MICROCHIP TECHNOLOGY INC — Director's Dealing 2012

Feb 9, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2012-02-08

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-08	Common Stock	G	7250	—	Disposed	4762584	Indirect
2012-02-08	Common Stock	G	105527	—	Disposed	4762584	Indirect

Footnotes

F1: The Sanghi Family Trust (the "Family Trust") transferred these shares without the payment of consideration to the Sanghi LLC, a limited liability company (the "Sanghi LLC") of which the Family Trust is the sole member. The Reporting Person and his wife are the sole trustees of the Family Trust.

F2: Of the 4,762,584 shares held, 14,604 shares were held Directly; 4,740,730 shares were held by the Family Trust; and 7,250 shares were held by the Sanghi LLC.

F3: The Family Trust transferred these shares without the payment of consideration to the Sanghi Family Limited Partnership, a limited partnership of which the Sanghi LLC is a 6.37% limited partner and the Sanghi Family Trust is a 93.13% limited partner, and the Sanghi LLC is the sole general partner.

F4: Of the 4,762,584 shares held, 14,604 shares were held Directly; 4,635,203 shares were held by the Family Trust; 7,250 shares were held by the Sanghi LLC, and 105,527 shares were held by the Sanghi Limited Partnership.