SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
PARNELL GORDON W

(Last) (First) (Middle)
C/O MICROCHIP TECHNOLOGY INCORPORATED
2355 WEST CHANDLER BOULEVARD

(Street)
CHANDLER AZ 85224-6199

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MICROCHIP TECHNOLOGY INC [ MCHP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP and CFO
3. Date of Earliest Transaction (Month/Day/Year)
05/01/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 05/01/2008 M 1,300 A $38 7,381(1) I Held Directly and Indirectly by Trust(1)
Common Stock 05/01/2008 F 406 D $38 6,975(2) I Held Directly and Indirectly, by Trust(2)
Common Stock 05/01/2008 M 1,875 A $38 8,850(3) I Held Directly and Indirectly, by Trust(3)
Common Stock 05/01/2008 F 586 D $38 8,264(4) I Held Directly and Indirectly, by Trust(4)
Common Stock 05/02/2008 M 1,060 A $21 9,324(5) I Held Directly and Indirectly, by Trust(5)
Common Stock 05/02/2008 M 4,373 A $21 13,697(6) I Held Directly and Indirectly, by Trust(6)
Common Stock 05/02/2008 M 93 A $18.48 13,790(7) I Held Directly and Indirectly, by Trust(7)
Common Stock 05/02/2008 M 300 A $18.48 14,090(8) I Held Directly and Indirectly, by Trust(8)
Common Stock 05/02/2008 M 2,000 A $18.48 16,090(9) I Held Directly and Indirectly, by Trust(9)
Common Stock 05/02/2008 M 1,000 A $18.48 17,090(10) I Held Directly and Indirectly, by Trust(10)
Common Stock 05/02/2008 M 2,000 A $18.48 19,090(11) I Held Directly and Indirectly, by Trust(11)
Common Stock 05/02/2008 M 11,000 A $18.48 30,090(12) I Held Directly and Indirectly, by Trust(12)
Common Stock 05/02/2008 M 940 A $18.48 31,030(13) I Held Directly and Indirectly, by Trust(13)
Common Stock 05/02/2008 S 93 D $38 30,937(14) I Held Directly and Indirectly, by Trust.(14)
Common Stock 05/02/2008 S 300 D $37.9 30,637(15) I Held Directly and Indirectly, by Trust(15)
Common Stock 05/02/2008 S 2,000 D $37.6 28,637(16) I Held Directly and Indirectly, by Trust(16)
Common Stock 05/02/2008 S 1,000 D $37.55 27,637(17) I Held Directly and Indirectly, by Trust(17)
Common Stock 05/02/2008 S 2,000 D $37.65 25,637(18) I Held Directly and Indirectly, by Trust(18)
Common Stock 05/02/2008 S 2,000 D $37.5 23,637(19) I Held Directly and Indirectly, by Trust(19)
Common Stock 05/02/2008 S 2,000 D $37.5 21,637(20) I Held Directly and Indirectly, by Trust(20)
Common Stock 05/02/2008 S 5,000 D $37.5 16,637(21) I Held Directly and Indirectly, by Trust(21)
Common Stock 05/02/2008 S 2,000 D $37.5 14,637(22) I Held Directly and Indirectly, by Trust(22)
Common Stock 05/02/2008 S 2,000 D $37.55 12,637(23) I Held Directly and Indirectly, by Trust(23)
Common Stock 05/02/2008 S 2,000 D $37.6 10,637(24) I Held Directly and Indirectly, by Trust(24)
Common Stock 05/02/2008 S 2,373 D $37.6 8,264(25) I Held Directly and Indirectly, by Trust(25)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Common Stock Option (Right to Buy) $21 05/02/2008 M 1,060 08/01/2003 08/01/2012 Common Stock 5,433 $21 4,373 D
Common Stock Option (Right to Buy) $21 05/02/2008 M 4,373 08/01/2003 08/01/2012 Common Stock 4,373 $0 0 D
Common Stock Option (Right to Buy) $18.48 05/02/2008 M 93 03/31/2007 04/09/2013 Common Stock 93 $0 17,240 D
Common Stock Option (Right to Buy) $21 05/02/2008 M 300 03/31/2007 04/09/2013 Common Stock 300 $0 16,940 D
Common Stock Option (Right to Buy) $21 05/02/2008 M 2,000 03/31/2007 04/09/2013 Common Stock 2,000 $0 14,940 D
