---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-24-005219"
form_type: "8-K"
ticker: "MU"
cik: "0000723125"
company_name: "MICRON TECHNOLOGY INC"
filed_at: "2024-01-19T23:59:59+00:00"
generated_at: "2026-06-06T21:35:48.446102+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Micron shareholders elect all director nominees, approve say-on-pay at 2023 annual meeting

## Summary
- All 8 director nominees elected; largest vote total ~821.9M for Mary Pat McCarthy.
- Say-on-pay approved with 668.2M votes for vs 162.5M against; broker non-votes 75.7M.
- Ratification of PwC as auditor for FY2024 approved with 832.9M votes for.
- Shareholder proposal on excessive termination pay rejected with 766.7M against.
- Advisory vote on executive compensation frequency set at every one year as board recommended.

## SEC filing metadata
- accession: 0001104659-24-005219
- form_type: 8-K
- ticker: MU
- cik: 0000723125
- company_name: MICRON TECHNOLOGY INC
- filed_at: 2024-01-19T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/723125/000110465924005219/0001104659-24-005219-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/723125/000110465924005219/tm243636d1_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-24-005219
- JSON: https://secwatch.observer/filing/0001104659-24-005219.json
- Plain text: https://secwatch.observer/filing/0001104659-24-005219.txt

## Key facts
- Shareholder Votes
  MICRON TECHNOLOGY INC shareholders rejected Stockholder proposal regarding shareholder ratification of excessive termination pay at the 2024-01-18 meeting.
  - Proposal: auditor ratification
  - Outcome: failed
  - Meeting: 2024-01-18
  source text: The proposal by a stockholder of the Company regarding shareholder ratification of excessive termination pay was not approved with 62,422,591 votes in favor, 766,725,385 votes against, 2,857,329 abstentions, and 75,744,721 broker non-votes.
  evidence_url: https://www.sec.gov/Archives/edgar/data/723125/000110465924005219/0001104659-24-005219-index.htm
- Shareholder Votes
  MICRON TECHNOLOGY INC shareholders approved Ratification of appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm at the 2024-01-18 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-01-18
  source text: The ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending August 29, 2024, was approved with 832,915,267 votes in favor, 73,961,873 votes against, 872,886 abstentions, and no broker non-votes.
  evidence_url: https://www.sec.gov/Archives/edgar/data/723125/000110465924005219/0001104659-24-005219-index.htm
- Shareholder Votes
  MICRON TECHNOLOGY INC shareholders approved Advisory vote on frequency of say-on-pay votes at the 2024-01-18 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2024-01-18
  source text: The proposal by the Company to approve, on a non-binding basis, the frequency (every one, two or three years) with which its stockholders will have an advisory vote on the compensation of its Named Executive Officers was approved for one year with 820,559,280 votes.
  evidence_url: https://www.sec.gov/Archives/edgar/data/723125/000110465924005219/0001104659-24-005219-index.htm
- Shareholder Votes
  MICRON TECHNOLOGY INC shareholders approved Election of Directors at the 2024-01-18 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-01-18
  source text: Each of the following nominees for Director were elected to serve on the Company’s board of directors
  evidence_url: https://www.sec.gov/Archives/edgar/data/723125/000110465924005219/0001104659-24-005219-index.htm
- Shareholder Votes
  MICRON TECHNOLOGY INC shareholders approved Advisory vote to approve compensation of Named Executive Officers at the 2024-01-18 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-01-18
  source text: The proposal by the Company to approve, on a non-binding advisory basis, the compensation of its Named Executive Officers as described in the Company’s proxy statement was approved with 668,196,485 votes in favor, 162,466,833 votes against, 1,341,987 abstentions, and 75,744,721 broker non-votes.
  evidence_url: https://www.sec.gov/Archives/edgar/data/723125/000110465924005219/0001104659-24-005219-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.