notes			5.875% Senior Notes due February 2033						OEM			Original equipment manufacturer
2033 B Notes			5.875% Senior Notes due September 2033						R&D			Research and development
2035 A Notes			5.800% Senior Notes due January 2035						Revolving Credit Facility			$3.5 billion Revolving Credit Facility due March 2030
2035 B Notes			6.050% Senior Notes due November 2035						SOFR			Secured Overnight Financing Rate
2041 Notes			3.366% Senior Notes due November 2041						SSD			Solid state drive
2051 Notes			3.477% Senior Notes due November 2051

Micron Technology, Inc. is an industry leader in innovative memory and storage solutions transforming how the world uses information to enrich life for all. With a relentless focus on our customers, technology leadership, manufacturing, and operational excellence, Micron delivers a rich portfolio of high-performance DRAM, NAND, and NOR memory and storage products. Every day, the innovations that our people create fuel the data economy, enabling advances in artificial intelligence (AI) and compute-intensive applications that unleash opportunities — from the data center to the intelligent edge and across the client and mobile user experience.

Micron®, any associated logos, and all other Micron trademarks are the property of Micron. Other product names or trademarks that are not owned by Micron are for identification purposes only and may be the trademarks of their respective owners.

Available Information

Investors and others should note that we announce material, non-public information through a variety of means, including our investor relations website (investors.micron.com), filings with the U.S. Securities and Exchange Commission (“SEC”), press releases, public conference calls, blog posts (micron.com/about/blog), posts on X (@MicronTech), and webcasts. We use these channels to achieve broad, non-exclusionary distribution of information to the public and for complying with our disclosure obligations under Regulation FD. Therefore, we encourage investors, the media, and others interested in our company to review the information we post on such channels. Web links throughout this document are inactive textual references provided for convenience only, and the content on the referenced websites is not incorporated herein by reference and does not constitute a part of this Quarterly Report on Form 10-Q.

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Forward-Looking Statements

This Form 10-Q contains trend information and other forward-looking statements that involve a number of risks and uncertainties. Such forward-looking statements may be identified by words such as “anticipate,” “expect,” “intend,” “pledge,” “committed,” “plan,” “opportunities,” “future,” “believe,” “target,” “on track,” “estimate,” “continue,” “likely,” “may,” “will,” “would,” “should,” “could,” and variations of such words and similar expressions. However, the absence of these words or similar expressions does not mean that a statement is not forward-looking. Specific forward-looking statements include, but are not limited to, statements regarding expected production ramp of certain products; plans to invest in research and development; anticipated technological developments and improvements in our products; potential change and impact in our effective tax rate; expectations related to construction, acquisition, expansion, and ramping of production and the contribution to our ability to supply customers of our facilities, including new memory manufacturing fabs in the United States; estimated capital expenditures; payment of purchase obligations; receipt, timing, and utilization of government incentives and our ability to satisfy conditions attached to these incentives; the payment of future cash dividends; market conditions, including anticipated supply and demand conditions, and profitability in our industry; future demand for our products and factors that may impact such demand, including developments in AI; the potential impact of business, economic, political, legal, and regulatory developments upon our global operations, including tariffs and trade regulations; our expectation to engage in financing transactions from time to time; and the sufficiency of our cash and investments. Our actual results could differ materially from our historical results and those discussed in the forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, those identified in Part II. Other Information, Item 1A. Risk Factors.

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PART I. FINANCIAL INFORMATION

Micron Technology, Inc.

Consolidated Statements of Operations

(In millions, except per share amounts)

(Unaudited)

			Quarter Ended									Six Months Ended
			February 26, 2026			February 27, 2025						February 26, 2026			February 27, 2025
Revenue			$	23,860		$	8,053					$	37,503		$	16,762
Cost of goods sold			6,105			5,090						12,102			10,451
Gross margin			17,755			2,963						25,401			6,311
Research and development			1,250			898						2,421			1,786
Selling, general, and administrative			344			285						681			573
Other operating (income) expense, net			26			7						28			5
Operating income			16,135			1,773						22,271			3,947
Interest income			155			108						294			215
Interest expense			(32)			(112)						(106)			(230)
Other non-operating income (expense), net			(98)			(11)						(238)			(22)
			16,160			1,758						22,221			3,910
Income tax (provision) benefit			(2,371)			(177)						(3,200)			(460)
Equity in net income (loss) of equity method investees			(4)			2						4			3
Net income			$	13,785		$	1,583					$	19,025		$	3,453
Earnings per share
Basic			$	12.25		$	1.42					$	16.91		$	3.10
Diluted			12.07			1.41						16.68			3.08
Number of shares used in per share calculations
Basic			1,126			1,115						1,125			1,113
Diluted			1,142			1,123						1,140			1,123

See accompanying notes to consolidated financial statements.

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Micron Technology, Inc.

Consolidated Statements of Comprehensive Income (Loss)

(In millions)

(Unaudited)

			Quarter Ended									Six Months Ended
			February 26, 2026			February 27, 2025						February 26, 2026			February 27, 2025
Net income			$	13,785		$	1,583					$	19,025		$	3,453
Other comprehensive income (loss), net of tax
Gains (losses) on derivative instruments			41			29						(53)			(56)
Pension liability adjustments			—			(1)						—			(1)
Unrealized gains (losses) on investments			—			2						3			—
Other comprehensive income (loss)			41			30						(50)			(57)
Total comprehensive income			$	13,826		$	1,613					$	18,975		$	3,396

See accompanying notes to consolidated financial statements.

