PIXELWORKS, INC — Director's Dealing 2013

Jul 16, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PIXELWORKS, INC (PXLW)
CIK: 0001040161
Period of Report: 2013-07-12

Reporting Person: Becker Steven R (Director, Member of 13(d) 10% Group)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-07-12	Common Stock	A	2454	—	Acquired	21933	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2825531	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Non-Qualified Stock Option (right to buy)	$2.36	2018-02-09	Common Stock (10000)	10000	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of the registrant's common stock upon vesting. The restricted stock units vested 100% on the grant date.

F2: Each reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that such person is, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended (the "Act") or otherwise, the beneficial owner of any securities covered by this statement. Each reporting person disclaims beneficial ownership of the securities covered by this statement, except to the extent of the pecuniary interest of such person in such securities.

Each reporting person may be deemed to be a member of a group with respect to the issuer or securities of the issuer for purposes of Section 13(d) or 13(g) of the Act. Each reporting person declares that neither the filing of this statement nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, a member of a group with respect to the issuer or securities of the issuer.

F3: Represents Common Stock of the Issuer directly beneficially owned by Becker Drapkin Partners (QP), L.P. (1,696,857 shares), Becker Drapkin Partners, L.P. (251,128 shares) and BD Partners IV, L.P. (877,546 shares). Mr. Becker may be deemed to beneficially own such Common Stock as he is a co-managing member of BC Advisors, LLC, which is the general partner of Becker Drapkin Management L.P. (of which Mr. Becker is a limited partner), and Becker Drapkin Management L.P. is the general partner of, and investment manager for, each of Becker Drapkin Partners (QP), L.P., Becker Drapkin Partners, L.P. and BD Partners IV, L.P.

F4: 25% vest on the first anniversary of the date of grant, with the remaining 75% vesting ratably on a monthly basis thereafter over three years.