MONOLITHIC POWER SYSTEMS INC — Director's Dealing 2014

Feb 20, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MONOLITHIC POWER SYSTEMS INC (MPWR)
CIK: 0001280452
Period of Report: 2014-02-19

Reporting Person: MCBURNIE DOUGLAS M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-19	Common Stock	M	20000.0	$16.2	Acquired	27520	Direct
2014-02-19	Common Stock	S	20000.0	$34.5475	Disposed	7520	Direct
2014-02-19	Common Stock	M	15000.0	$22.01	Acquired	22520	Direct
2014-02-19	Common Stock	S	15000.0	$34.5475	Disposed	7520	Direct
2014-02-19	Common Stock	M	25000.0	$19.29	Acquired	32520	Direct
2014-02-19	Common Stock	S	25000.0	$34.5475	Disposed	7520	Direct
2014-02-19	Common Stock	M	705.0	$22.01	Acquired	8225	Direct
2014-02-19	Common Stock	S	705.0	$34.5475	Disposed	7520	Direct
2014-02-19	Common Stock	M	941.0	$16.2	Acquired	8461	Direct
2014-02-19	Common Stock	S	941.0	$34.5475	Disposed	7520	Direct
2014-02-19	Common Stock	M	1176.0	$19.29	Acquired	8696	Direct
2014-02-19	Common Stock	S	1176.0	$34.5475	Disposed	7520	Direct
2014-02-19	Common Stock	M	1176.0	$12.28	Acquired	8696	Direct
2014-02-19	Common Stock	S	1176.0	$34.5475	Disposed	7520	Direct
2014-02-19	Common Stock	S	4027.0	$34.5254	Disposed	3493	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-19	Non-Qualified Stock Option (right to buy)	$12.28	M	1176.0	Disposed	2016-02-18	Common Stock (1176)	Direct
2014-02-19	Non-Qualified Stock Option (right to buy)	$16.2	M	941.0	Disposed	2014-05-24	Common Stock (941)	Direct
2014-02-19	Non-Qualified Stock Option (right to buy)	$16.97	M	20000.0	Disposed	2014-05-24	Common Stock (20000)	Direct
2014-02-19	Non-Qualified Stock Option (right to buy)	$19.29	M	1176.0	Disposed	2017-02-09	Common Stock (1176)	Direct
2014-02-19	Non-Qualified Stock Option (right to buy)	$20.2	M	25000.0	Disposed	2017-02-09	Common Stock (25000)	Direct
2014-02-19	Non-Qualified Stock Option (right to buy)	$22.01	M	705.0	Disposed	2015-05-22	Common Stock (705)	Direct
2014-02-19	Non-Qualified Stock Option (right to buy)	$23.05	M	15000.0	Disposed	2015-05-22	Common Stock (15000)	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 $34.30 to $34.97. 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 $34.51 to $34.535. 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.