MICROCHIP TECHNOLOGY INC — Director's Dealing 2011

Nov 16, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2011-11-15

Reporting Person: SANGHI STEVE (Director, President, CEO, Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-11-15	Common Stock	M	93089	$27.153	Acquired	4814930	Indirect
2011-11-15	Common Stock	S	93089	$37.00	Disposed	4721841	Indirect
2011-11-15	Common Stock	M	2778	$36.87	Acquired	4724619	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-11-15	Common Stock Option (Right to Buy)	$27.153	M	93089	Disposed	2012-04-03	Common Stock (202500)	Direct
2011-11-15	Restricted Stock Units	$36.87	M	2778	Disposed		Common Stock (22226)	Direct

Footnotes

F1: Of the 4,814,930 shares held, 45,554 shares were held Directly; 4,769,376 shares were held by Trust.

F2: Of the 4,721,841 shares held, 45,554 shares were held Directly; 4,676,287 shares were held by Trust.

F3: Of the 4,724,619 shares held, 45,554 shares were held Directly; 4,679,065 shares were held by Trust.

F4: The restricted stock units will vest in eight equal quarterly installments beginning February 15, 2011 as long as the individual remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.