Published
# Micron Technology (MU) - Recent Events, Fiscal 2026 Micron's fiscal 2026 ran from August 29, 2025 to September 3, 2026. Amounts are in US dollars as the filings report them. ## Filings that contain financial statements Each earnings release below is furnished as Exhibit 99.1 to a Form 8-K (Item 2.02) and contains a consolidated statement of operations, a consolidated balance sheet and a consolidated statement of cash flows (unaudited), with GAAP to non-GAAP reconciliations. - Form 8-K filed September 30, 2026, accession 0000723125-26-000018: fourth quarter ended September 3, 2026 and full fiscal 2026 (statement of operations for the quarter and the year, with comparative quarters ended May 28, 2026 and August 28, 2025; balance sheet at September 3, 2026; cash flow statement for the year). - Form 8-K filed June 24, 2026, accession 0000723125-26-000013: third quarter ended May 28, 2026 (statements of operations, balance sheet, cash flows). - Form 8-K filed March 18, 2026, accession 0000723125-26-000004: second quarter ended February 26, 2026 (statements of operations, balance sheet, cash flows). This is where the second quarter's results are presented in the filings. - Form 8-K filed December 17, 2025, accession 0000723125-25-000044: first quarter ended November 27, 2025 (statements of operations, balance sheet, cash flows). This is where the first quarter's results are presented in the filings. - Form 8-K filed September 23, 2025, accession 0000723125-25-000024: fourth quarter and full fiscal 2025, ended August 28, 2025 (statements of operations, balance sheet, cash flows). ## Results and guidance Micron's revenue rose in every quarter of the year, and each quarter beat the revenue midpoint of the guidance given the quarter before. | Quarter (ended) | Revenue | GAAP net income | GAAP diluted EPS | Guidance given for the quarter (revenue midpoint) | Accession | |---|---|---|---|---|---| | Q4 FY25 (Aug 28, 2025) | $11.32 billion | $3.20 billion | $2.83 | $11.2 billion (raised Aug 11, 2025 from $10.7 billion) | 0000723125-25-000024 | | Q1 FY26 (Nov 27, 2025) | $13.64 billion | $5.24 billion | $4.60 | $12.50 billion | 0000723125-25-000044 | | Q2 FY26 (Feb 26, 2026) | $23.86 billion | $13.79 billion | $12.07 | $18.70 billion | 0000723125-26-000004 | | Q3 FY26 (May 28, 2026) | $41.46 billion | $28.24 billion | $24.67 | $33.5 billion | 0000723125-26-000013 | | Q4 FY26 (Sep 3, 2026) | $54.23 billion | $37.70 billion | $32.87 | $50.0 billion | 0000723125-26-000018 | - **September 30, 2026 (accession 0000723125-26-000018).** Micron reported record fourth-quarter revenue of $54.23 billion against $11.32 billion a year earlier, GAAP net income of $37.70 billion ($32.87 per diluted share) and non-GAAP net income of $38.40 billion ($33.42 per diluted share). Full-year fiscal 2026 revenue was $133.19 billion versus $37.38 billion in fiscal 2025, with GAAP net income of $84.97 billion ($74.33 per diluted share) against $8.54 billion ($7.59). GAAP gross margin was 86.8% in the fourth quarter and 80.7% for the year. Operating cash flow was $43.97 billion for the quarter and $89.68 billion for the year; adjusted free cash flow was $33.20 billion and $62.31 billion; net capital expenditures were $10.77 billion and $27.37 billion. Cash, marketable investments and restricted cash ended the year at $73.48 billion. - **Guidance for the first quarter of fiscal 2027 (same release).** Revenue of $61.5 billion plus or minus $1.5 billion, GAAP gross margin of approximately 85.95% (non-GAAP 86.25%) and GAAP diluted EPS of $37.84 plus or minus $1.00 (non-GAAP $38.15 plus or minus $1.00). The prior quarter's guidance, given June 24, 2026, was revenue of $50.0 billion plus or minus $1.0 billion and GAAP EPS of $30.73 plus or minus $1.00. - **August 11, 2025 (accession 0001104659-25-075940).** Ahead of a conference appearance, Micron raised its fourth-quarter fiscal 2025 guidance, citing improved pricing, particularly in DRAM, and strong execution: revenue to $11.2 billion plus or minus $100 million (from $10.7 billion plus or minus $300 million), non-GAAP gross margin to 44.5% plus or minus 0.5% (from 42.0% plus or minus 1.0%), and non-GAAP EPS to $2.85 plus or minus $0.07 (from $2.50 plus or minus $0.15). - **Guidance given with each earnings release.