MU 10-K

Micron Technology Inc (MU)

10-K 2021-10-08 For: 2021-09-02

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Added on April 02, 2026

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Introduction
PART I
Item 1.	Business	3
Item 1A.	Risk Factors	17
Item 1B.	Unresolved Staff Comments	36
Item 2.	Properties	36
Item 3.	Legal Proceedings	37
Item 4.	Mine Safety Disclosures	37
PART II
Item 5.	Market for Registrant’s Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities	37
Item 6.	[Reserved]	39
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	39
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk	47
Item 8.	Financial Statements and Supplementary Data	48
Item 9.	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	85
Item 9A.	Controls and Procedures	85
Item 9B.	Other Information	85
Item 9C.	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	85
PART III
Item 10.	Directors, Executive Officers, and Corporate Governance	86
Item 11.	Executive Compensation	86
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	86
Item 13.	Certain Relationships and Related Transactions, and Director Independence	86
Item 14.	Principal Accountant Fees and Services	86
PART IV
Item 15.	Exhibits and Financial Statement Schedule	87
Item 16.	Form 10-K Summary	90
Signatures		91


Region	Percent		Percent Women

Asia	74 %		34	%
United States	24	%	19	%
Europe	2	%	21	%
Total	100	%	30	%



									Scott R. Allen
									Corporate Vice President and Chief Accounting Officer
									Mr. Allen, 53, joined us in September 2020 as Corporate Vice President of Accounting. Mr. Allen was named Corporate Vice President and Chief Accounting Officer in October 2020. From August 2016 to September 2020, Mr. Allen held several executive roles at NetApp,Inc. including Senior Vice President, Chief Accounting Officer. Mr. Allen holds a Bachelor of Business Administration in Accounting from Siena College.


									April S. Arnzen
									Senior Vice President and Chief People Officer
									Ms. Arnzen, 50, joined us in December 1996 and has served in various leadership positions since that time. Ms. Arnzen was named Senior Vice President, Human Resources in June 2017 and named Senior Vice President and Chief People Officer in October 2020. Ms. Arnzen holds a BS in Human Resource Management and Marketing from the University of Idaho and is a graduate of the Stanford Graduate School of Business Executive Program.


									Manish Bhatia
									Executive Vice President, Global Operations
									Mr. Bhatia, 49, joined us in October 2017 as our Executive Vice President, Global Operations. From May 2016 to October 2017, Mr. Bhatia served as the Executive Vice President of Silicon Operations at Western Digital Corporation. From March 2010 to May 2016, Mr. Bhatia held several executive roles at SanDisk Corporation including Executive Vice President of Worldwide Operations until it was acquired by Western Digital in May 2016. Mr. Bhatia holds a BS and MS in Mechanical Engineering and an MBA, each from the Massachusetts Institute of Technology.


									Michael W. Bokan
									Senior Vice President, Worldwide Sales
									Mr. Bokan, 60, joined us in 1996 and has served in various leadership positions since that time. Mr. Bokan was named Senior Vice President, Worldwide Sales in October 2018. Mr. Bokan holds a BS in Business Administration from Colorado State University.


									Scott J. DeBoer
									Executive Vice President, Technology & Products
									Dr. DeBoer, 55, joined us in February 1995 and has served in various leadership positions since that time. Dr. DeBoer was named Executive Vice President, Technology Development in June 2017 and named Executive Vice President, Technology & Products in September 2019. Dr. DeBoer holds a PhD in Electrical Engineering and an MS in Physics from Iowa State University. He completed his undergraduate degree at Hastings College.



									Sanjay Mehrotra
									President, Chief Executive Officer, and Director
									Mr. Mehrotra, 63, joined us in May 2017 as our President, Chief Executive Officer, and Director. Mr. Mehrotra co-founded and led SanDisk Corporation as a start-up in 1988 until its eventual sale in May 2016, serving as its President and Chief Executive Officer from January 2011 to May 2016, and as a member of its Board of Directors from July 2010 to May 2016. Mr. Mehrotra served as a member of the Board of Directors for Cavium, Inc. from July 2009 until July 2018 and for Western Digital Corp. from May 2016 to February 2017 and currently serves as a member of the Board of Directors of CDW Corporation. Mr. Mehrotra holds a BS and an MS in Electrical Engineering and Computer Science from the University of California, Berkeley and is a graduate of the Stanford Graduate School of Business Executive Program.


