PDF SOLUTIONS INC — Major Shareholding Notification 2010

Feb 16, 2010

SC 13G/A 1 a10-3747_2sc13ga.htm SC 13G/A

	OMB APPROVAL
UNITED
STATES	OMB Number: 3235-0145
SECURITIES
AND EXCHANGE COMMISSION	Expires: February 28, 2009
Washington,
D.C. 20549	Estimated average burden
	hours per response. . . . . . . . 11

SCHEDULE 13G

Under the Securities Exchange Act of 1934 (Amendment No. 6)*

PDF SOLUTIONS, INC.

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

693282 10 5

(CUSIP Number)

DECEMBER 31, 2009

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o	Rule 13d-l(b)
o	Rule 13d-l(c)
x	Rule 13d-l(d)

*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

SEC 1745 (3-06)

SEQ.=1,FOLIO='',FILE='C:\JMS\105937\10-3747-2\task3930455\3747-2-ba.htm',USER='105937',CD='Feb 17 01:21 2010'

CUSIP No. 693282 10 5 — 1.	Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). KIMON MICHAELS
2.	Check the Appropriate Box
if a Member of a Group (See Instructions)
	(a)	o
	(b)	o
3.	SEC Use Only
4.	Citizenship or Place of
Organization United States Citizen
Number of Shares Beneficially by Owned by Each Reporting Person With:	5.	Sole Voting Power 1,412,276
	6.	Shared Voting Power 30,516
	7.	Sole Dispositive Power 1,412,276
	8.	Shared Dispositive Power 30,516
9.	Aggregate Amount
Beneficially Owned by Each Reporting Person 1,442,792 (1)
10.	Check if the Aggregate
Amount in Row (9) Excludes Certain Shares (See Instructions). o (1)
11.	Percent of Class
Represented by Amount in Row (9) 5.4 % (2)
12.	Type of Reporting Person
(See Instructions) Individual

(1) Excludes 63,694 shares of Issuer’s Common Stock held by spouse as separate property.

(2) This percentage is based on a total of 26,650,551 shares of Issuer’s Common Stock issued and outstanding on December 31, 2009.

2

SEQ.=1,FOLIO='2',FILE='C:\JMS\105937\10-3747-2\task3930455\3747-2-ba.htm',USER='105937',CD='Feb 17 01:21 2010'

Item 1.	(a)	Name of Issuer: PDF SOLUTIONS, INC.
	(b)	Address of Issuer’s
Principal Executive Offices: 333 West San Carlos Avenue, Suite 700, San Jose, CA 95110
Item 2.
	(a)	Name of Person Filing: KIMON MICHAELS
	(b)	Address of Principal
Business Office or, if none, Residence: 333 West San Carlos Avenue, Suite 700, San Jose, CA 95110
	(c)	Citizenship: United States
	(d)	Title of Class of
Securities Common Stock
	(e)	CUSIP Number: 693282 10 5
Item 3.	If this statement is filed pursuant
to §§240.13d-l(b) or 240.13d-2(b) or (c), check whether the person filing is
a:
	(a)	o	Broker or dealer
registered under section 15 of the Act (15 U.S.C. 78o);
	(b)	o	Bank as defined in section
3(a)(6) of the Act (15 U.S.C. 78c);
	(c)	o	Insurance company as
defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
	(d)	o	Investment company
registered under section 8 of the Investment Company Act of 1940 (15 U.S.C
80a-8);
	(e)	o	An investment adviser in
accordance with §240.13d-l(b)(l)(ii)(E);
	(f)	o	An employee benefit plan
or endowment fund in accordance with §240.13d-l(b)(l)(ii)(F);
	(g)	o	A parent holding company
or control person in accordance with §240.13d-l(b)(l)(ii)(G);
	(h)	o	A savings associations as
defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.
1813);
	(i)	o	A church plan that is
excluded from the definition of an investment company under section 3(c)(14)
of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
	(j)	o	A non-U.S. institution in
accordance with § 240.13d-l(b)(l)(ii)(J).
	(k)	o	Group, in accordance with
§ 240.13d-l(b)(l)(ii)(K). If filing as a non-U.S. institution in accordance
with § 240.13d-l(b)(l)(ii)(J),
please specify the type of institution:____________________________.

3

SEQ.=1,FOLIO='3',FILE='C:\JMS\105937\10-3747-2\task3930455\3747-2-ba.htm',USER='105937',CD='Feb 17 01:21 2010'

Item 4.	Ownership.
Provide the following
information regarding the aggregate number and percentage of the class of
securities of the issuer identified in Item 1.
	(a)	Amount beneficially owned:. 1,412,276
	(b)	Percent of class: 5.4%.
	(c)	Number of shares as to
which the person has:
		(i)	Sole power to vote or to
direct the vote. 1,412,276
		(ii)	Shared power to vote or to
direct the vote. 30,516
		(iii)	Sole power to dispose or
to direct the disposition of. 1,412,276
		(iv)	Shared power to dispose or
to direct the disposition of. 30,516
Instruction.			For computations regarding securities which
represent a right to acquire an underlying security see §240.13d-3(d)(l).
Item 5.	Ownership of Five Percent or Less
of a Class
If this statement is being filed to report the fact
that as of the date hereof the reporting person has ceased to be the
beneficial owner of more than five percent of the class of securities, check
the following o .
Item 6.	Ownership of More than Five Percent
on Behalf of Another Person.
Not applicable.
Item 7.	Identification and Classification
of the Subsidiary Which Acquired the Security Being Reported on By the Parent
Holding Company or Control Person
Not applicable.
Item 8.	Identification and Classification
of Members of the Group
Not applicable.
Item 9.	Notice of Dissolution of Group
Not applicable.
Item 10.	Certifications
Not applicable.

4

SEQ.=1,FOLIO='4',FILE='C:\JMS\105937\10-3747-2\task3930455\3747-2-ba.htm',USER='105937',CD='Feb 17 01:21 2010'

Signature

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

February 12 , 2010
Date
/s/ Kimon Michaels
Signature
KIMON MICHAELS Vice-President, Design for Manufacturability and Director
Name/Title

The original statement shall be signed by each person on whose behalf the statement is filed or his authorized representative. If the statement is signed on behalf of a person by his authorized representative other than an executive officer or general partner of the filing person, evidence of the representative’s authority to sign on behalf of such person shall be filed with the statement, provided, however, that a power of attorney for this purpose which is already on file with the Commission may be incorporated by reference. The name and any title of each person who signs the statement shall be typed or printed beneath his signature.

NOTE: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties for whom copies are to be sent.

Intentional misstatements or
omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001)

5

SEQ.=1,FOLIO='5',FILE='C:\JMS\105937\10-3747-2\task3930455\3747-2-ba.htm',USER='105937',CD='Feb 17 01:21 2010'