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COHU INC Director's Dealing 2008

May 20, 2008

32277_dirs_2008-05-20_42d55393-61cb-4760-aa4d-12148fc5a7e1.zip

Director's Dealing

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SEC Form 4/A — Form 4/A

Issuer: COHU INC (COHU)
CIK: 0000021535
Period of Report: 2008-05-16

Reporting Person: SCHOLEFIELD COLIN P (Senior VP, Sales & Service)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2008-05-16 Common Stock M 29756 $15.04 Acquired 36738 Direct
2008-05-16 Common Stock S 1500 $17.17 Disposed 35238 Direct
2008-05-16 Common Stock S 2815 $17.21 Disposed 32423 Direct
2008-05-16 Common Stock S 1240 $17.24 Disposed 31183 Direct
2008-05-16 Common Stock S 400 $17.25 Disposed 30783 Direct
2008-05-16 Common Stock S 100 $17.26 Disposed 30683 Direct
2008-05-16 Common Stock S 1200 $17.27 Disposed 29483 Direct
2008-05-16 Common Stock S 75 $17.30 Disposed 29408 Direct
2008-05-16 Common Stock S 1501 $17.31 Disposed 27907 Direct
2008-05-16 Common Stock S 400 $17.32 Disposed 27507 Direct
2008-05-16 Common Stock S 400 $17.33 Disposed 27107 Direct
2008-05-16 Common Stock S 600 $17.34 Disposed 26507 Direct
2008-05-16 Common Stock S 235 $17.35 Disposed 26272 Direct
2008-05-16 Common Stock S 100 $17.36 Disposed 26172 Direct
2008-05-16 Common Stock S 15165 $17.40 Disposed 11007 Direct
2008-05-16 Common Stock S 1300 $17.41 Disposed 9707 Direct
2008-05-16 Common Stock S 925 $17.42 Disposed 8782 Direct
2008-05-16 Common Stock S 1800 $17.44 Disposed 6982 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2008-05-16 Employee Stock Option (Right to Buy) $14.68 M 20000 Disposed 2011-10-02 Common Stock (20000) Direct
2008-05-16 Employee Stock Option (Right to Buy) $15.04 M 9756 Disposed 2014-10-27 Common Stock (9756) Direct

Footnotes

F1: Number of shares includes 6,979 Restricted Stock Units (excluding the impact of shares that will be withheld to cover tax obligations) previously reported that in the future will be converted on a one-for-one basis into shares of Cohu, Inc. Common Stock, immediately upon vesting which vesting is scheduled to occur in three or four equal annual installments (assuming continued employment).

F2: The option vested in four equal installments beginning on 10/2/2002

F3: This amended form 4 is filed to add the number of shares in Column 7, Table II.

F4: The option vested in four equal installments beginning on 10/27/2005