ALPHA & OMEGA SEMICONDUCTOR Ltd — Director's Dealing 2017

Mar 18, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALPHA & OMEGA SEMICONDUCTOR Ltd (AOSL)
CIK: 0001387467
Period of Report: 2017-03-15

Reporting Person: Liang Yifan (CFO and Corp Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-03-15	Common Shares	F	5115	$17.58	Disposed	56430	Direct
2017-03-15	Common Shares	A	25000	—	Acquired	81430	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-03-15	Common Share	$0.0	A	10000	Acquired		Common Share (10000.0)	Direct

Footnotes

F1: Shares withheld to satisfy the Issuer's tax withholding obligation upon the vesting of restricted share units (RSU) granted on March 17, 2014, March 16, 2015, and March 15, 2016.

F2: The RSU's shall vest in equal annual installments over four (4) years from March 15, 2017, provided that the Reporting Person remains in the Issuer's service through each such vesting date.

F3: Includes an aggregate of 57,072 shares subject to RSU awards granted on March 17, 2014, August 15, 2014, March 16, 2015, March 15, 2016, and March 15, 2017, which will be issued as such units vest in accordance with their terms.

F4: Each RSU represents the right to receive a specified number of common shares upon the achievement of certain performance goals of the company.