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Micron Technology, Inc.

Consolidated Balance Sheets

(In millions, except par value amounts)

(Unaudited)

As of			February 26, 2026			August 28, 2025
Assets
Cash and cash equivalents			$	13,908		$	9,642
Short-term investments			681			665
Receivables			17,314			9,265
Inventories			8,267			8,355
Other current assets			1,243			914
Total current assets			41,413			28,841
Long-term marketable investments			2,038			1,629
Property, plant, and equipment			51,408			46,590
Operating lease right-of-use assets			684			736
Intangible assets			468			453
Deferred tax assets			680			616
Goodwill			1,150			1,150
Other noncurrent assets			3,668			2,783
Total assets			$	101,509		$	82,798
Liabilities and equity
Accounts payable and accrued expenses			$	10,997		$	9,649
Current debt			585			560
Other current liabilities			2,714			1,245
Total current liabilities			14,296			11,454
Long-term debt			9,557			14,017
Noncurrent operating lease liabilities			656			701
Noncurrent unearned government incentives			1,002			1,018
Other noncurrent liabilities			3,539			1,443
Total liabilities			29,050			28,633
Commitments and contingencies
Shareholders’ equity
Common stock, $0.10 par value, 3,000 shares authorized, 1,274 shares issued and 1,128 outstanding (1,266 shares issued and 1,122 outstanding as of August 28, 2025)			127			127
Additional capital			14,092			13,339
Retained earnings			66,824			48,583
Treasury stock, 146 shares held (144 shares as of August 28, 2025)			(8,502)			(7,852)
Accumulated other comprehensive income (loss)			(82)			(32)
Total equity			72,459			54,165
Total liabilities and equity			$	101,509		$	82,798

See accompanying notes to consolidated financial statements.

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Micron Technology, Inc.

Consolidated Statements of Changes in Equity

(In millions, except per share amounts)

(Unaudited)

			Quarter Ended February 26, 2026
			Common Stock						Additional Capital			Retained Earnings			Treasury Stock			Accumulated Other Comprehensive Income (Loss)			Total Shareholders’ Equity
			Number of Shares			**A

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This discussion should be read in conjunction with the consolidated financial statements and accompanying notes for the year ended August 28, 2025. All period references are to our fiscal periods unless otherwise indicated. Our fiscal year is the 52- or 53-week period ending on the Thursday closest to August 31. Fiscal 2026 contains 53 weeks and fiscal 2025 contains 52 weeks. All tabular dollar amounts are in millions, except per share amounts.

Overview

Micron Technology, Inc. is an industry leader in innovative memory and storage solutions transforming how the world uses information to enrich life for all. With a relentless focus on our customers, technology leadership, and manufacturing and operational excellence, Micron delivers a rich portfolio of high-performance DRAM, NAND, and NOR memory and storage products. Every day, the innovations that our people create fuel the data economy, enabling advances in artificial intelligence (AI) and compute-intensive applications that unleash opportunities — from the data center to the intelligent edge and across the client and mobile user experience.

We manufacture our products at wholly-owned facilities and also utilize subcontractors for certain manufacturing processes. Our global network of manufacturing centers of excellence not only allows us to benefit from scale while streamlining processes and operations, but it also brings together some of the world’s brightest talent to work on the most advanced memory technology. Centers of excellence bring expertise together in one location, providing an efficient support structure for end-to-end manufacturing, with quicker cycle times, in partnership with teams, such as R&D, product development, human resources, procurement, and supply chain. For our locations in Singapore and Taiwan, this is also a combination of bringing fabrication and back-end manufacturing together. We continue to make significant investments to develop proprietary product and process technology, which generally increases bit density per wafer and reduces per-bit manufacturing costs of each generation of product. We continue to introduce new generations of products that offer improved performance characteristics, including higher data transfer rates, advanced packaging solutions, lower power consumption, improved read/write reliability, and increased memory density.

We face intense competition in the semiconductor memory and storage markets. To remain competitive, we must continuously develop and implement new products and technologies and decrease manufacturing costs in spite of inflationary pressures, changing technologies, rapid market changes, and regulatory uncertainty. Our success is largely dependent on obtaining returns on our R&D investments, efficient utilization of our manufacturing infrastructure, development and integration of advanced product and process technologies, market acceptance of our diversified portfolio of semiconductor-based memory and storage solutions, and efficient capital spending.

Product Technologies

Our product portfolio of memory and storage solutions, advanced solutions, and storage platforms is based on our high-performance semiconductor memory and storage technologies, including DRAM, NAND, and NOR. We sell our products through our business units into various markets in numerous forms, including components, modules, SSDs, managed NAND, multi-chip packages, and wafers. Many of our system-level solutions combine NAND, a controller, firmware, and in some cases DRAM.

DRAM: DRAM products are dynamic random access memory semiconductor devices with low latency that provide high-speed data retrieval with a variety of performance characteristics. DRAM products lose content when power is turned off (“volatile”) and are most commonly used in the data center, client PC, graphics, industrial, mobile, and automotive markets.

NAND: NAND products are non-volatile, re-writeable semiconductor storage devices that provide high-capacity, low-cost storage with a variety of performance characteristics. NAND is used in SSDs for the data center, client PC, consumer, and automotive markets, and in removable storage markets. Managed NAND is used in smartphones and other mobile devices, and in the consumer, automotive, and embedded markets. Low-density NAND is ideal for applications like automotive, surveillance, machine-to-machine, automation, printer, and home networking.

