NOTICE TO HOLDERS OF CONVERTIBLE SENIOR SUBORDINATED

NOTES OF MICROCHIP TECHNOLOGY INCORPORATED

1.625% Convertible Senior Subordinated Notes due 2027

CUSIP Number 595017 AF11

To the Holders of the 1.625% Convertible Senior Subordinated Notes due 2027 (the "Notes") of Microchip Technology Incorporated:

On August 25, 2021, Microchip Technology Incorporated, a Delaware Corporation (the "Company"), announced that its Board of Directors had approved a 2 for 1 stock split to be effected in the form of a stock dividend (the "Stock Dividend"). The Stock Dividend was paid on October 12, 2021 to stockholders of record of the Company on October 4, 2021 (the "Record Date").

As a result of the Stock Dividend, effective immediately after the open of business on October 13, 2021, pursuant to Section 14.04(b) of the Indenture, dated as of February 15, 2017 (the "Indenture"), by and between the Company and Wells Fargo Bank, National Association, as Trustee (the "Trustee"), (i) the Conversion Rate of the Notes was adjusted to 21.3114 shares of the Company's common stock per $1,000 principal amount of Notes, and (ii) the Incremental Share Factor with respect to the Notes was adjusted to 10.6557 shares of the Company's common stock per $1,000 principal amount of Notes, subject, in each case, to adjustment as provided in Article 14 of the Indenture.

The Additional Shares, Stock Prices and each of the related thresholds described in Section 14.03(e) of the Indenture have been similarly adjusted.

Capitalized terms used herein but not defined herein shall have the meanings assigned to such terms in the Indenture. This notice is being sent to you pursuant to Section 14.04(l) of the Indenture. If you have any questions, please contact J. Eric Bjornholt at the Company, telephone 480-792-7804.

  • The CUSIP number is included solely for the convenience of the holders of Notes. Neither the Company nor the Trustee shall be responsible for the selection or use of the CUSIP number, nor is any representation made as to their correctness with respect to the Notes or as indicated in this notice.

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Microchip Technology Incorporated published this content on 13 October 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 13 October 2021 23:41:02 UTC.