Common Stock Option (Right to Buy) $21 05/02/2008 M 1,000 03/31/2007 04/09/2013 Common Stock 1,000 $0 13,940 D
Common Stock Option (Right to Buy) $21 05/02/2008 M 2,000 03/31/2007 04/09/2013 Common Stock 2,000 $0 11,940 D
Common Stock Option (Right to Buy) $21 05/02/2008 M 11,000 03/31/2007 04/09/2013 Common Stock 11,000 $0 940 D
Common Stock Option (Right to Buy) $21 05/02/2008 M 940 03/31/2007 04/09/2013 Common Stock 940 $0 0 D
Common Stock $38 05/01/2008 M 1,300 (26) (26) Common Stock 10,400 $0 9,100 D
Common Stock $38 05/01/2008 M 1,875 (27) (27) Common Stock 1,875 $0 0 D
Explanation of Responses:
1. Of the 7,381 shares held, 1,847 shares were held Directly; 5,534 shares were held by Trust.
2. Of the 6,975 shares held, 1,441 shares were held Directly; 5,534 shares were held by Trust.
3. Of the 8,850 shares held, 3,316 shares were held Directly; 5,534 shares were held by Trust.
4. Of the 8,264 shares held, 2,730 shares were held Directly; 5,534 shares were held by Trust.
5. Of the 9,324 shares held, 3,790 shares were held Directly; 5,534 shares were held by Trust.
6. Of the 13,697 shares held, 8,163 shares were held Directly; 5,534 shares were held by Trust.
7. Of the 13,790 shares held, 8,256 shares were held Directly; 5,534 shares were held by Trust.
8. Of the 14,090 shares held, 8,556 shares were held Directly; 5,534 shares were held by Trust.
9. Of the 16,090 shares held, 10,556 shares were held Directly; 5,534 shares were held by Trust.
10. Of the 17,090 shares held, 11,556 shares were held Directly; 5,534 shares were held by Trust.
11. Of the 19,090 shares held, 13,556 shares were held Directly; 5,534 shares were held by Trust.
12. Of the 30,090 shares held, 24,556 shares were held Directly; 5,534 shares were held by Trust.
13. Of the 31,030 shares held, 25,496 shares were held Directly; 5,534 shares were held by Trust.
14. Of the 30,937 shares held, 25,403 shares were held Directly; 5,534 shares were held by Trust.
15. Of the 30,637 shares held, 25,103 shares were held Directly; 5,534 shares were held by Trust.
16. Of the 28,637 shares held, 23,103 shares were held Directly; 5,534 shares were held by Trust.
17. Of the 27,637 shares held, 22,103 shares were held Directly; 5,534 shares were held by Trust.
18. Of the 25,637 shares held, 20,103 shares were held Directly; 5,534 shares were held by Trust.
19. Of the 23,637 shares held, 18,103 shares were held Directly; 5,534 shares were held by Trust.
20. Of the 21,637 shares held, 16,103 shares were held Directly; 5,534 shares were held by Trust.
21. Of the 16,637 shares held, 11,103 shares were held Directly; 5,534 shares were held by Trust.
22. Of the 14,637 shares held, 9,103 shares were held Directly; 5,534 shares were held by Trust.
23. Of the 12,637 shares held, 7,103 shares were held Directly; 5,534 shares were held by Trust.
24. Of the 10,637 shares held, 5,103 shares were held Directly; 5,534 shares were held by Trust.
25. Of the 8,264 shares held, 2,730 shares were held Directly; 5,534 shares were held by Trust.
26. The restricted stock units vest in eight equal quarterly installments beginning May 1, 2008. Vested shares will be delivered to the reporting person upon vest.
27. The restricted stock units vested in full on the first anniversary of the first business day of the month following the date of grant.
Remarks:
Deborah L. Wussler, as Attorney-in-Fact 05/05/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.