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COHU INC Director's Dealing 2014

May 14, 2014

32277_dirs_2014-05-14_55ddf1b3-e088-4a40-b502-796c702a96d4.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COHU INC (COHU)
CIK: 0000021535
Period of Report: 2014-05-14

Reporting Person: CIARDELLA ROBERT L (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2014-05-14 Retricted Stock Units A 7500 $0.00 Acquired 7500 Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 35654.52 Direct

Footnotes

F1: Includes 7,500 Restricted Stock Units (RSUs) and 2,654.52 Deferred Stock Units (DSUs). Each RSU represents a contingent right to receive one share of Cohu, Inc. Common Stock upon vesting (assuming continued service to the Board). Each DSU is equal to one share of Cohu, Inc. Common Stock and will be settled through the issuance of common stock upon the reporting person's termination of service as a director.

F2: Each RSU represents a contingent right to receive one share of Cohu, Inc. Common Stock upon vesting. The RSU vests on May 14, 2015 (assuming continued service to the Board).