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NOR: NOR products are non-volatile, re-writable semiconductor memory devices that provide fast read speeds. NOR is most commonly used for reliable code storage (e.g., boot, application, operating system, and execute-in-place code in an embedded system) and for frequently changing small data storage and is ideal for automotive, industrial, and consumer applications.

Industry Conditions

AI-driven memory and storage growth is outpacing industry supply. In the second quarter of 2026, we continued to benefit from substantial improvements in pricing and margins, reflecting strong demand growth, driven in part by the continued advancement of AI. The AI-driven growth in the data center has accelerated demand for memory and storage at a rate greater than our ability and the industry’s ability to increase supply. This has led to decisions on supply allocation that may impact certain customers and end markets as the overall market demand for memory and storage exceeds overall industry supply. Robust overall industry DRAM and NAND demand, and constrained supply, has led to improved profitability in our portfolio.

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Results of Operations

Consolidated Results

			Second Quarter						First Quarter						Second Quarter						Six Months Ended
			2026						2026						2025						2026						2025
Revenue			$	23,860		100		%	$	13,643		100		%	$	8,053		100		%	$	37,503		100		%	$	16,762		100		%
Cost of goods sold			6,105			26		%	5,997			44		%	5,090			63		%	12,102			32		%	10,451			62		%
Gross margin			17,755			74		%	7,646			56		%	2,963			37		%	25,401			68		%	6,311			38		%
Research and development			1,250			5		%	1,171			9		%	898			11		%	2,421			6		%	1,786			11		%
Selling, general, and administrative			344			1		%	337			2		%	285			4		%	681			2		%	573			3		%
Other operating (income) expense, net			26			—		%	2			—		%	7			—		%	28			—		%	5			—		%
Operating income			16,135			68		%	6,136			45		%	1,773			22		%	22,271			59		%	3,947			24		%
Interest income (expense), net			123			1		%	65			—		%	(4)			—		%	188			1		%	(15)			—		%
Other non-operating income (expense), net			(98)			—		%	(140)			(1)		%	(11)			—		%	(238)			(1)		%	(22)			—		%
Income tax (provision) benefit			(2,371)			(10)		%	(829)			(6)		%	(177)			(2)		%	(3,200)			(9)		%	(460)			(3)		%
Equity in net income (loss) of equity method investees			(4)			—		%	8			—		%	2			—		%	4			—		%	3			—		%
Net income			$	13,785		58		%	$	5,240		38		%	$	1,583		20		%	$	19,025		51		%	$	3,453		21		%

Total Revenue: Total revenue for the second quarter and first six months of 2026 was impacted by the factors described in the section titled “Industry Conditions” above.

Total revenue for the second quarter of 2026 increased 75% as compared to the first quarter of 2026, primarily due to increases in sales of both DRAM and NAND products.

• Sales of DRAM products increased 74%, primarily due to a mid-60% range increase in average selling prices and a mid-single-digit percentage range increase in bit shipments driven by tight industry conditions and favorable mix.

• Sales of NAND products increased 82%, primarily due to a high-70% range increase in average selling prices and a low-single-digit percentage range increase in bit shipments driven by tight industry conditions and favorable mix.

Total revenue for the second quarter of 2026 increased 196% as compared to the second quarter of 2025, primarily due to increases in sales of both DRAM and NAND products.

• Sales of DRAM products increased 207%, primarily due to a mid-110% range increase in average selling prices and a mid-40% range increase in bit shipments.

• Sales of NAND products increased 169%, primarily due to a slightly more than 100% increase in average selling prices and an approximate 30% increase in bit shipments.

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Total revenue for the first six months of 2026 increased 124% as compared to the first six months of 2025, primarily due to increases in sales of both DRAM and NAND products.

• Sales of DRAM products increased 136%, primarily due to a mid-70% range increase in average selling prices and a mid-30% range increase in bit shipments.

• Sales of NAND products increased 89%, primarily due to a mid-40% range increase in average selling prices and an approximate 30% increase in bit shipments.

Consolidated Gross Margin: Our consolidated gross margin has been impacted by the factors described in the section titled “Industry Conditions.” Our consolidated gross margin percentage increased to 74% for the second quarter of 2026 from 56% for the first quarter of 2026 as a result of improvements in margins for both DRAM and NAND products. Margins improved primarily due to increases in average selling prices, favorable mix, and manufacturing cost reductions driven by improvements in product and process technology.

Our consolidated gross margin percentage improved to 74% for the second quarter of 2026 from 37% for the second quarter of 2025 and improved to 68% for the first six months of 2026 from 38% for the first six months of 2025. Improvements in our consolidated gross margins for the second quarter and first six months of 2026 as compared to corresponding periods of 2025 were primarily due to improvements in margins for both DRAM and NAND products. Margins improved, primarily due to increases in average selling prices, favorable mix, and manufacturing cost reductions.

Revenue by Business Unit

			Second Quarter						First Quarter						Second Quarter						Six Months Ended
			2026						2026						2025						2026						2025
CMBU			$	7,749		32		%	$	5,284		39		%	$	2,947		37		%	$	13,033		35		%	$	5,595		33		%
CDBU			5,687			24		%	2,379			17		%	1,830			23		%	8,066			22		%	4,122			25		%
MCBU			7,711			32		%	4,255			31		%	2,236			28		%	11,966			32		%	4,844			29		%
AEBU			2,708			11		%	1,720			13		%	1,034			13		%	4,428			12		%	2,192			13		%
All other			5			—		%	5			—		%	6			—		%	10			—		%	9			—		%
			$	23,860					$	13,643					$	8,053					$	37,503					$	16,762

Percentages of total revenue may not total 100% due to rounding.

