3 1 edgar.htm 3 Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

OMB APPROVAL

 

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person*

Moorthy, Ganesh

2. Date of Event
Requiring Statement
Month/Day/Year
02/03/03

4. Issuer Name and Ticker or Trading Symbol
Microchip Technology Incorporated "MCHP"

(Last)      (First)     (Middle)

c/o Microchip Technology Incorporated
2355 West Chandler Boulevard

3. I.R.S. Identification
Number of Reporting
Person, if an entity
(voluntary)

 

5. Relationship of Reporting Person(s)
to Issuer (Check all applicable)
    Director                          10% Owner
X Officer                            Other
(give title below)              (specify below)

Vice President, Advanced Microcontroller and Automotive Division

6. If Amendment,
Date of Original
(Month/Day/Year)
 

(Street)

Chandler, AZ 85224-6199

7. Individual or Joint/Group Filing
(Check Applicable Line)
X Form filed by One Reporting Person
    Form filed by More than One Reporting Person

(City)     (State)     (Zip)

Table I — Non-Derivative Securities Beneficially Owned

1. Title of Security
(Instr. 4)

2. Amount of
Securities
Beneficially
Owned
(Instr. 4)

3. Ownership Form:
Direct (D)
or Indirect (I)
(Instr. 5)

4. Nature of Indirect
Beneficial Ownership
(Instr. 5)

Common Stock

495

D

 

Common Stock

2,250

I

Held by Ganesh Moorthy and Hema Moorthy Revocable Living Trust dated 3/30/00

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 5(b)(v).

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 control number

FORM 3 (continued)

Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 4)

2. Date Exercisable
and Expiration Date
(Month/Day/ Year)

3. Title and Amount of Securities
Underlying Derivative Security
(Instr. 4)

4. Conversion or
Exercise Price of
Derivative Security

5. Ownership Form
of Derivative
Security:
Direct (D)
or Indirect (I)
(Instr. 5)

6. Nature of Indirect Beneficial Ownership
(Instr. 5)

Date
Exercisable

Expiration
Date

Title          

Amount or
Number of
Shares

Common Stock Option (Right to Buy)

12/03/02(1)

12/3/2011

Common Stock

72,000

$23.70

D

 

Common Stock Option (Right to Buy)

2/17/03(2)

1/22/2012

Common Stock

1,128

$24.267

D

 

Common Stock Option (Right to Buy)

10/25/03(3)

10/25/2012

Common Stock

26,000

$24.04

D

 

Common Stock Option (Right to Buy)

7/3/03(4)

04/03/2012

Common Stock

3,600

$27.153

D

 

Common Stock Option (Right to Buy)

3/31/06(5)

04/03/2012

Common Stock

39,000

$27.153

D

 

Common Stock Option (Right to Buy)

3/31/03(6)

04/03/2012

Common Stock

24,000

$27.153

D

 

Common Stock Option (Right to Buy)

3/31/05(7)

04/03/2012

Common Stock

16,500

$27.153

D

 

Common Stock Option (Right to Buy)

8/1/03(8)

08/01/2012

Common Stock

3,429

$21.00

D

 

Explanation of Responses:

(1) The option vests 25% on the 1-year anniversary date of the option, then in 36 equal monthly installments commencing 01/03/2003.
(2) The option vests in full on 02/17/2003.
(3) The option vests in 24 equal monthly installments, commencing 10/25/2003.
(4) The option vests in full on 07/03/2003.
(5) The option vests in 12 equal monthly installments, commencing 03/31/2006.
(6) The option vests in 24 equal monthly installments, commencing 03/31/2003.
(7) The option vests in 12 equal monthly installments, commencing 03/31/2005.
(8) The option vests in full on 08/01/2003.

  By: /s/ Ganesh Moorthy
             by Mary K. Simmons, Attorney-In-Fact
**Signature of Reporting Person
02/11/2003
Date

**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.

 


POWER OF ATTORNEY



 Know all by these presents, that the undersigned hereby constitutes and

appoints each of Steve Sanghi and Mary K. Simmons, signing singly, the

undersigned's true and lawful attorney-in-fact to:



(1) execute for and on behalf of the undersigned, in the undersigned's

capacity as an officer and/or director of Microchip Technology Incorporated (the

"Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities

Exchange Act of 1934 and the rules thereunder;



(2) do and perform any and all acts for and on behalf of the undersigned

which may be necessary or desirable to complete and execute any such Form 3, 4,

or 5, complete and execute any amendment or amendments thereto, and timely file

such form with the United States Securities and Exchange Commission and any

stock exchange or similar authority; and



(3) take any other action of any type whatsoever in connection with the

foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,

in the best interest of, or legally required by, the undersigned, it being

understood that the documents executed by such attorney-in-fact on behalf of the

undersigned pursuant to this Power of Attorney shall be in such form and shall

contain such terms and conditions as such attorney-in-fact may approve in such

attorney-in-fact's discretion.



 The undersigned hereby grants to each such attorney-in-fact full power and

authority to do and perform any and every act and thing whatsoever requisite,

necessary, or proper to be done in the exercise of any of the rights and powers

herein granted, as fully to all intents and purposes as the undersigned might or

could do if personally present, with full power of substitution or revocation,

hereby ratifying and confirming all that such attorney-in-fact, or such

attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be

done by virtue of this power of attorney and the rights and powers herein

granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in

serving in such capacity at the request of the undersigned, are not assuming,

nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.



 This Power of Attorney shall remain in full force and effect until the

undersigned is no longer required to file Forms 3, 4, and 5 with respect to the

undersigned's holdings of and transactions in securities issued by the Company,

unless earlier revoked by the undersigned in a signed writing delivered to the

foregoing attorneys-in-fact.



 IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to

be executed as of this   6th    day of               February                ,

200 3 .





  /s/  Ganesh Moorthy

 Signature



  Ganesh Moorthy

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