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MICROCHIP TECHNOLOGY INC Director's Dealing 2011

Feb 2, 2011

30107_dirs_2011-02-02_e17b34ce-ae6d-4854-b73a-f22bbffcd93b.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2011-02-01

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

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-02-01 Common Stock M 2775 $37.19 Acquired 4668120 Indirect
2011-02-01 Common Stock M 16250 $37.19 Acquired 4684370 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-02-01 Restricted Stock Units $37.19 M 2775 Disposed Common Stock (22200) Direct
2011-02-01 Restricted Stock Units $37.19 M 16250 Disposed Common Stock (65000) Direct

Footnotes

F1: Of the 4,668,120 shares held, 45,554 shares were held Directly; 4,622,566 shares were held by Trust.

F2: Of the 4,684,370 shares held, 45,554 shares were held Directly; 4,638,816 shares were held by Trust.

F3: 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.

F4: 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.