** First-quarter fiscal 2026 guidance (September 23, 2025) was revenue of $12.50 billion plus or minus $300 million; second quarter (December 17, 2025) was $18.70 billion plus or minus $400 million; third quarter (March 18, 2026) was $33.5 billion plus or minus $750 million with gross margin of approximately 81%. Reported GAAP gross margin was 56.0%, 74.4% and 84.6% in the first three quarters of fiscal 2026. ## Strategic customer agreements - **June 24, 2026 (accession 0000723125-26-000013).** The third-quarter release was headed "Micron executes transformational Strategic Customer Agreements." The chief executive said the company believes the multi-year agreements will significantly enhance the durability and predictability of its financial performance. The Form 10-Q for the quarter (accession 0000723125-26-000015) describes them as take-or-pay agreements with binding volume commitments over multi-year terms, with pricing that is mostly fixed or bounded by minimum and maximum bands, and notes that some were executed after May 28, 2026. - **Form 10-K (accession 0000723125-26-000023).** For fiscal 2026 Micron received $12.75 billion of customer deposits under these agreements, nearly all scheduled to be repaid between 2029 and 2031, and the aggregate of letters of credit issued or committed by third-party banks in support of customer obligations was $7 billion at September 3, 2026. ## Capital actions - **Dividend.** The quarterly dividend was $0.115 per share through the December 17, 2025 declaration. The March 18, 2026 release (accession 0000723125-26-000004) announced a 30% increase to $0.15 per share, which was declared again on June 24, 2026 and September 30, 2026 (payable October 29, 2026 to holders of record on October 14, 2026). Dividends paid in fiscal 2026 totaled $610 million (accession 0000723125-26-000018). - **Debt reduction.** Micron prepaid a large part of its debt during the year. Form 10-Q (accession 0000723125-26-000015) lists prepayments beginning October 24, 2025 (2028 Notes and 2029 B Notes), October 27, 2025 (2029 Term Loan A), February 2026 (2029 A and 2030 Notes) and April 3, 2026, totaling $8.51 billion of principal in the first nine months. On March 25, 2026 Micron launched cash tender offers for any and all of six series of senior notes due 2031 to 2035 (accession 0001104659-26-034174; $5.4 billion principal outstanding). On April 1, 2026 it announced the offers expired March 31, 2026 with about $4.32 billion principal validly tendered, payment expected April 3, 2026 (accession 0001104659-26-038249). Fiscal 2026 repayments of debt were $10.04 billion, and the balance sheet shows debt of $5.18 billion at September 3, 2026 (Form 10-K, accession 0000723125-26-000023). Micron also reduced its revolving credit facility from $3.50 billion to $2.00 billion on May 6, 2026 (Form 10-Q). - **Share repurchases.** Micron bought back $650 million of stock (2.5 million shares) under its repurchase program during fiscal 2026, none of it in the fourth quarter (Form 10-K). On October 8, 2026 the board increased the total repurchase authorization to $35.16 billion, built from the roughly $2.16 billion that remained under the existing $10 billion program plus 100% of adjusted free cash flow for the fourth quarter, less CHIPS Act grant proceeds received for capital expenditures and less dividends paid. Under its CHIPS Act funding agreements, repurchases under the program are to be made from December 9, 2026 (Form 10-K, accession 0000723125-26-000023). ## Acquisition - **March 2026, completed (disclosed in periodic filings; no Form 8-K).** Micron completed the acquisition of a wafer fabrication facility in Tongluo, Miaoli County, Taiwan, from Powerchip Semiconductor Manufacturing Corporation for cash consideration of $1.8 billion. The Form 10-K says it expects the site to support meaningful product shipments from the existing fab beginning in mid-calendar 2027, and that it has begun constructing a similar-sized second cleanroom there (accession 0000723125-26-000023; also Form 10-Q, accession 0000723125-26-000015). This closing was not the subject of a current report. ## U.S. manufacturing investment - **June 12, 2025, announced (accession 0001104659-25-058741; before the fiscal year, still shaping its capital plan).