COHU INC — Director's Dealing 2014

Aug 13, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COHU INC (COHU)
CIK: 0000021535
Period of Report: 2014-08-13

Reporting Person: Chiang Hock Woo (VP Global Sales & Service)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-08-13	Common Stock	S	2000	$12.21	Disposed	39347	Direct

Footnotes

F1: The shares with respect to this transaction were sold in multiple trades at prices ranging from $12.19 to $12.25; the price reported above reflects the weighted average price. The reporting person hereby undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

F2: Decreased number of shares reflects 2,296 performance shares previously reported that have been forfeited as specified performance goals were not fully achieved. Number of shares includes 36,309 Restricted Stock Units (RSU) (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 annual installments (assuming continued employment and achievement of specified performance goals).