Item 1.01. Entry into a Material Definitive Agreement.





On October 18, 2021, Micron Technology, Inc. ("Micron" or "we") entered into an
underwriting agreement with Barclays Capital Inc., Credit Agricole Securities
(USA) Inc., Mizuho Securities USA LLC, Wells Fargo Securities, LLC, HSBC
Securities (USA) Inc., and Morgan Stanley & Co. LLC, as representatives of the
several underwriters named therein (the "Underwriters"), relating to the
issuance and sale by Micron of $1,000,000,000 aggregate principal amount of
2.703% senior notes due 2032, $500,000,000 aggregate principal amount of 3.366%
senior notes due 2041, and $500,000,000 aggregate principal amount of 3.477%
senior notes due 2051 in a public offering pursuant to a registration statement
on Form S-3 (File No. 333-249838), including the prospectus contained therein,
filed with the Securities and Exchange Commission under the Securities Act of
1933, as amended, a preliminary prospectus supplement dated October 18, 2021 and
a free writing prospectus dated October 18, 2021. The transaction is scheduled
to close on November 1, 2021.

The Underwriting Agreement includes customary representations, warranties and
covenants by Micron. Under the terms of the Underwriting Agreement, Micron has
agreed to indemnify the Underwriters against certain liabilities.

The description of the Underwriting Agreement contained herein is qualified in
its entirety by reference to the Underwriting Agreement filed as Exhibit 1.1 to
this Current Report on Form 8-K and incorporated herein by reference.


Item 9.01.     Financial Statements and Exhibits.

               (d) Exhibits.


Exhibit No.              Description
       1.1                 Underwriting Agreement, dated October 18, 2021, by and among Micron
                         Technology, Inc., Barclays Capital Inc., Credit

Agricole Securities (USA)


                         Inc., Mizuho Securities USA LLC, Wells Fargo

Securities, LLC, HSBC Securities


                         (USA) Inc.    ,     and Morgan Stanley & Co. LLC,

as representatives of the


                         several underwriters on Schedule I attached

thereto


       104               Cover Page Interactive Data File (embedded within

the Inline XBRL document)

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