									Joel L. Poppen
									Senior Vice President, Legal Affairs, General Counsel, and Corporate Secretary
									Mr. Poppen, 57, joined us in October 1995 and has held various leadership positions since that time. Mr. Poppen was named Vice President, Legal Affairs, General Counsel, and Corporate Secretary in December 2013 and named Senior Vice President, Legal Affairs, General Counsel, and Corporate Secretary in June 2017. Mr. Poppen holds a BS in Electrical Engineering from the University of Illinois and a JD from the Duke University School of Law.


									Sumit Sadana
									Executive Vice President and Chief Business Officer
									Mr. Sadana, 52, joined us in June 2017 as our Executive Vice President and Chief Business Officer. From April 2010 to May 2016, Mr. Sadana served in various roles at SanDisk Corporation, including Executive Vice President, Chief Strategy Officer, and General Manager, Enterprise Solutions until it was acquired by Western Digital in May 2016. Mr. Sadana currently serves on the Board of Directors of Silicon Laboratories, Inc. Mr. Sadana holds a B.Tech. in Electrical Engineering from the Indian Institute of Technology, Kharagpur, India and an MS in Electrical Engineering from Stanford University.


									David A. Zinsner
									Senior Vice President and Chief Financial Officer
									Mr. Zinsner, 52, joined us in February 2018 as our Senior Vice President and Chief Financial Officer. From April 2017 to February 2018, Mr. Zinsner served as the President and Chief Operating Officer of Affirmed Networks. From January 2009 to April 2017, Mr. Zinsner served as the Senior Vice President of Finance and Chief Financial Officer of Analog Devices. From July 2005 to January 2009, Mr. Zinsner served as the Senior Vice President and Chief Financial Officer of Intersil Corporation. Mr. Zinsner holds an MBA, Finance and Accounting from Vanderbilt University and a BS in Industrial Management from Carnegie Mellon University.


	DRAM		NAND
	(percentage change in average selling prices)

2021 from 2020	8	%	(12)	%
2020 from 2019	(34)	%	(9)	%
2019 from 2018	(30)	%	(47)	%
2018 from 2017	36	%	(13)	%
2017 from 2016	18	%	(10)	%


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


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


Location			Principal Operations

Taiwan			R&D, wafer fabrication, component assembly and test, module assembly and test
Singapore			R&D, wafer fabrication, component assembly and test, module assembly and test
Japan			R&D, wafer fabrication
United States			R&D, wafer fabrication, reticle manufacturing
Malaysia			Component assembly and test, module assembly and test
China			Component assembly and test, module assembly and test


Period			Total number of shares purchased	Average price paid per share		Total number of shares purchased as part of publicly announced plans or programs	Approximate dollar value of shares that may yet be purchased under publicly announced plans or programs (in millions)

June 4, 2021	–	July 8, 2021	1,872,825	$	80.48	1,872,825
July 9, 2021	–	August 5, 2021	7,735,146	76.63		7,735,146
August 6, 2021	–	September 2, 2021	4,242,303	72.29		4,242,303
			13,850,274	$	75.82	13,850,274	$5,962


	2016		2017		2018		2019		2020		2021

Micron Technology, Inc.	$	100	$	194	$	318	$	275	$	276	$	447
S&P 500 Composite Index	100		116		139		143		174		229
Philadelphia Semiconductor Index (SOX)	100		141		181		198		303		464


For the year ended	2021				2020				2019

Revenue	$	27,705	100	%	$	21,435	100	%	$	23,406	100	%
Cost of goods sold	17,282		62	%	14,883		69	%	12,704		54	%
Gross margin	10,423		38	%	6,552		31	%	10,702		46	%

