MICROCHIP TECHNOLOGY INC — Director's Dealing 2011

Feb 2, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2011-01-31

Reporting Person: SIMONCIC RICHARD J (VP, Analog and Intrfc Prod Div)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-01-31	Common Stock	M	5919	$15.917	Acquired	129460	Indirect
2011-01-31	Common Stock	M	30000	$15.917	Acquired	159460	Indirect
2011-01-31	Common Stock	M	1690	$15.86	Acquired	161150	Indirect
2011-01-31	Common Stock	M	2194	$24.267	Acquired	163344	Indirect
2011-01-31	Common Stock	S	39803	$36.847	Disposed	123541	Indirect
2011-02-01	Common Stock	M	2750	$37.19	Acquired	126291	Indirect
2011-02-01	Common Stock	F	843	$37.19	Disposed	125448	Indirect
2011-02-01	Common Stock	M	575	$37.19	Acquired	126023	Indirect
2011-02-01	Common Stock	F	177	$37.19	Disposed	125846	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-01-31	Common Stock Option (Right to Buy)	$15.917	M	5919	Disposed	2011-04-02	Common Stock (5919)	Direct
2011-01-31	Common Stock Option (Right to Buy)	$15.917	M	30000	Disposed	2011-04-02	Common Stock (30000)	Direct
2011-01-31	Common Stock Option (Right to Buy)	$15.86	M	1690	Disposed	2011-06-01	Common Stock (1690)	Direct
2011-01-31	Common Stock Option (Right to Buy)	$24.267	M	2194	Disposed	2012-01-22	Common Stock (2194)	Direct
2011-02-01	Restricted Stock Units	$37.19	M	2750	Disposed		Common Stock (11000)	Direct
2011-02-01	Restricted Stock Units	$37.19	M	575	Disposed		Common Stock (4600)	Direct

Footnotes

F1: Of the 129,460 shares held, 7,652 shares were held Directly; 121,583 shares were held by Trust; and 225 shares were held by Reporting Person's wife and mother-in-law.

F2: Of the 159,460 shares held, 7,652 shares were held Directly; 151,583 shares were held by Trust; and 225 shares were held by Reporting Person's wife and mother-in-law.

F3: Of the 161,150 shares held, 7,652 shares were held Directly; 153,273 shares were held by Trust; and 225 shares were held by Reporting Person's wife and mother-in-law.

F4: Of the 163,344 shares held, 7,652 shares were held Directly; 155,467 shares were held by Trust; and 225 shares were held by Reporting Person's wife and mother-in-law.

F5: Of the 123,541 shares held, 7,652 shares were held Directly; 115,664 shares were held by Trust; and 225 shares were held by Reporting Person's wife and mother-in-law.

F6: Of the 126,291 shares held, 7,652 shares were held Directly; 118,414 shares were held by Trust; and 225 shares were held by Reporting Person's wife and mother-in-law.

F7: Of the 125,448 shares held, 7,652 shares were held Directly; 117,571 shares were held by Trust; and 225 shares were held by Reporting Person's wife and mother-in-law.

F8: Of the 126,023 shares held, 7,652 shares were held Directly; 118,146 shares were held by Trust; and 225 shares were held by Reporting Person's wife and mother-in-law.

F9: Of the 125,846 shares held, 7,652 shares were held Directly; 117,969 shares were held by Trust; and 225 shares were held by Reporting Person's wife and mother-in-law.

F10: The restricted stock units vest in four equal quarterly installments beginning May 1, 2010. Vested shares will be delivered to the reporting person upon vest.

F11: The restricted stock units vest in eight equal quarterly installments beginning February 1, 2010, as long as the individual remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.