PIXELWORKS, INC — Director's Dealing 2007

May 7, 2007

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PIXELWORKS, INC (PXLW)
CIK: 0001040161
Period of Report: 2007-05-03

Reporting Person: OLSEN HANS H (President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2007-05-03	Common Stock	A	150000	—	Acquired	250000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2007-05-03	Non-Qualified Stock Option (right to buy)	$1.42	A	300000	Acquired	2017-05-03	Common Stock (300000)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Incentive Stock Option (right to buy)	$16.5	2012-01-02	Common Stock (5493)	5493	Direct
Incentive Stock Option (right to buy)	$22.063	2011-01-02	Common Stock (21045)	21045	Direct
Non-Qualified Stock Option (right to buy)	$5.02	2016-02-15	Common Stock (42500)	42500	Direct
Non-Qualified Stock Option (right to buy)	$6.25	2012-12-20	Common Stock (100000)	100000	Direct
Non-Qualified Stock Option (right to buy)	$7.57	2013-01-31	Common Stock (100000)	100000	Direct
Non-Qualified Stock Option (right to buy)	$9.48	2015-03-04	Common Stock (85000)	85000	Direct
Non-Qualified Stock Option (right to buy)	$15.41	2014-03-09	Common Stock (100000)	100000	Direct
Non-Qualified Stock Option (right to buy)	$16.5	2012-01-02	Common Stock (94507)	94507	Direct
Non-Qualified Stock Option (right to buy)	$22.063	2011-01-02	Common Stock (66455)	66455	Direct

Footnotes

F1: Represents grant of restricted stock award ("RSA") which vests in equal monthly installments over 3 years, commencing the last day of the month of the date of grant. Vesting accelerates on termination of Mr. Olsen without cause, or by Mr. Olsen for good reason, within 3 years following an agreement on change in control of the Company, so all shares subject to the RSA are immediately vested. Termination for "good reason" means if Mr. Olsen has seen his responsibilities, duties, position or responsibilities reduced, his base salary reduced, his place of employment moved more than 50 miles, or if a successor does not assume the obligation of his RSA.

F2: The option becomes exercisable in equal monthly installments over 3 years, commencing the last day of the month of the date of grant. Vesting accelerates on termination of Mr. Olsen without cause, or by Mr. Olsen for good reason, within 3 years following an agreement on change in control of the Company, so that the stock option is immediately exercisable. Termination for "good reason" means if Mr. Olsen has seen his responsibilities, duties, position or responsibilities reduced, his base salary reduced, his place of employment moved more than 50 miles, or if a successor does not assume the obligation of his stock option award.

F3: The options become exercisable on a monthly basis over a 4-year period which commenced on January 31, 2002, as follows: 10% exercisable as of January 31, 2003, 20% exercisable as of January 31, 2004, 30% exercisable as of January 31, 2005 and 40% exercisable as of January 31,2006.

F4: The options become exercisable on a monthly basis over a 4-year period which commenced on January 31, 2001, as follows: 10% exercisable as of January 31, 2002, 20% exercisable as of January 31, 2003, 30% exercisable as of January 31, 2004 and 40% exercisable as of January 31,2005.

F5: The options become exercisable on a monthly basis over a 4-year period which commences February 15, 2006, as follows: 10% exercisable as of February 15, 2007, 20% exercisable as of February 15, 2008, 30% as of February 15, 2009 and 40% exercisable as of February 15, 2010.

F6: The options become exercisable on a monthly basis over a 4-year period which commenced on December 31, 2002, as follows: 10% exercisable as of December 31, 2003, 20% exercisable as of December 31, 2004, 30% exercisable as of December 31, 2005 and 40% exercisable as of December 31,2006.

F7: The options become exercisable on a monthly basis over a 4-year period which commenced on January 31, 2002, as follows: 10% exercisable as of January 31, 2003, 20% exercisable as of January 31, 2004, 30% exercisable as of January 31, 2005 and 40% exercisable as of January 31,2006.

F8: The options become exercisable monthly over a 4-year period which commenced on March 4, 2005, with 10% becoming exercisable by March 4, 2006, 20% becoming exercisable by March 4, 2007, 30% becoming exercisable by March 4, 2008, and 40% becoming exercisable by March 4, 2009.

F9: The option becomes exercisable on a monthly basis over a four year period which commences on March 31, 2004 as follows: 10% exercisable as of March 31, 2005, 20% exercisable as of March 31, 2006, 30% exercisable as of March 31, 2007, and 40% exercisable as of March 31, 2008.