Research and development	2,663		10	%	2,600		12	%	2,441		10	%
Selling, general, and administrative	894		3	%	881		4	%	836		4	%
Restructure and asset impairments	488		2	%	60		—	%	(29)		—	%
Other operating (income) expense, net	95		—	%	8		—	%	78		—	%
Operating income	6,283		23	%	3,003		14	%	7,376		32	%

Interest income (expense), net	(146)		(1)	%	(80)		—	%	77		—	%
Other non-operating income (expense), net	81		—	%	60		—	%	(405)		(2)	%
Income tax (provision) benefit	(394)		(1)	%	(280)		(1)	%	(693)		(3)	%
Equity in net income (loss) of equity method investees	37		—	%	7		—	%	3		—	%
Net income attributable to noncontrolling interests	—		—	%	(23)		—	%	(45)		—	%
Net income attributable to Micron	$	5,861	21	%	$	2,687	13	%	$	6,313	27	%


For the year ended	September 2, 2021		September 3, 2020		August 29, 2019

Revenue	$	27,705	$	21,435	$	23,406
Cost of goods sold	17,282		14,883		12,704
Gross margin	10,423		6,552		10,702

Research and development	2,663		2,600		2,441
Selling, general, and administrative	894		881		836
Restructure and asset impairments	488		60		(29)
Other operating (income) expense, net	95		8		78
Operating income	6,283		3,003		7,376

Interest income	37		114		205
Interest expense	(183)		(194)		(128)
Other non-operating income (expense), net	81		60		(405)
	6,218		2,983		7,048

Income tax (provision) benefit	(394)		(280)		(693)
Equity in net income (loss) of equity method investees	37		7		3
Net income	5,861		2,710		6,358

Net income attributable to noncontrolling interests	—		(23)		(45)
Net income attributable to Micron	$	5,861	$	2,687	$	6,313

Earnings per share
Basic	$	5.23	$	2.42	$	5.67
Diluted	5.14		2.37		5.51

Number of shares used in per share calculations
Basic	1,120		1,110		1,114
Diluted	1,141		1,131		1,143


As of	September 2, 2021		September 3, 2020

Assets
Cash and equivalents	$	7,763	$	7,624
Short-term investments	870		518
Receivables	5,311		3,912
Inventories	4,487		5,373
Assets held for sale	974		—
Other current assets	502		538
Total current assets	19,907		17,965
Long-term marketable investments	1,765		1,048
Property, plant, and equipment	33,213		31,031
Operating lease right-of-use assets	551		584
Intangible assets	349		334
Deferred tax assets	782		707
Goodwill	1,228		1,228
Other noncurrent assets	1,054		781
Total assets	$	58,849	$	53,678

Liabilities and equity
Accounts payable and accrued expenses	$	5,325	$	5,817
Current debt	155		270
Other current liabilities	944		548
Total current liabilities	6,424		6,635
Long-term debt	6,621		6,373
Noncurrent operating lease liabilities	504		533
Noncurrent unearned government incentives	808		643
Other noncurrent liabilities	559		498
Total liabilities	14,916		14,682

Commitments and contingencies

Micron shareholders’ equity
Common stock, $0.10 par value, 3,000 shares authorized, 1,216 shares issued and 1,119 outstanding (1,194 shares issued and 1,113 outstanding as of September 3, 2020)	122		119
Additional capital	9,453		8,917
Retained earnings	39,051		33,384
Treasury stock, 97 shares held (81 shares as of September 3, 2020)	(4,695)		(3,495)
Accumulated other comprehensive income (loss)	2		71
Total equity	43,933		38,996
Total liabilities and equity	$	58,849	$	53,678


	Micron Shareholders
	Common Stock			Additional Capital		Retained Earnings		Treasury Stock		Accumulated Other Comprehensive Income (Loss)		Total Micron Shareholders’ Equity		Noncontrolling Interests in Subsidiaries		Total Equity
	Number of Shares	Amount

