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: LITTLE MITCHELL R (Senior VP, WW Client Engagemnt)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-15	Common Stock	M	4052	$85.80	Acquired	12434	Direct
2019-05-15	Common Stock	F	1219	$85.80	Disposed	11215	Direct
2019-05-15	Common Stock	M	2426	$85.80	Acquired	13641	Direct
2019-05-15	Common Stock	F	1079	$85.80	Disposed	12562	Direct
2019-05-15	Common Stock	M	115	$85.80	Acquired	12677	Direct
2019-05-15	Common Stock	F	52	$85.80	Disposed	12625	Direct
2019-05-15	Common Stock	M	25	$85.80	Acquired	12650	Direct
2019-05-15	Common Stock	F	12	$85.80	Disposed	12638	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-05-15	Restricted Stock Units	$85.80	M	4052	Disposed		Common Stock (4052)	Direct
2019-05-15	Restricted Stock Units	$85.80	M	2426	Disposed		Common Stock (29115)	Direct
2019-05-15	Restricted Stock Units	$85.80	M	115	Disposed		Common Stock (115)	Direct
2019-05-15	Restricted Stock Units	$85.80	M	25	Disposed		Common Stock (25)	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.