MONOLITHIC POWER SYSTEMS INC — Director's Dealing 2011

Feb 10, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MONOLITHIC POWER SYSTEMS INC (MPWR)
CIK: 0001280452
Period of Report: 2011-02-08

Reporting Person: CHANG KUO WEI HERBERT (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-02-08	Common Stock	A	6200	—	Acquired	86200	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	31189	Indirect
Common Stock	161819	Indirect

Footnotes

F1: According to the Company's 2004 Equity Incentive Plan and the Board Compensation Schedule as adopted by the Board on February 1, 2011, each year, on the date of the first meeting of the Board, the Company grants each non-employee director who has been on the Board for at least six months, Restricted Stock Units for Board and Committee meeting services. 100% of the restricted stock units shall vest on the first anniversary of the Vesting Commencement Date, provided the non-employee director remains a director on such date.

F2: Reporting person is the partner of InveStar Capital, Inc. Mr. Chang retains beneficial ownership of these shares, but disclaims the economic benefit except to his pecuniary interests, if any.

F3: Reporting person is a General Partner of the VCFA Growth Partners, L.P., a Cayman Island Limited Partnership. Mr. Chang retains beneficial ownership of these shares, but disclaims the economic benefit except to his pecuniary interests, if any.