MONOLITHIC POWER SYSTEMS INC — Director's Dealing 2016

Nov 1, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MONOLITHIC POWER SYSTEMS INC (MPWR)
CIK: 0001280452
Period of Report: 2016-10-28

Reporting Person: Sciammas Maurice (Sr. V.P.of Sales and Marketing)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-10-28	Common Stock	M	14628.0	$0.0	Acquired	347190	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-10-28	Performance Shares	$	M	14628.0	Disposed		Common Stock (14628)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2000	Indirect

Footnotes

F1: On December 31, 2015, the reporting person was granted a target of 75,678 shares of restricted stock units in four tranches subject to satisfaction of share price targets over the next four years. The vesting of restricted stock units in the second, third and fourth tranches is also subject to the satisfaction of certain operational goals, as determined by the Compensation Committee of the Company. All restricted stock units are subject to time based vesting. Once vested, one-third of shares have no sales restrictions and are sellable on January 1, 2020, one-third of the shares have sales restrictions until January 1, 2021 and one-third of the shares have sales restrictions until January 1, 2022.On October 28, 2016, the Compensation Committee of the Company determined that three of the five share price targets for the first tranche of restricted stock units had been satisfied, which resulted in 14,628 shares being granted, subject to time based vesting described above.