Balance at August 30, 2018	1,170	$	117	$	8,201	$	24,395	$	(429)	$	10	$	32,294	$	870	$	33,164
Cumulative effect from adoption of new accounting standards	—	—		—		92		—		—		92		—		92
Net income	—	—		—		6,313		—		—		6,313		36		6,349
Other comprehensive income (loss), net	—	—		—		—		—		(1)		(1)		—		(1)
Stock issued under stock plans	14	1		178		—		—		—		179		—		179
Stock-based compensation expense	—	—		243		—		—		—		243		—		243
Repurchase of stock	(2)	—		103		(39)		(2,792)		—		(2,728)		—		(2,728)
Acquisitions of noncontrolling interest	—	—		1		—		—		—		1		(17)		(16)
Reclassification of redeemable convertible notes, net	—	—		3		—		—		—		3		—		3
Cash settlement of convertible notes	—	—		(515)		—		—		—		(515)		—		(515)
Balance at August 29, 2019	1,182	$	118	$	8,214	$	30,761	$	(3,221)	$	9	$	35,881	$	889	$	36,770
Net income	—	—		—		2,687		—		—		2,687		15		2,702
Other comprehensive income (loss), net	—	—		—		—		—		62		62		—		62
Stock issued under stock plans	14	1		224		—		—		—		225		—		225
Stock-based compensation expense	—	—		328		—		—		—		328		—		328
Repurchase of stock	(2)	—		(11)		(64)		(176)		—		(251)		—		(251)
Settlement of capped calls	—	—		98		—		(98)		—		—		—		—
Acquisitions of noncontrolling interest	—	—		120		—		—		—		120		(904)		(784)
Cash settlement of convertible notes	—	—		(56)		—		—		—		(56)		—		(56)
Balance at September 3, 2020	1,194	$	119	$	8,917	$	33,384	$	(3,495)	$	71	$	38,996	$	—	$	38,996
Net income	—	—		—		5,861		—		—		5,861		—		5,861
Other comprehensive income (loss), net	—	—		—		—		—		(69)		(69)		—		(69)
Stock issued under stock plans	13	2		223		—		—		—		225		—		225
Stock-based compensation expense	—	—		378		—		—		—		378		—		378
Repurchase of stock	(2)	—		(12)		(82)		(1,200)		—		(1,294)		—		(1,294)
Stock issued for convertible notes	11	1		(1)		—		—		—		—		—		—
Cash settlement of convertible notes	—	—		(52)		—		—		—		(52)		—		(52)
Cash dividends declared ($0.10 per share)	—	—		—		(112)		—		—		(112)		—		(112)
Balance at September 2, 2021	1,216	$	122	$	9,453	$	39,051	$	(4,695)	$	2	$	43,933	$	—	$	43,933


For the year ending	Finance Leases		Operating Leases

2022	$	127	$	68
2023	115		69
2024	89		61
2025	74		50
2026	74		47
2027 and thereafter	454		372
Less imputed interest	(130)		(108)
	$	803	$	559


For the year ended	2021				2020				2019

CNBU	$	12,280	44	%	$	9,184	43	%	$	9,968	43	%
MBU	7,203		26	%	5,702		27	%	6,403		27	%
SBU	3,973		14	%	3,765		18	%	3,826		16	%
EBU	4,209		15	%	2,759		13	%	3,137		13	%
All Other	40		—	%	25		—	%	72		—	%
	$	27,705			$	21,435			$	23,406


For the year ended	2021				2020				2019

CNBU	$	4,295	35	%	$	2,010	22	%	$	4,645	47	%
MBU	2,173		30	%	1,074		19	%	2,606		41	%
SBU	173		4	%	36		1	%	(386)		(10)	%
EBU	1,006		24	%	301		11	%	923		29	%
All Other	20		50	%	(2)		(8)	%	13		18	%
	$	7,667			$	3,419			$	7,801


For the year ended	2021		2020		2019

Net cash provided by operating activities	$	12,468	$	8,306	$	13,189
Net cash provided by (used for) investing activities	(10,589)		(7,589)		(10,085)
Net cash provided by (used for) financing activities	(1,781)		(317)		(2,438)
Effect of changes in currency exchange rates on cash, cash equivalents, and restricted cash	41		11		26
Net increase in cash, cash equivalents, and restricted cash	$	139	$	411	$	692