Changes in revenue for each business unit for the second quarter of 2026 as compared to the first quarter of 2026 were as follows:

• CMBU revenue increased 47%, primarily due to increases in average selling prices and favorable mix.

• CDBU revenue increased 139%, primarily due to increases in average selling prices and bit shipments.

• MCBU revenue increased 81%, primarily due to increases in average selling prices, partially offset by lower bit shipments.

• AEBU revenue increased 57%, primarily due to increases in average selling prices, partially offset by lower bit shipments.

Revenue for each business unit increased for the second quarter and first six months of 2026 as compared to the corresponding periods of 2025, primarily due to increases in average selling prices and higher bit shipments. Increases were as follows:

• CMBU revenue increased 163% and 133%, respectively.

• CDBU revenue increased 211% and 96%, respectively.

• MCBU revenue increased 245% and 147%, respectively.

• AEBU revenue increased 162% and 102%, respectively.

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Operating Income by Business Unit

			Second Quarter						First Quarter						Second Quarter						Six Months Ended
			2026						2026						2025						2026						2025
CMBU			$	5,127		66		%	$	2,884		55		%	$	1,320		45		%	$	8,011		61		%	$	2,386		43		%
CDBU			3,809			67		%	890			37		%	611			33		%	4,699			58		%	1,482			36		%
MCBU			5,836			76		%	2,017			47		%	16			1		%	7,853			66		%	395			8		%
AEBU			1,682			62		%	627			36		%	61			6		%	2,309			52		%	139			6		%
All other			1			20		%	1			20		%	(1)			(17)		%	2			20		%	(1)			(11)		%
			$	16,455					$	6,419					$	2,007					$	22,874					$	4,401

Percentages reflect operating income as a percentage of revenue for each business unit.

Changes in operating income for each business unit for the second quarter of 2026 as compared to the first quarter of 2026 were as follows:

• CMBU operating income was higher, primarily due to increases in average selling prices and manufacturing cost reductions.

• CDBU operating income was higher, primarily due to increases in average selling prices, higher bit shipments, and favorable mix.

• MCBU operating income was higher, primarily due to increases in average selling prices and favorable mix, partially offset by lower bit shipments.

• AEBU operating income was higher, primarily due to increases in average selling prices, partially offset by lower bit shipments.

Our operating income increased for the second quarter and first six months of 2026 as compared to the corresponding periods of 2025 for all of our business units primarily due to increases in average selling prices, higher bit shipments, and manufacturing cost reductions.

Operating Expenses and Other

Research and Development: R&D expenses vary primarily with the number of development and pre-qualification wafers processed and end-product solutions developed, personnel costs, and the cost of advanced equipment dedicated to new product and process development. Because of the lead times necessary to manufacture our products, we typically begin to process wafers before completion of performance and reliability testing. Development of a product is deemed complete when it is qualified through internal reviews and tests for performance, functionality, and reliability. R&D expenses can vary significantly depending on the timing of product qualification and product specifications.

R&D expenses for the second quarter of 2026 increased 7% as compared to the first quarter of 2026, primarily due to an increase in employee compensation. R&D expenses for the second quarter and first six months of 2026 increased 39% and 36%, respectively, as compared to the corresponding periods of 2025, primarily due to higher volumes of development and pre-qualification wafers, as we ramp R&D investments in support of long-term opportunities in memory and storage, and increases in employee compensation.

Selling, General, and Administrative: SG&A expenses for the second quarter of 2026 were relatively unchanged as compared to the first quarter of 2026. SG&A expenses for the second quarter and first six months of 2026 increased 21% and 19%, respectively, as compared to the corresponding periods of 2025, primarily due to increases in employee compensation.

Interest Income (Expense), Net: Interest income (expense) improved in the second quarter of 2026 as compared to the first quarter of 2026 and for the second quarter and first six months of 2026 as compared to the corresponding periods of 2025, primarily due to a decrease in interest expense due to lower debt balances and an increase in interest income due to higher cash and investments balances.

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Income Taxes: Our income tax (provision) benefit consisted of the following:

			Second Quarter			First Quarter			Second Quarter			Six Months Ended
			2026			2026			2025			2026			2025
Income before taxes			$	16,160		$	6,061		$	1,758		$	22,221		$	3,910
Income tax (provision) benefit			(2,371)			(829)			(177)			(3,200)			(460)
Effective tax rate			14.7		%	13.7		%	10.1		%	14.4		%	11.8		%

The change in our effective tax rate for the second quarter of 2026, as compared to the first quarter of 2026 was primarily due to changes in profitability, which reduced the relative impact of discrete tax benefits. The change in our effective tax rate for the second quarter and first six months of 2026, as compared to the corresponding periods of 2025, was primarily due to the 15% minimum tax Pillar Two Model Rules (“Pillar Two”). Singapore enacted legislation to implement Pillar Two, effective for us in 2026, which largely offsets the benefit from our Singapore tax incentive arrangements.

On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted, introducing broad changes to the U.S. tax code, including modifications to corporate and international tax provisions, which primarily are effective for us beginning in 2026 and 2027. The aggregate impact of the OBBBA remains uncertain. We will continue to monitor future developments, including regulatory guidance and interpretations, which could have a material impact on our income tax provision. Further changes in the tax laws of foreign jurisdictions could arise as a result of the base erosion and profit-shifting project, including Pillar Two, undertaken by the Organisation for Economic Co-operation and Development. We continue to monitor for additional guidance and legislative changes related to Pillar Two in the jurisdictions where we operate.

