MICROCHIP TECHNOLOGY INC — Director's Dealing 2016

Oct 4, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2016-10-02

Reporting Person: LITTLE MITCHELL R (VP, WW Sales and Appns.)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-10-02	Restricted Stock Units	$	A	226	Acquired		Common Stock (226)	Direct
2016-10-02	Restricted Stock Units	$	A	89	Acquired		Common Stock (89)	Direct
2016-10-02	Restricted Stock Units	$	A	3308	Acquired		Common Stock (3308)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	10984	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock.

F2: The restricted stock units will vest in full on ovember 15, 2018 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 December 31, 2016. Vested shares will be delivered to the reporting person upon vest.

F3: The restricted stock units will vest in full on ovember 15, 2019 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 December 31, 2016. Vested shares will be delivered to the reporting person upon vest.

F4: The restricted stock units will vest in full on ovember 15, 2020 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 December 31, 2016. Vested shares will be delivered to the reporting person upon vest.