MONOLITHIC POWER SYSTEMS INC — Director's Dealing 2014

Feb 18, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MONOLITHIC POWER SYSTEMS INC (MPWR)
CIK: 0001280452
Period of Report: 2014-02-14

Reporting Person: Lee Victor K (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-14	Common Stock	M	5000.0	$16.2	Acquired	23082	Direct
2014-02-14	Common Stock	S	5000.0	$35.0692	Disposed	18082	Direct
2014-02-14	Common Stock	M	5000.0	$16.2	Acquired	23082	Direct
2014-02-14	Common Stock	S	5000.0	$35.1115	Disposed	18082	Direct
2014-02-14	Common Stock	M	5000.0	$16.2	Acquired	23082	Direct
2014-02-14	Common Stock	S	5000.0	$35.0677	Disposed	18082	Direct
2014-02-14	Common Stock	M	705.0	$16.2	Acquired	18787	Direct
2014-02-14	Common Stock	S	705.0	$35.0692	Disposed	18082	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-14	Non-Qualified Stock Option (right to buy)	$16.2	M	705.0	Disposed	2014-05-24	Common Stock (705)	Direct
2014-02-14	Non-Qualified Stock Option (right to buy)	$16.97	M	5000.0	Disposed	2014-05-24	Common Stock (5000)	Direct
2014-02-14	Non-Qualified Stock Option (right to buy)	$16.97	M	5000.0	Disposed	2014-05-24	Common Stock (5000)	Direct
2014-02-14	Non-Qualified Stock Option (right to buy)	$16.97	M	5000.0	Disposed	2014-05-24	Common Stock (5000)	Direct

Footnotes

F1: 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.

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 $35.05 to $35.1401. 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: 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 $35.08 to $35.135. 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.

F4: 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 $35.06 to $35.11. 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.