MICROCHIP TECHNOLOGY INC — Director's Dealing 2013

Feb 5, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2013-02-04

Reporting Person: LAMBERT DAVID S (VP, Fab Operations)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-04	Performance Stock Units	$	A	286	Acquired		Common Stock (286)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	208575	Indirect

Footnotes

F1: Of the 208,575 shares held, 8,683 shares were held Directly; 197,103 shares were held by Trust; 1,339 shares were held by Reporting Person's sons; and 1,450 shares were held by Reporting Person's daughters..

F2: Each performance unit represents a contingent right to receive one share of MCHP common stock. The performance units vest in full upon MCHP achieving quarterly non-GAAP earnings per share of $0.63 as long as the individual remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.