Preheat your oven to 350°F (175°C) and butter a 9×13-inch baking dish generously. Bring a large pot of salted water to a rolling boil. Shred all your cheeses and let them come to room temperature. Warm your milk in the microwave for 1-2 minutes.

Add the macaroni to boiling water and cook for 6-7 minutes until just shy of al dente. Drain thoroughly but don’t rinse. Set aside.

In your largest pot, melt the butter over medium heat until it foams. Sprinkle in the flour and whisk vigorously for 2-3 minutes until the mixture turns light golden and smells toasty.

Gradually pour in the warm milk while whisking constantly, followed by the heavy cream. Continue whisking as the mixture thickens, about 5-7 minutes. Remove from heat and stir in the cream cheese until completely melted. Add the Dijon mustard, garlic powder, onion powder, smoked paprika, salt, and pepper. Fold in the shredded cheddar and Gruyère in three batches, stirring until each addition melts completely.

Add the drained pasta to your cheese sauce and fold gently until every piece is thoroughly coated. Pour everything into your prepared baking dish, spreading evenly.

Mix the panko breadcrumbs with melted butter, shredded cheddar, and paprika in a bowl. Sprinkle this mixture uniformly across the top.

Bake for 25-30 minutes until the top turns deep golden brown and the edges bubble vigorously. For an extra-crispy top, broil for the final 2-3 minutes while watching carefully. Let rest for 5-10 minutes before serving.