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NASDAQ: MRAM EVERSPIN TECHNOLOGIES INC. 8-K

Everspin locks in 10-year MRAM manufacturing deal with Microchip, commits $14M upfront

Filed April 10, 2026 · Period ending April 8, 2026 · ~1 min read

5 key changes 3 high relevance 3 sections

Key Changes

  • high

    Everspin will pay Microchip ~$13.95M in two phases for tooling setup and engineering to establish MRAM production at Microchip's Oregon fab, with capacity coming online in 18-30 months depending on product type.

  • high

    Company committed to minimum quarterly wafer purchases ramping to 1,300 wafers per quarter. If Everspin misses minimums, it must pay the shortfall in cash within 45 days—a take-or-pay obligation that could strain cash if demand weakens.

  • high

    The 10-year foundry agreement (auto-renewing for 2-year periods) secures long-term manufacturing capacity for Toggle MRAM, TMR sensors, and STT-MRAM products, reducing supply chain risk for Everspin's core business.

  • medium

    Microchip barred from making TMR devices $13.95 million for Everspin competitors during the deal and $8.95 million for two years after, giving Everspin manufacturing exclusivity at this facility for its technology.

  • medium

    IP ownership split: Everspin keeps product design improvements, Microchip keeps process tech. Both get royalty-free cross-licenses for their respective fields, protecting each party's core interests.

Summary

Everspin Technologies secured its manufacturing future by signing a decade-long foundry deal with Microchip to produce MRAM wafers at Microchip's Oregon facility. The company will pay roughly $14 million upfront in two phases to relocate equipment and set up production lines, with initial capacity for Toggle and sensor products expected in about 18 months and STT-MRAM capacity in 30 months.

This partnership addresses a critical need for stable, long-term production capacity in the specialized MRAM market. The deal comes with strings attached: Everspin must buy a minimum number of wafers each quarter, ramping to 1,300 per quarter over time.

If the company falls short, it pays the difference in cash within 45 days—a take-or-pay structure that protects Microchip but creates downside risk for Everspin if customer demand disappoints. On the upside, Microchip cannot manufacture competing TMR-based products $13.95 million for rivals during the contract and $8.95 million for two years after, giving Everspin some competitive insulation. Retail investors should watch Everspin's quarterly revenue and inventory trends closely. If revenue growth doesn't keep pace with the wafer purchase commitments, the company could face cash burn from paying for unused capacity—a red flag in a capital-intensive business.

Section-by-Section Diff

Event · Item 1.01 — Entry into a Material Definitive Agreement

~700 words

Everspin entered a 10-year foundry agreement with Microchip for MRAM wafer manufacturing, committing ~$13.95M upfront and minimum quarterly purchases.

4 Added
Added Foundry Services Agreement with Microchip high

Added in current filing · verify on EDGAR →

On April 8, 2026, Everspin Technologies, Inc. (the “Company”) and Microchip Technology (“Microchip”) entered into a Foundry Services Agreement (the “Agreement”). Under the Agreement, Microchip will manufacture 8-inch Magnetoresistive Random Access Memory (“MRAM”), Tunnel Magnetoresistive (“TMR”) sensor, and Spin-transfer Torque (“STT”) MRAM wafers for the Company at Microchip’s Fab 4 facility located in Gresham, Oregon. The Agreement has an initial term of ten (10) years from the effective date and will automatically renew for additional two (2) year periods unless either party provides at least two (2) years’ prior written notice of its intent not to renew.

Everspin secured a long-term manufacturing partnership with Microchip for its core MRAM products. The 10-year initial term with automatic renewals provides manufacturing stability and capacity at Microchip's Oregon facility. This foundry relationship is critical for Everspin's production capabilities.

Added Upfront costs and timeline high

Added in current filing · verify on EDGAR →

The Company will reimburse Microchip an estimated total of approximately $13.95 million in two phases for costs associated with relocation, installation, deinstallation of tooling, process set-up, project management, and initial qualification. Phase 1 costs total approximately $8.95 million, consisting of approximately $5.45 million for relocation and installation costs and $3.5 million in non-recurring engineering charges. Phase 2 costs total approximately $5.0 million, consisting of approximately $4.0 million for relocation and installation costs and $1.0 million in non-recurring engineering charges.

Everspin will pay approximately $13.95 million upfront in two phases to cover tooling relocation, installation, and engineering costs. This represents a significant near-term cash outlay to establish the manufacturing capability. Capacity for Toggle and Sensor products starts in about 18 months, while STT-MRAM capacity begins in approximately 30 months.

Added Intellectual property and exclusivity medium

Added in current filing · verify on EDGAR →

Each party retains ownership of its pre-existing intellectual property. Foreground intellectual property created under the Agreement that constitutes an improvement to the Company’s product designs is owned by the Company, while foreground intellectual property related to process technology is owned by Microchip. The Company has granted Microchip a non-exclusive, royalty-free license to use Everspin technology solely for the purpose of providing goods and services to the Company. Each party has granted the other exclusive, perpetual, royalty-free cross-licenses under foreground intellectual property for their respective fields of use.

The agreement establishes clear IP ownership: Everspin owns product design improvements while Microchip owns process technology developments. Both parties receive royalty-free cross-licenses for their respective fields. Everspin granted Microchip a limited license to use its technology only for manufacturing services to Everspin.

Added Competitive restrictions on Microchip medium

Added in current filing · verify on EDGAR →

During the term of the Agreement and for two (2) years thereafter, Microchip is restricted from manufacturing devices having TMR elements/stacks for the Company’s competitors or disclosing related manufacturing know-how to the Company’s competitors; provided, however, that Microchip may purchase any TMR elements/stacks (including, for example, MRAM and TMR Sensors) from third parties so long as no Company confidential information, Company technology or Company intellectual property is used.

Microchip cannot manufacture TMR-based devices for Everspin's competitors during the agreement term plus two years after, protecting Everspin's competitive position. However, Microchip can purchase such devices from third parties as long as Everspin's confidential information isn't used. This provides Everspin some manufacturing exclusivity in the TMR space at this facility.

Event · Item 7.01 — Regulation FD Disclosure

~100 words

Company issued press release announcing an Agreement; details furnished under Regulation FD but not formally filed.

1 Added
Added Agreement announcement medium

Added in current filing · verify on EDGAR →

On April 8, 2026, the Company issued a press release announcing the Agreement.

The company disclosed that it announced an Agreement via press release on April 8, 2026.This is a Regulation FD disclosure, meaning the information is being made public to comply with fair disclosure rules but is not formally 'filed' for liability purposes under the Securities Exchange Act.

Event · Item 9.01 — Financial Statements and Exhibits

~97 words

Everspin filed an 8-K attaching a press release dated April 8, 2026; no material event details disclosed in the filing body.

1 Added
Added Press release attachment medium

Added in current filing · verify on EDGAR →

Press release dated April 8, 2026.

The 8-K references an attached press release dated April 8, 2026 (Exhibit 99.1), but the filing body does not disclose the content or subject matter of that release. Without access to the exhibit text, the nature and materiality of the disclosed event cannot be determined from this filing alone.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 3, 2026 · How we verify