Various tax reforms are being considered in multiple jurisdictions that, if enacted, contain provisions that could materially impact our tax expense. We continue to monitor the potential impact of these various tax reform proposals to our overall global effective tax rate and financial statements.

Other: Further information can be found in the following notes contained in Item 1. Financial Statements, Notes to Consolidated Financial Statements:

• Note 9. Debt

• Note 13. Equity Compensation Plans

• Note 15. Income Taxes

Liquidity and Capital Resources

Our primary sources of liquidity are cash generated from operations and financing obtained from capital markets and financial institutions. Cash generated from operations is highly dependent on selling prices for our products, which can vary significantly from period to period. Cash and marketable investments totaled $16.63 billion as of February 26, 2026, and $11.94 billion as of August 28, 2025. Our cash and investments consist primarily of bank deposits, money market funds, and liquid investment-grade, fixed-income securities, which are diversified among industries and individual issuers. To mitigate credit risk, we invest through high-credit-quality financial institutions and by policy generally limit the concentration of credit exposure by restricting the amount of investments with any single obligor. As of February 26, 2026, $6.43 billion of our cash and marketable investments was held by our foreign subsidiaries.

We continuously evaluate alternatives for efficiently funding our capital expenditures and ongoing operations. We expect to engage in a variety of financing transactions, from time to time, for such purposes, as well as to refinance our existing indebtedness, including the issuance of securities. As of February 26, 2026, $3.50 billion was available to draw under our Revolving Credit Facility. Funding of certain significant capital projects is also dependent on the receipt of government incentives. Our incentives are conditioned upon achieving or maintaining certain outcomes and satisfying compliance requirements and are subject to reduction, termination, or clawback.

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To develop new product and process technology, support future growth, achieve operating efficiencies, and maintain product quality, we must continue to invest in manufacturing technologies, facilities and equipment, and R&D. We estimate capital expenditures for property, plant, and equipment, net of proceeds from government incentives, to be above $25 billion in 2026. Actual amounts for 2026 will vary depending on market conditions and may vary from quarter to quarter due to the timing of expenditures and proceeds from government incentives. As of February 26, 2026, we had purchase obligations of approximately $2.10 billion for the acquisition of property, plant, and equipment, substantially all of which is expected to be paid within one year. For a description of other contractual obligations, such as finance leases and debt, see Item 1. Financial Statements, Notes to Consolidated Financial Statements, Note 9. Debt.

In addition to the supply capacity we generate through our proprietary product and process technology that increases bit density per wafer, we will need to add new DRAM wafer capacity to support projected memory demand in the second half of the decade. Following the enactment of the CHIPS Act, we announced plans to invest in leading-edge memory manufacturing sites in Idaho and New York, based on CHIPS Act support through grants and investment tax credits.

As part of this plan, in September 2022, we broke ground on a leading-edge memory manufacturing fab in Boise, Idaho. Construction of the fab began in October 2023, with first DRAM wafer output projected in mid-calendar 2027. In June 2025, in connection with certain amendments to our CHIPS Act agreements, we announced plans for a second leading-edge memory manufacturing fab in Idaho to serve growing market demand fueled by AI. We plan to begin construction of the second Idaho fab in 2026, and expect it to be operational by the end of 2028.

Our announced plan for New York includes construction of a leading-edge DRAM memory manufacturing site, consisting of up to four fabs to be built over the next 20-plus years, in Clay, New York. In January 2026, we broke ground on our first New York fab, which will provide supply in 2030 and beyond. We expect these new fabs to be key to meeting our requirements for additional wafer capacity, in line with industry demand trends and our objective of maintaining stable bit share.

On December 9, 2024, we entered into direct funding agreements with the U.S. Department of Commerce for up to $6.1 billion in direct funding pursuant to the CHIPS Act for a planned fab in Boise, Idaho, and two planned fabs in Clay, New York. On June 11, 2025, we entered into amendments to the direct funding agreements to add a second planned fab in Boise, Idaho, and allocate certain award funding to the second planned Idaho fab from the $6.1 billion grants previously awarded under the December 2024 direct funding agreements. The direct funding for up to $6.1 billion remains unchanged. On June 11, 2025, we also entered into a direct funding agreement with the U.S. Department of Commerce for up to $275 million in direct funding to expand and modernize our fab in Manassas, Virginia. The grants under the funding agreements represent total CHIPS Act grants of up to $6.4 billion in connection with our U.S. manufacturing expansion and modernization projects. In addition, we announced plans to bring advanced HBM packaging capabilities to the United States.

In addition to the CHIPS Act direct funding, we receive a 35% investment tax credit on qualified investments in U.S. semiconductor manufacturing under the CHIPS Act. We have also signed a non-binding term sheet with the State of New York that provides for up to $5.5 billion in funding for the planned four-fab facility over the next 20-plus years through a combination of tax credits for qualified capital investments and incentives for eligible new job wages.

