MICROCHIP TECHNOLOGY INC — Director's Dealing 2011

Nov 3, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2011-11-01

Reporting Person: LITTLE MITCHELL R (VP, WW Sales and Appns.)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-11-01	Common Stock	M	7492	$34.48	Acquired	14977	Direct
2011-11-01	Common Stock	F	2364	$34.48	Disposed	12613	Direct
2011-11-01	Common Stock	M	775	$34.48	Acquired	13388	Direct
2011-11-01	Common Stock	F	245	$34.48	Disposed	13143	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-11-01	Restricted Stock Units	$34.48	M	7492	Disposed		Common Stock (7942)	Direct
2011-11-01	Restricted Stock Units	$34.48	M	775	Disposed		Common Stock (6200)	Direct

Footnotes

F1: The restricted stock units will vest in full on the first business day of the month of the fourth anniversary of the date of grant. Vested shares will be delivered to the reporting person upon vest.

F2: The restricted stock units vest in eight equal quarterly installments beginning February 1, 2010. Vested shares will be delivered to the reporting person upon vest.