PIXELWORKS, INC — Director's Dealing 2009

May 21, 2009

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PIXELWORKS, INC (PXLW)
CIK: 0001040161
Period of Report: 2009-05-19

Reporting Person: ALLEY ALLEN H (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2009-05-19	Non-Qualified Stock Option (right to buy)	$1.37	A	6000	Acquired	2016-05-19	Common Stock (6000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	603561	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option (right to buy)	$2.43	2018-05-20	Common Stock (3333)	3333	Direct
Non-Qualified Stock Option (right to buy)	$4.14	2017-05-22	Common Stock (3333)	3333	Direct
Non-Qualified Stock Option (right to buy)	$15.06	2016-02-15	Common Stock (16666)	16666	Direct
Non-Qualified Stock Option (right to buy)	$22.71	2013-01-31	Common Stock (33333)	33333	Direct
Non-Qualified Stock Option (right to buy)	$28.44	2015-03-04	Common Stock (33333)	33333	Direct
Non-Qualified Stock Option (right to buy)	$46.23	2014-03-09	Common Stock (33333)	33333	Direct

Footnotes

F1: 25% vest on the last day of the month of the first anniversary of the date of grant, with the remaining 75% vesting ratably on a monthly basis thereafter over three years.

F2: 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.

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 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.

F5: 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.