Outside the United States, we are investing in manufacturing technologies, facilities and equipment, and R&D, and advancing our global back-end assembly and test network. These investments support our product portfolio and extend our ability to meet global market demand in the future. Planned investments and those underway include the following:

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• India:** Our assembly and test facility in Gujarat commenced commercial shipments and will start ramping production in 2026;

• Japan:** We are modernizing our Hiroshima manufacturing facility to support future DRAM nodes and AI memory production;

• Singapore:** We broke ground in January 2025 on an HBM advanced packaging facility to meaningfully expand our total advanced packaging capacity beginning in calendar 2027. In January 2026, we broke ground on an additional advanced wafer fab facility located within our existing NAND manufacturing complex. This facility will provide additional cleanroom space when it becomes operational in the second half of calendar 2028, helping address growing market demand for NAND technology driven by the rapid expansion of AI and data-centric applications; and

• Taiwan:** We are modernizing our production capacity for DRAM and HBM products to meet rising market demand. On March 15, 2026, we completed the acquisition of a wafer fabrication facility in Tongluo, Miaoli County, Taiwan, from Powerchip Semiconductor Manufacturing Corporation for cash consideration to be paid in installments totaling $1.8 billion. We expect this site to support meaningful product shipments from the existing fab beginning in 2028. Adding to the existing fab, we plan to begin construction of a similar-sized second cleanroom at this site by the end of 2026.

In certain countries outside of the U.S, we receive or expect to receive, government incentives related to our investments. The amounts of these government incentives generally offset a portion of our planned investments and require us to meet certain conditions in order to receive such incentives.

Our Board of Directors has authorized the discretionary repurchase of up to $10 billion of our outstanding common stock through open-market purchases, block trades, privately-negotiated transactions, derivative transactions, and/or pursuant to Rule 10b5-1 trading plans. The repurchase authorization has no expiration date, does not obligate us to acquire any common stock, and is subject to market conditions, restrictions applicable under our CHIPS Act direct funding agreements, and our ongoing determination of the best use of available cash. Through February 26, 2026, we had repurchased an aggregate of $7.84 billion under the authorization. See Item 1. Financial Statements, Notes to Consolidated Financial Statements, Note 11. Equity.

On March 18, 2026, our Board of Directors declared a quarterly dividend of $0.15 per share, payable in cash on April 15, 2026, to shareholders of record as of the close of business on March 30, 2026. The declaration and payment of any future cash dividends are at the discretion and subject to the approval of our Board of Directors. Our Board of Directors’ decisions regarding the amount and payment of dividends will depend on many factors, including, but not limited to, our financial condition, results of operations, capital requirements, business conditions, debt service obligations, contractual restrictions, industry practice, legal requirements, regulatory constraints, and other factors that our Board of Directors may deem relevant.

We expect that our cash and investments, cash flows from operations, funding from government incentives, and available financing will be sufficient to meet our requirements at least through the next 12 months and thereafter for the foreseeable future.

Cash Flows

Six Months Ended			February 26, 2026			February 27, 2025
Net cash provided by operating activities			$	20,314		$	7,186
Net cash used for investing activities			(10,119)			(6,300)
Net cash used for financing activities			(5,912)			(326)
Effect of changes in currency exchange rates on cash, cash equivalents, and restricted cash			5			(49)
Net increase in cash, cash equivalents, and restricted cash			$	4,288		$	511

Operating Activities: Cash provided by operating activities reflects net income adjusted for certain non-cash items, including depreciation expense, amortization of intangible assets, and stock-based compensation, and the effects of changes in operating assets and liabilities.

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The increase in cash provided by operating activities for the first six months of 2026 as compared to the first six months of 2025 was primarily due to higher net income in the current year adjusted for non-cash items, an increase in other current liabilities resulting mainly from higher consideration payable to customers for pricing adjustments, and an increase in noncurrent liabilities largely due to higher noncurrent income taxes payable related to the implementation of Pillar Two. These increases were partially offset by a significant increase in receivables due to higher revenue in the first six months of 2026.

Investing Activities: For the first six months of 2026, net cash used for investing activities consisted primarily of $11.78 billion of expenditures for property, plant, and equipment and $419 million of net outflows from purchases, maturities, and sales of available-for-sale securities, partially offset by $2.26 billion of proceeds from government incentives to offset capital expenditures.

For the first six months of 2025, net cash used for investing activities consisted primarily of $7.26 billion of expenditures for property, plant, and equipment, partially offset by $1.03 billion received from government incentives to offset capital expenditures.

Financing Activities: For the first six months of 2026, net cash used for financing activities consisted primarily of $4.63 billion of repayments of debt, which included the prepayment in full of the 2028 Notes, 2029 Term Loan A, 2029 A Notes, 2029 B Notes, and 2030 Notes; $650 million for the acquisition of 2.5 million shares of our common stock under our share repurchase authorization; $545 million for the repurchases of common stock for withholdings on employee equity awards; and $266 million for payments of dividends to shareholders. See Item 1. Financial Statements, Notes to Consolidated Financial Statements, Note 9. Debt.

For the first six months of 2025, net cash used for financing activities consisted primarily of $2.63 billion of repayments of debt, which included the prepayment of the 2026 Notes, 2026 Term Loan A, and 2027 Term Loan A borrowings; $261 million for payments of dividends to shareholders; and $252 million for the repurchases of common stock for withholdings on employee equity awards; partially offset by $1.68 billion of proceeds from the issuance of the 2029 Term Loan A and approximately $1.00 billion of proceeds from the issuance of the 2035 A Notes.

Critical Accounting Estimates

For a discussion of our critical accounting estimates, see Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, Critical Accounting Estimates of our Annual Report on Form 10-K for the year ended August 28, 2025. There have been no significant changes to our critical accounting estimates since our Annual Report on Form 10-K for the year ended August 28, 2025.

Recently Issued Accounting Standards

See Part I, Item 1. Financial Statements, Notes to Consolidated Financial Statements, Note 2. Recently Issued Accounting Standards.

