COHU INC — Director's Dealing 2013

May 15, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COHU INC (COHU)
CIK: 0000021535
Period of Report: 2013-05-15

Reporting Person: CIARDELLA ROBERT L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-15	Restricted Stock Units	A	7500	$0.00	Acquired	7500	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	28095.8	Direct

Footnotes

F1: Number of shares includes 2,595.80 DSUs. Each Deferred Stock Units (DSUs) is equal to one share of Cohu, Inc. Common Stock and will be settled through the issuance of common stock upon reporting person's termination of service as a director.

F2: Each restricted stock unit (RSU) represents a contingent right to receive one share of Cohu, Inc. Common Stock upon vesting. The RSU vests on May 15, 2014 (assuming continued service to the Board).