MICROCHIP TECHNOLOGY INC — Director's Dealing 2020

Jan 6, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MICROCHIP TECHNOLOGY INC (MCHP)
CIK: 0000827054
Period of Report: 2020-01-02

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

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-01-02	Restricted Stock Units	$0.0	A	1098	Acquired		Common Stock (1098.0)	Direct
2020-01-02	Performance Stock Units	$0.0	A	1099	Acquired		Common Stock (1099.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	9695	Direct

Footnotes

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

F2: The restricted stock units will vest in full on February 15, 2024 as long as the reporting person remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.

F3: Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated (Microchip) 2004 Equity Incentive Plan represents a contingent right to receive shares of Microchip common stock based on the relative total shareholder return (TSR) of Microchip common stock compared to a peer group of twenty companies over a two-year period ending on December 31, 2021. The target number of PSU shares that may be earned is reported in the table above, the minimum number of shares that may be earned is zero if Microchip's TSR is at or lower than the 25th percentile of the peer group and the maximum number of shares that may be earned is 200% of the target if Microchip's TSR is at or higher than the 75th percentile of the peer group. Earned PSUs will vest on February 15, 2024 as long as the reporting person remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.