ALPHA & OMEGA SEMICONDUCTOR Ltd — Director's Dealing 2020

Mar 18, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: ALPHA & OMEGA SEMICONDUCTOR Ltd (AOSL)
CIK: 0001387467
Period of Report: 2020-03-16

Reporting Person: Chang Stephen Chunping (Sr Vice President of Marketing)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-03-16	Common Share	F	2223	$7.36	Disposed	228984	Direct
2020-03-16	Common Share	F	3629	$7.36	Disposed	225355	Direct
2020-03-16	Common Share	A	12000	—	Acquired	237355	Direct

Footnotes

F1: Shares withheld to satisfy the Issuer's tax withholding obligation upon the vesting of Performance Share Units (PSU) granted on March 15, 2017 and March 15, 2018.

F2: Includes an aggregate of 25,125 shares subject to Restricted Share Unit awards (RSU) granted on March 15, 2017, March 15, 2018, and March 15, 2019, and March 16, 2020, which will be issued as such units vest in accordance with their terms.

F3: Reflects 720 shares acquired under the Issuer's Employee Stock Purchase Plan on November 14, 2019.

F4: Shares withheld to satisfy the Issuer's tax withholding obligation upon the vesting of RSU granted on March 15, 2016, and March 15, 2017, March 15, 2018, and March 15, 2019.

F5: The RSU shall vest in equal annual installments over four (4) years from March 16, 2020, provided that the Reporting Person remains in the Issuer's service through each such vesting date.

F6: Excludes 12,000 unvested common shares subject to the PSU granted on March 16, 2020 ("2020 PSU"), which may become vested upon achievement of certain corporate performance goals in the future.