ALPHA & OMEGA SEMICONDUCTOR Ltd — Director's Dealing 2014

Mar 19, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALPHA & OMEGA SEMICONDUCTOR Ltd (AOSL)
CIK: 0001387467
Period of Report: 2014-03-17

Reporting Person: Liang Yifan (Interim CFO and CAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-03-17	Common Shares	A	7000	—	Acquired	12156	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-17	Employee Share Option (right to buy)	$7.44	A	70000	Acquired	2024-03-16	Common Share (70000.0)	Direct

Footnotes

F1: Represents the Issuer's common shares underlying restricted stock units (RSUs) awarded to the Reporting Person. The RSUs shall vest in equal annual installments over four (4) years from the grant date of March 17, 2014 provided the Reporting Person remains in the Issuer's service through each such date.

F2: Includes 8,957 shares subject to restricted stock unit awards that will be issued as those units vest.

F3: The option will vest and become exercisable with respect to one-forth (1/4) of the underlying shares on the first anniversary of March 17, 2014, and thereafter the balance of the option shares will vest and become exercisable in a series of thirty-six (36) successive equal monthly installments, provided the Reporting Person remains in the Issuer's service through each such date.