MICROCHIP TECHNOLOGY INC — Director's Dealing 2013

Nov 18, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2013-11-15

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-15	Common Stock	M	4898	$43.61	Acquired	216759	Indirect
2013-11-15	Common Stock	F	2232	$43.61	Disposed	214527	Indirect
2013-11-15	Common Stock	M	286	$43.61	Acquired	214813	Indirect
2013-11-15	Commoin Stock	F	131	$43.61	Disposed	214682	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-11-15	Restricted Stock Units	$43.61	M	4898	Disposed		Common Stock (4898)	Direct
2013-11-15	Restricted Stock Units	$43.61	M	286	Disposed		Common Stock (286)	Direct

Footnotes

F1: Of the 216,759 shares held, 8,583 shares were held Directly; 205,387 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: Of the 214,527 shares held, 8,583 shares were held Directly; 203,155 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..

F3: Of the 214,813 shares held, 8,583 shares were held Directly; 203,441 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..

F4: Of the 214,682 shares held, 8,583 shares were held Directly; 203,310 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..

F5: 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.

F6: The restricted stock units will vest in full on November 15, 2013 as long as the individual remains a service provider through the vesting date and the Company achieves performance targets for operating profit in the quarter ended December 31, 2009. Vested shares will be delivered to the reporting person upon vest.