PIXELWORKS, INC — Director's Dealing 2012

Jan 3, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PIXELWORKS, INC (PXLW)
CIK: 0001040161
Period of Report: 2011-12-29

Reporting Person: Becker Drapkin Management, L.P. (Member of a 13(d) 10% Group)
Reporting Person: BECKER DRAPKIN PARTNERS (QP), L.P. (Member of a 13(d) 10% Group)
Reporting Person: BECKER DRAPKIN PARTNERS, L.P. (Member of 13(d) 10% group)
Reporting Person: BC Advisors LLC (Member of a 10% Group)
Reporting Person: BD Partners IV, L.P. (Member of a 13(d) 10% Group)
Reporting Person: Becker Steven R (Member of a 13(d) 10% Group)
Reporting Person: Drapkin Matthew A (Member of a 13(d) 10% Group)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-12-29	Common Stock	P	2524	$2.3383	Acquired	1616216	Indirect
2011-12-29	Common Stock	P	376	$2.3383	Acquired	240269	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	829700	Indirect

Footnotes

F1: Represents shares of common stock, par value $0.001 per share, of Pixelworks, Inc. (the "Common Stock") directly beneficially owned by BD Partners IV, L.P. ("BD Partners IV").

F2: Represents shares of Common Stock directly beneficially owned by Becker Drapkin Partners (QP), L.P. ("Becker Drapkin QP").

F3: Represents shares of Common Stock directly beneficially owned by Becker Drapkin Partners, L.P. ("Becker Drapkin, L.P.").

F4: Becker Drapkin Management, L.P. ("BD Management"), as the general partner of, and investment manager for, BD Partners IV, Becker Drapkin QP and Becker Drapkin, L.P. may be deemed to beneficially own the securities described in footnotes (1), (2) and (3). BC Advisors, LLC ("BCA"), as the general partner of BD Management, and Steven R. Becker ("Mr. Becker") and Matthew A. Drapkin ("Mr. Drapkin"), as the sole members and co-managing members of BCA and limited partners of BD Management, may in each case be deemed to be beneficial owners of the securities described in footnotes (1), (2) and (3). In addition, each reporting owner may be deemed to beneficially own more than 10% of the Common Stock under Rule 16a-1(a)(1) under the Securities Exchange Act of 1934, as amended (the "Exchange Act") as a result of being deemed a member of a group under Sections 13(d)(3) and 13(d)(5) of the Exchange Act. (Continued in Footnote 5.)

F5: BD Management disclaims any beneficial ownership of all of the Common Stock listed herein, except to the extent of any pecuniary interest therein. BD Partners IV disclaims beneficial ownership of the Common Stock described in footnotes (2) and (3). Becker Drapkin QP disclaims beneficial ownership of the Common Stock described in footnotes (1) and (3). Becker Drapkin, L.P. disclaims beneficial ownership of the Common Stock described in footnotes (1) and (2). BCA disclaims beneficial ownership of all of the Common Stock listed herein, except to the extent of any pecuniary interest therein. Mr. Becker and Mr. Drapkin disclaim beneficial ownership of all of the Common Stock described herein, except to the extent of any pecuniary interest therein.