For the year ended	September 2, 2021		September 3, 2020		August 29, 2019

Cash flows from operating activities
Net income	$	5,861	$	2,710	$	6,358
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation expense and amortization of intangible assets	6,214		5,650		5,424
Amortization of debt discount and other costs	30		26		49
Restructure and asset impairments	454		40		(97)
Stock-based compensation	378		328		243
(Gains) losses on debt prepayments, repurchases, and conversions	1		(40)		396
Change in operating assets and liabilities
Receivables	(1,446)		(723)		2,431
Inventories	866		(435)		(1,489)
Accounts payable and accrued expenses	210		725		(174)
Deferred income taxes, net	(50)		79		150
Other	(50)		(54)		(102)
Net cash provided by operating activities	12,468		8,306		13,189

Cash flows from investing activities
Expenditures for property, plant, and equipment	(10,030)		(8,223)		(9,780)
Purchases of available-for-sale securities	(3,163)		(1,857)		(4,218)
Proceeds from maturities of available-for-sale securities	1,250		814		1,541
Proceeds from sales of available-for-sale securities	856		1,458		1,504
Proceeds from government incentives	495		262		748
Other	3		(43)		120
Net cash provided by (used for) investing activities	(10,589)		(7,589)		(10,085)

Cash flows from financing activities
Repayments of debt	(1,520)		(4,366)		(3,340)
Payments to acquire treasury stock	(1,294)		(251)		(2,729)
Payments on equipment purchase contracts	(295)		(63)		(75)
Acquisition of noncontrolling interest in IMFT	—		(744)		—
Proceeds from issuance of debt	1,188		5,000		3,550
Other	140		107		156
Net cash provided by (used for) financing activities	(1,781)		(317)		(2,438)

Effect of changes in currency exchange rates on cash, cash equivalents, and restricted cash	41		11		26

Net increase (decrease) in cash, cash equivalents, and restricted cash	139		411		692


	2021												2020
							Net Carrying Amount								Net Carrying Amount
As of	Stated Rate		Effective Rate		Principal		Current		Long-Term		Total		Principal		Current		Long-Term		Total

Finance lease obligations	N/A		3.14	%	$	803	$	154	$	649	$	803	$	486	$	76	$	410	$	486
2023 Notes	2.497	%	2.64	%	1,250		—		1,247		1,247		1,250		—		1,245		1,245
2024 Notes	4.640	%	4.76	%	600		—		598		598		600		—		598		598
2024 Term Loan A	0.975	%	1.01	%	1,188		—		1,186		1,186		—		—		—		—
2026 Notes	4.975	%	5.07	%	500		—		498		498		500		—		498		498
2027 Notes(1)	4.185	%	4.27	%	900		—		901		901		900		—		895		895
2029 Notes	5.327	%	5.40	%	700		—		696		696		700		—		696		696
2030 Notes	4.663	%	4.73	%	850		—		846		846		850		—		845		845
2032D Notes	N/A		N/A		—		—		—		—		134		131		—		131
Extinguished 2024 Term Loan A	N/A		N/A		—		—		—		—		1,250		62		1,186		1,248
Other	N/A		N/A		1		1		—		1		1		1		—		1
					$	6,792	$	155	$	6,621	$	6,776	$	6,671	$	270	$	6,373	$	6,643


	Increase (Decrease) in Principal		Increase (Decrease) in Carrying Value		Increase (Decrease) in Cash		Decrease in Equity		Gain (Loss)

Issuance of 2024 Term Loan A	$	1,188	$	1,186	$	1,186	$	—	$	—
Prepayment of Extinguished 2024 Term Loan A	(1,188)		(1,186)		(1,188)		—		(2)
Settlement of Conversions of 2032D Notes(1)	(134)		(134)		(185)		(52)		1
	$	(134)	$	(134)	$	(187)	$	(52)	$	(1)


	Gains (Losses) on Derivative Instruments		Pension Liability Adjustments		Unrealized Gains (Losses) on Investments		Cumulative Foreign Currency Translation Adjustment		Total

