Steve Sanghi - 03 Oct 2022 Form 4 Insider Report for MICROCHIP TECHNOLOGY INC (MCHP)

Role: Executive Chair, Director
Signature: Deborah L. Wussler, as Attorney-in-Fact
Issuer symbol: MCHP
Transactions as of: 03 Oct 2022
Net transactions value: $0
Form type: 4
Filing time: 05 Oct 2022, 16:31:30 UTC
Previous filing: 17 Aug 2022
Next filing: 17 Nov 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	MCHP	Common Stock						9,994,644	03 Oct 2022	Shares held Indirectly, by Trust and by Family Limited Partnership.	F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	MCHP	Restricted Stock Units	Award	$0	+9,289		$0.000000	9,289	03 Oct 2022	Common Stock	9,289		Direct	F2, F3
transaction	MCHP	Restricted Stock Units	Award	$0	+1,858		$0.000000	1,858	03 Oct 2022	Common Stock	1,858		Direct	F2, F4
transaction	MCHP	Restricted Stock Units	Award	$0	+1,858		$0.000000	1,858	03 Oct 2022	Common Stock	1,858		Direct	F2, F5
transaction	MCHP	Performance Stock Units	Award	$0	+1,858		$0.000000	1,858	03 Oct 2022	Common Stock	1,858		Direct	F6, F7
transaction	MCHP	Performance Stock Units	Award	$0	+1,858		$0.000000	1,858	03 Oct 2022	Common Stock	1,858		Direct	F6, F8
transaction	MCHP	Performance Stock Units	Award	$0	+9,290		$0.000000	9,290	03 Oct 2022	Common Stock	9,290		Direct	F6, F9

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Of the 9,994,644 shares held, 4,088,772 shares were held by The Sanghi Trust; and 5,905,872 shares were held by The Sanghi Family Limited Partnership.
F2	Each restricted stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock.
F3	The restricted stock units will vest in full on November 16, 2026 as long as the individual remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.
F4	The restricted stock units will vest in full on November 17, 2025 as long as the individual remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.
F5	The restricted stock units will vest in full on November 15, 2024 as long as the individual remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.
F6	Each performance stock unit represents a contingent right to receive one share of Microchip Technology Incorporated common stock.
F7	Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated (Microchip) 2004 Equity Incentive Plan represents a contingent right to receive shares of Microchip common stock based on Microchip's cumulative non-GAAP operating margin over a period of 12 quarters ending September 30, 2025. The target number of PSU shares that may be earned is reported in the table above and is based on Microchip achieving a cumulative non-GAAP operating margin of 40.0% over the 12 quarter measurement period. The actual number of shares that may be earned can be higher or lower than the target depending on Microchip's non-GAAP operating margin over the measurement period. Earned PSUs will vest on November 17, 2025 as long as the reporting person remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.
F8	Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated (Microchip) 2004 Equity Incentive Plan represents a contingent right to receive shares of Microchip common stock based on Microchip's cumulative non-GAAP operating margin over a period of 8 quarters ending September 30, 2024. The target number of PSU shares that may be earned is reported in the table above and is based on Microchip achieving a cumulative non-GAAP operating margin of 40.0% over the 8 quarter measurement period. The actual number of shares that may be earned can be higher or lower than the target depending on Microchip's non-GAAP operating margin over the measurement period. Earned PSUs will vest on November 15, 2024 as long as the reporting person remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.
F9	Each Performance Stock Unit (PSU) granted under the Microchip Technology Incorporated (Microchip) 2004 Equity Incentive Plan represents a contingent right to receive shares of Microchip common stock based on Microchip's cumulative non-GAAP operating margin over a period of 12 quarters ending September 30, 2025. The target number of PSU shares that may be earned is reported in the table above and is based on Microchip achieving a cumulative non-GAAP operating margin of 40.0% over the 12 quarter measurement period. The actual number of shares that may be earned can be higher or lower than the target depending on Microchip's non-GAAP operating margin over the measurement period. Earned PSUs will vest on November 16, 2026 as long as the reporting person remains a service provider through the vesting date. Vested shares will be delivered to the reporting person upon vest.