MICROCHIP TECHNOLOGY INC — Director's Dealing 2019

May 16, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2019-05-15

Reporting Person: MOORTHY GANESH (COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-15	Common Stock	M	8638	$85.80	Acquired	281968	Indirect
2019-05-15	Common Stock	F	3711	$85.80	Disposed	278257	Indirect
2019-05-15	Common Stock	M	5172	$85.80	Acquired	283429	Indirect
2019-05-15	Common Stock	F	2222	$85.80	Disposed	281207	Indirect
2019-05-15	Common Stock	M	1271	$85.80	Acquired	282478	Indirect
2019-05-15	Common Stock	F	546	$85.80	Disposed	201932	Indirect
2019-05-15	Common Stock	M	277	$85.80	Acquired	282209	Indirect
2019-05-15	Common Stock	F	119	$85.80	Disposed	282090	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-05-15	Restricted Stock Units	$85.80	M	8638	Disposed		Common Stock (8638)	Direct
2019-05-15	Restricted Stock Units	$85.80	M	5172	Disposed		Common Stock (62067)	Direct
2019-05-15	Restricted Stock Units	$85.80	M	1271	Disposed		Common Stock (1271)	Direct
2019-05-15	Restricted Stock Units	$85.80	M	277	Disposed		Common Stock (277)	Direct

Footnotes

F1: The restricted stock units will vest in full on May 15, 2019 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 June 30, 2015. Vested shares will be delivered to the reporting person upon vest.

F2: The restricted stock units vest in twelve equal quarterly installments beginning November 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 December 31, 2015. Vested shares will be delivered to the reporting person upon vest.

F3: The restricted stock units will vest in full on May 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 June 30, 2016. Vested shares will be delivered to the reporting person upon vest.

F4: The restricted stock units will vest in full on May 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 June 30, 2017. Vested shares will be delivered to the reporting person upon vest.