MICROCHIP TECHNOLOGY INC — Director's Dealing 2013

Apr 2, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2013-04-01

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-04-02	Common Stock	M	26000	$18.48	Acquired	143064	Indirect
2013-04-02	Common Stock	S	26000	$36.1926	Disposed	117064	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-04-01	Restricted Stock Units	$	M	4126	Acquired		Common Stock (4126)	Direct
2013-04-02	Common Stock Option (Right to Buy)	$18.48	M	26000	Disposed	2013-04-09	Common Stock (26000)	Direct

Footnotes

F1: The sale(s) reported in this Form 4 was/were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 2, 2010.

F2: Of the 143,064 shares held, 7,652 shares were held Directly; 135,187 shares were held by Trust; and 225 shares were held by Reporting Person's wife and mother-in-law.

F3: Of the 117,064 shares held, 7,652 shares were held Directly; 109,187 shares were held by Trust; and 225 shares were held by Reporting Person's wife and mother-in-law.

F4: Each restricted stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock.

F5: The restricted stock units will vest in full on May 15, 2017 as long as the individual remains a service provider through the vesting date and the Company achieves performance targets for operating expense in the quarter ended June 30, 2013. Vested shares will be delivered to the reporting person upon vest.