MONOLITHIC POWER SYSTEMS INC — Director's Dealing 2013

Jul 15, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MONOLITHIC POWER SYSTEMS INC (MPWR)
CIK: 0001280452
Period of Report: 2013-07-11

Reporting Person: Xiao Deming (Pres. of MPS Asia Operations)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-07-11	Common Stock	S	9349.0	$25.0467	Disposed	104880	Direct
2013-07-12	Common Stock	M	46836.0	$10.41	Acquired	151716	Direct
2013-07-12	Common Stock	S	46836.0	$25.2168	Disposed	104880	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-07-12	Incentive Stock Option (right to buy)	$10.91	M	46836.0	Disposed	2014-12-07	Common Stock (46836)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	12033	Indirect

Footnotes

F1: In accordance with the reporting person's 10b5-1 trading plan.

F2: The price is the weighted average sale price for the transactions reported on this line. The prices for the transactions reported on this line range from $25.00 to $25.14. The reporting person undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F3: On December 11, 2012, the Company's Board declared a special cash dividend of $1.00 per common share, which was paid on December 28, 2012 to all shareholders of record as of the close of business on December 21, 2012. The Board approved a modification whereby each outstanding option as of December 28, 2012 was increased by a ratio of 1.0471 with a corresponding reduction in the exercise price.