COHU INC — Director's Dealing 2019

May 11, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COHU INC (COHU)
CIK: 0000021535
Period of Report: 2019-05-08

Reporting Person: CIARDELLA ROBERT L (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-05-08	Restricted Stock Units	A	6944	$0.00	Acquired	92602	Direct
2019-05-09	Common Stock	M	5000	$8.87	Acquired	97602	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-05-09	Employee Stock Option (right to buy)	$8.87	M	5000	Disposed	2019-05-12	Common Stock (5000)	Direct

Footnotes

F1: Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of Cohu, Inc. Common Stock upon vesting. The RSUs vest on the earlier to occur of (i) the one-year anniversary of the May 8, 2019 grant date or (ii) the 2020 Cohu, Inc. Annual Meeting of Stockholders (assuming continued service to the Board of Directors).

F2: Number of shares includes 6,944 Restricted Stock Units (RSUs) and 21,746 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 (i) upon the reporting person's termination of service as a director or (ii) at certain specified dates.

F3: The options vested fully on May 12, 2010.