PIXELWORKS, INC — Director's Dealing 2014

Mar 11, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PIXELWORKS, INC (PXLW)
CIK: 0001040161
Period of Report: 2014-02-13

Reporting Person: Becker Drapkin Management, L.P. (Former 10% Owner)
Reporting Person: BECKER DRAPKIN PARTNERS (QP), L.P. (Former 10% Owner)
Reporting Person: BECKER DRAPKIN PARTNERS, L.P. (Former 10% Owner)
Reporting Person: BD Partners IV, L.P. (Former 10% Owner)
Reporting Person: BC Advisors LLC (Former 10% Owner)
Reporting Person: Becker Steven R (See Remarks)
Reporting Person: Drapkin Matthew A (Former 10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-13	Common Stock	S	183745	$4.9431	Disposed	1317793	Indirect
2014-02-13	Common Stock	S	27194	$4.9431	Disposed	195028	Indirect
2014-02-13	Common Stock	S	95025	$4.9431	Disposed	681509	Indirect
2014-02-14	Common Stock	S	5165	$4.9096	Disposed	1312628	Indirect
2014-02-14	Common Stock	S	764	$4.9096	Disposed	194264	Indirect
2014-02-14	Common Stock	S	2671	$4.9096	Disposed	678838	Indirect
2014-03-07	Common Stock	S	750769	$7.9224	Disposed	561859	Indirect
2014-03-07	Common Stock	S	111111	$7.9224	Disposed	83153	Indirect
2014-03-07	Common Stock	S	388267	$7.9224	Disposed	290571	Indirect
2014-03-07	Common Stock	S	386007	$7.4347	Disposed	175852	Indirect
2014-03-07	Common Stock	S	57127	$7.4347	Disposed	26026	Indirect
2014-03-07	Common Stock	S	199627	$7.4347	Disposed	90944	Indirect
2014-03-07	Common Stock	D	8000	$0.00	Disposed	13933	Indirect
2014-03-10	Common Stock	S	175852	$6.8113	Disposed	0	Indirect
2014-03-10	Common Stock	S	26026	$6.8113	Disposed	0	Indirect
2014-03-10	Common Stock	S	90944	$6.8113	Disposed	0	Indirect

Footnotes

F1: This statement is filed by and on behalf of each of Becker Drapkin Management, L.P. ("BD Management"), Becker Drapkin Partners (QP), L.P. ("QP Fund"), Becker Drapkin Partners, L.P. ("LP Fund"), BD Partners IV, L.P. ("BD Partners IV"), BC Advisors, LLC ("BC Advisors"), Steven R. Becker and Matthew A. Drapkin. QP Fund, LP Fund, BD Partners IV and Mr. Becker are the direct beneficial owners of the securities covered by this statement.

F2: BD Management is the general partner of each of QP Fund, LP Fund and BD Partners IV and may be deemed to beneficially own securities owned by QP Fund, LP Fund and BD Partners IV. BC Advisors is the general partner of BD Management and may be deemed to beneficially own securities owned by BD Management. Mr. Becker and Mr. Drapkin are the co-managing members of BC Advisors and may be deemed to beneficially own securities owned by BC Advisors.

F3: 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.

F4: 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.

F5: Represents shares directly beneficially owned by QP Fund.

F6: Represents shares directly beneficially owned by LP Fund.

F7: Represents shares directly beneficially owned by BD Partners IV.

F8: Represents shares sold pursuant to a Rule 10b5-1 plan dated February 13, 2014.

F9: Represents shares directly beneficially owned by Mr. Becker.

F10: Pursuant to the terms of the Pixelworks, Inc. 2006 Stock Incentive Plan, the 8,000 unvested shares of restricted stock granted to Mr. Becker on May 9, 2013 were forfeited upon his resignation from the Board of Directors of Pixelworks, Inc., effective March 7, 2014.