For further discussion about market risk and sensitivity analysis related to changes in interest rates and currency exchange rates, see Part II, Item 7A. Quantitative and Qualitative Disclosures About Market Risk in our Annual Report on Form 10-K for the year ended August 28, 2025. There have been no material changes to our market risk during the six months ended February 26, 2026.

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An evaluation was carried out under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based upon that evaluation, the principal executive officer and principal financial officer concluded that those disclosure controls and procedures were effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act are recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to our management, including the principal executive officer and principal financial officer, to allow timely decisions regarding disclosure.

During the second quarter of 2026, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

For a discussion of legal proceedings, see Part I. Financial Information, Item 1. Financial Statements, Notes to Consolidated Financial Statements, Note 10. Contingencies and Item 1A. Risk Factors in this Quarterly Report on Form 10-Q.

SEC regulations require disclosure of certain proceedings related to environmental matters unless we reasonably believe that the related monetary sanctions, if any, will be less than a specified threshold. We use a threshold of $1 million for this purpose.

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In addition to the factors discussed elsewhere in this Form 10-Q, this section discusses important factors which could cause actual results or events to differ materially from those contained in any forward-looking statements made by us. The order of presentation is not necessarily indicative of the level of risk that each factor poses to us. Any of these factors could have a material adverse effect on our business, results of operations, financial condition, or stock price. Our operations could also be affected by other factors that are presently unknown to us or not considered significant.

Risk Factor Summary

Risks Related to Our Business, Operations, and Industry

• volatility in average selling prices of our products;

• a range of factors that may adversely affect our gross margins;

• our international operations, including geopolitical risks;

• the highly competitive nature of our industry;

• our ability to develop, produce, and supply new and competitive memory and storage technologies and products;

• realizing expected returns from capacity expansions;

• achieving or maintaining certain outcomes and the compliance requirements associated with incentives from various governments;

• availability and quality of materials, supplies, electrical power, gas, water, and capital equipment, or dependency on third-party service providers;

• a downturn or ongoing adverse conditions in regional or worldwide economies;

• disruptions to our manufacturing processes from operational issues, natural disasters, or other events;

• dependency on certain customers, including international customers, and end markets;

• products that fail to meet specifications, are defective, or are incompatible with end uses;

• breaches of our security systems or products, systems failures, interruptions, delays in service, catastrophic events, and resulting interruptions of our systems or those of our customers, suppliers, or business partners;

• uncertainties and outcomes associated with the use and evolution of AI;

• attracting, retaining, and motivating highly skilled employees;

• responsible sourcing requirements and related regulations;

• sustainability and governance expectations or standards;

• acquisitions and/or strategic transactions; and

• restructure plans may not realize expected savings or other benefits.

Risks Related to Intellectual Property and Litigation

• protecting our intellectual property and retaining key employees who are knowledgeable about and develop our intellectual property;

• legal, regulatory and administrative investigations, inquiries, proceedings, and claims; and

• claims that our products or manufacturing processes infringe or otherwise violate the intellectual property rights of others or failure to obtain or renew license agreements covering such intellectual property.

Risks Related to Laws and Regulations

• impacts of government actions and compliance with tariffs, trade restrictions, and/or trade regulations;

• tax expense and tax laws in key jurisdictions; and

• compliance with laws, regulations, or industry standards, including environmental considerations.

Risks Related to Capitalization and Financial Markets

• our ability to generate sufficient cash flows or obtain access to external financing;

• our debt obligations;

• changes in foreign currency exchange rates;

• counterparty default risk;

• volatility in the trading price of our common stock; and

• fluctuations in the amount and frequency of our common stock repurchases and payment of cash dividends and resulting impacts.

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Risks Related to Our Business, Operations, and Industry

Volatility in average selling prices for our semiconductor memory and storage products may adversely affect our business.

We have experienced significant volatility in our average selling prices and may continue to experience such volatility in the future. In the past five fiscal years, annual percentage changes in DRAM average selling prices have ranged from plus low 40% to a minus high 40% range. In the past five fiscal years, annual percentage changes in NAND average selling prices have ranged from plus low 30% to a minus low 50% range. In some prior periods, average selling prices for our products have been below our manufacturing costs, and we may experience such circumstances in the future. Significant declines in average selling prices in future periods could have a material adverse effect on our business, results of operations, or financial condition.

Our gross margins may be adversely affected by a range of factors.

In addition to the impact of our average selling prices, our gross margins are dependent, in part, upon continuing decreases in per gigabit manufacturing costs achieved through improvements in our manufacturing processes and product designs. Factors that may limit our ability to reduce our per gigabit manufacturing costs at sufficient levels to prevent deterioration of or improve gross margins include, but are not limited to:

• strategic product diversification decisions affecting product mix;

• increasing complexity of our product portfolio, which may impact operational costs;

• increasing complexity of manufacturing processes;

• difficulties in transitioning to smaller line-width process technologies or additional 3D memory layers or NAND cell levels;

• process complexity, including number of mask layers and fabrication steps;

• manufacturing yield and defect density;

• technological barriers;

• changes in process technologies;

• new products that may require relatively larger die sizes or advanced packaging technologies;

• start-up or other costs associated with capacity expansions;

• regional cost differences that may become more pronounced when we transition the manufacture of certain products within our global network;

• higher costs of goods and services due to, among other things, inflationary pressures, regulatory actions, including tariffs or trade restrictions, increased input costs, or market conditions; and

• higher manufacturing costs per gigabit due to fabrication facility underutilization, lower wafer output, and insufficient volume to run new technology nodes to achieve cost optimization.