** Micron and the Trump Administration announced a plan to expand U.S. investment to about $200 billion ($150 billion in domestic memory manufacturing and $50 billion of R&D), including a second leading-edge fab in Idaho, expansion of the Manassas, Virginia fab and U.S. advanced HBM packaging. It finalized a $275 million CHIPS Act direct funding award for Manassas. In the Form 10-K, Micron says it broke ground on the first New York fab in January 2026, with first Idaho DRAM wafer output projected in mid-calendar 2027. - **August 2026, announced (Form 10-K Item 7, accession 0000723125-26-000023).** Micron announced Micron Research Labs, a long-horizon research institution headquartered in Boise, Idaho, supported by a planned investment of approximately $10 billion over the next decade to advance memory, compute and semiconductor manufacturing technologies. ## Board, management and governance - **October 21, 2025 (accession 0001104659-25-101237).** Directors Richard M. Beyer (compensation committee chair) and Mary Pat McCarthy (audit committee chair) said they would retire from the board at the annual meeting, expected January 15, 2026, leaving eight directors. - **January 21, 2026 (accession 0001104659-26-005366).** Following the January 15, 2026 annual meeting, stockholders approved an amendment adding officer exculpation to the charter (effective January 21, 2026), re-elected eight directors, approved named executive officer pay on an advisory basis, and ratified PricewaterhouseCoopers LLP as auditor for fiscal 2026. A stockholder proposal on special meeting rights was not approved. - **June 9, 2026 (accession 0001104659-26-071845).** Dr. Alexis Black Bjorlin was appointed to the board as an independent director, bringing it to nine directors. - **August 26, 2026 (accession 0001104659-26-101067).** Manish Bhatia was appointed President and Chief Operating Officer and Dr. Scott DeBoer President and Chief Technology and Products Officer, effective immediately; Sumit Sadana, executive vice president and chief business officer, moved to Senior Advisor to the CEO. Sanjay Mehrotra continues as chairman and chief executive officer. - **July 18, 2025 (accession 0001104659-25-069019).** Micron amended and restated its bylaws as of July 17, 2025 (Item 5.03). ## Legal developments after fiscal year-end (Form 10-K Note 11; no Form 8-K) Both items below are disclosed in the Form 10-K (accession 0000723125-26-000023) and no Form 8-K covers either. - **October 5, 2026, Netlist settlement.** Netlist and Micron agreed to dismiss all litigation claims against one another under settlement and license agreements. The matters included Netlist's complaint to the U.S. International Trade Commission, on which the ITC instituted a Section 337 investigation on September 23, 2026 seeking an exclusion order barring importation of certain Micron DRAM products. The 10-K does not state the terms. - **October 6, 2026, Munich Regional Court rulings in YMTC's case.** After a hearing on September 17 and 18, 2026, the court issued written rulings that certain Micron 3D NAND products infringe two YMTC utility models. The rulings require Micron to cease offering, marketing, importing or possessing the accused products in Germany, to stop deliveries abroad to customers it knows will supply them into Germany, to provide an accounting and to surrender accused products located in Germany. Micron has appealed the infringement ruling on the two utility models. Further proceedings on the other two asserted utility models and the asserted patent are set for June and September 2027. ## Not reflected in the filings No Form 8-K reports a merger agreement, a restructuring, an impairment or a stock split for the period. No Form 8-K reports the Tongluo acquisition (see above).