As of September 3, 2020	$	45	$	19	$	8	$	(1)	$	71
Other comprehensive income before reclassifications	(52)		8		(6)		2		(48)
Amount reclassified out of accumulated other comprehensive income	(41)		(1)		(3)		—		(45)
Tax effects	26		(4)		2		—		24
Other comprehensive income (loss)	(67)		3		(7)		2		(69)
As of September 2, 2021	$	(22)	$	22	$	1	$	1	$	2


	Notional or Contractual Amount		Fair Value of
			Assets(1)		Liabilities(2)

As of September 2, 2021
Derivative instruments with hedge accounting designation
Cash flow currency hedges	$	3,601	$	10	$	(66)
Cash flow commodity hedges	45		2		—
Fair value interest rate hedges	900		5		—

Derivative instruments without hedge accounting designation
Non-designated currency hedges	996		3		(2)
			$	20	$	(68)

As of September 3, 2020
Derivative instruments with hedge accounting designation
Cash flow currency hedges	$	1,845	$	41	$	(2)

Derivative instruments without hedge accounting designation
Non-designated currency hedges	1,587		4		(1)
			$	45	$	(3)


	Number of Shares	Weighted-Average Grant Date Fair Value Per Share

Outstanding as of September 3, 2020	17	$	42.13
Granted	11	53.58
Restrictions lapsed	(6)	38.99
Canceled	(2)	41.54
Outstanding as of September 2, 2021	20	49.39


Year of Expiration	State		Japan		Malaysia		Singapore		Other		Total

2022 - 2026	$	49	$	617	$	—	$	—	$	1	$	667
2027 - 2031	537		—		—		—		—		537
2032 - 2036	355		—		—		—		—		355
2037 - 2041	61		—		—		—		—		61
Indefinite	1		—		606		477		7		1,091
	$	1,003	$	617	$	606	$	477	$	8	$	2,711


Year of Tax Credit Expiration	U.S. Federal		State		Total

2022 - 2026	$	—	$	45	$	45
2027 - 2031	—		84		84
2032 - 2036	32		132		164
2037 - 2041	364		5		369
Indefinite	—		104		104
	$	396	$	370	$	766


1			Financial Statements: See our consolidated financial statements under Item 8.
2			Financial Statement Schedule: See “Schedule II – Valuation and Qualifying Accounts” within Item 15 below. Certain Financial Statement Schedules have been omitted since they are either not required, not applicable, or the information is otherwise included.
3			Exhibits. See “Index to Exhibits” within Item 15 below.


	Balance at Beginning of Year		Charged (Credited) to Income Tax Provision		Currency Translation and Charges to Other Accounts		Balance at End of Year

Deferred Tax Asset Valuation Allowance
Year ended September 2, 2021	$	294	$	(54)	$	(7)	$	233
Year ended September 3, 2020	277		20		(3)		294
Year ended August 29, 2019	228		40		9		277


		Micron Technology, Inc.
Date	October 8, 2021	By:	/s/ David A. Zinsner
			David A. Zinsner Senior Vice President and Chief Financial Officer
			(Principal Financial Officer)


Signature	Title	Date

/s/ Sanjay Mehrotra	President and	October 8, 2021
(Sanjay Mehrotra)	Chief Executive Officer and
	Director
	(Principal Executive Officer)

/s/ David A. Zinsner	Senior Vice President and	October 8, 2021
(David A. Zinsner)	Chief Financial Officer
	(Principal Financial Officer)

/s/ Scott Allen	Corporate Vice President and	October 8, 2021
(Scott Allen)	Chief Accounting Officer
	(Principal Accounting Officer)

/s/ Richard M. Beyer	Director	October 8, 2021
(Richard M. Beyer)

/s/ Lynn Dugle	Director	October 8, 2021
(Lynn Dugle)

/s/ Steve Gomo	Director	October 8, 2021
(Steve Gomo)

/s/ Linnie Haynesworth	Director	October 8, 2021
(Linnie Haynesworth)

/s/ Mary Pat McCarthy	Director	October 8, 2021
(Mary Pat McCarthy)

/s/ Robert E. Switz	Chair of the Board	October 8, 2021
(Robert E. Switz)	Director

/s/ MaryAnn Wright	Director	October 8, 2021
(MaryAnn Wright)