Many factors may result in a reduction of our output or a delay in ramping production, which have in the past and could in the future lead to underutilization of our production assets. These factors may include, among others, a weak demand environment, industry oversupply, inventory surpluses, difficulties in ramping emerging technologies, supply chain disruptions, and delays from equipment suppliers. A significant portion of our manufacturing costs are fixed and do not vary proportionally with changes in production output. As a result, lower utilization, lower wafer output, and corresponding increases in our per gigabit manufacturing costs could result in higher inventory carrying costs, and have had, and may continue to have, an adverse effect on our gross margins, business, results of operations, or financial condition.

We operate in a dynamic and rapidly evolving industry where the timeframes for product transitions, facility expansions, production ramps, and supply chain shifts are increasingly compressed. To remain competitive, we must continuously develop and implement new products and technologies and decrease manufacturing costs in spite of inflationary pressures and regulatory uncertainty. As we streamline our production and shift capacity to leading-edge nodes, we face execution risks that could impact our ability to meet customer demand and maintain market coverage.

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There can be no assurance we will be able

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Securities Trading Plans of Directors and Executive Officers

The following director and officers, as defined in Rule 16a-1(f) of the Exchange Act, adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 of Regulation S-K, during the last fiscal quarter.

On December 19, 2025, April Arnzen, our Executive Vice President and Chief People Officer, adopted a Rule 10b5-1 trading arrangement providing for the sale of an aggregate of up to 80,000 shares of our common stock. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c). The first date that sales of any shares are permitted to be sold under the trading arrangement is April 1, 2026, and subsequent sales under the trading arrangement may occur for the duration of the trading arrangement until December 31, 2026, or earlier if all transactions under the trading arrangement are completed.

On January 30, 2026, Sanjay Mehrotra, our Chairman of the Board, President, and Chief Executive Officer, as trustee of the Mehrotra Family Trust, terminated his Rule 10b5-1 trading arrangement, dated as of November 8, 2025 (the “original trading plan”), which provided for the sale of up to 200,000 shares of our common stock, none of which had been sold prior to the termination. On January 30, 2026, promptly after the termination of the original trading plan, Mr. Mehrotra, as trustee of the Mehrotra Family Trust, entered into a new Rule 10b5-1 trading arrangement (the “modified trading plan”) providing for the sale of up to 200,000 shares of our common stock. The modified trading plan is intended to satisfy the affirmative defense in Rule 10b5-1(c). The first date that sales of any shares are permitted to be made under the modified trading plan is May 1, 2026, and subsequent sales under the trading arrangement may occur for the duration of the trading arrangement until May 1, 2027, or earlier if all transactions under the trading arrangement are completed.

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On January 30, 2026, Michael Ray, our Senior Vice President, Chief Legal Officer and Corporate Secretary, adopted a Rule 10b5-1 trading arrangement providing for the sale of an aggregate of approximately 30,501 shares of our common stock consisting of (i) 7,601 shares of our common stock, and (ii) approximately 22,900 net shares he is expected to hold following vesting and applicable withholdings with respect to restricted stock awards he currently holds. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c). The first date that sales of any shares are permitted to be made under the trading arrangement is May 1, 2026, and subsequent sales under the trading arrangement may occur for the duration of the trading arrangement until April 9, 2027, or earlier if all transactions under the trading arrangement are completed.

No other directors or officers, as defined in Rule 16a-1(f), adopted and/or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 of Regulation S-K, during the last fiscal quarter.

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Index to Exhibits

Exhibit Number			Description of Exhibit			Filed Herewith			Form			Period Ending			Exhibit/ Appendix			Filing Date
3.1			Restated Certificate of Incorporation, as amended, of the Registrant			X
3.2			Amended and Restated Bylaws of Registrant as of July 17, 2025						8-K						3.1			7/18/25
10.1*^			2025 Equity Incentive Plan Forms of Agreement and Terms and Conditions for FY2026			X
31.1			Rule 13a-14(a) Certification of Chief Executive Officer			X
31.2			Rule 13a-14(a) Certification of Chief Financial Officer			X
32.1			Certification of Chief Executive Officer Pursuant to 18 U.S.C. 1350			X
32.2			Certification of Chief Financial Officer Pursuant to 18 U.S.C. 1350			X
101.INS			Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document			X
101.SCH			Inline XBRL Taxonomy Extension Schema Document			X
101.CAL			Inline XBRL Taxonomy Extension Calculation Linkbase Document			X
101.DEF			Inline XBRL Taxonomy Extension Definition Linkbase Document			X
101.LAB			Inline XBRL Taxonomy Extension Label Linkbase Document			X
101.PRE			Inline XBRL Taxonomy Extension Presentation Linkbase Document			X
104			Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)			X

• Indicates management contract or compensatory plan or arrangement.

^ Certain portions of this exhibit have been redacted because they are both not material and is the type that the Registrant treats as private or confidential. The Registrant hereby agrees to furnish supplementally to the Securities and Exchange Commission, upon its request, an unredacted copy of this exhibit.

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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.

									Micron Technology, Inc.
									(Registrant)
Date			March 18, 2026			By:			/s/ Mark Murphy
									Mark Murphy
									Executive Vice President and Chief Financial Officer
									(Principal Financial Officer)
									/s/ Scott Allen
									Scott Allen
									Corporate Vice President and Chief Accounting Officer
									(Principal Accounting Officer)

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