POWER SOLUTIONS INTERNATIONAL, INC. — Director's Dealing 2011

Nov 2, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: POWER SOLUTIONS INTERNATIONAL, INC. (PSIX)
CIK: 0001137091
Period of Report: 2011-08-26

Reporting Person: Landini Kenneth W (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-08-26	Common Stock	C	49168	—	Acquired	49168	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-08-26	Series A Convertible Preferred Stock	$	C	590.016	Disposed		Common Stock (49168)	Direct

Footnotes

F1: Each share of Series A Convertible Preferred Stock was initially convertible at any time at the election of the holder thereof into a number of shares of the issuer's common stock equal to the result of $1,000 (the liquidation preference of each share of Series A Convertible Preferred Stock) divided by the conversion price then in effect. The initial conversion price was $0.375, and was subject to full ratchet anti-dilution protection and to other adjustments for non-cash dividends, distributions, stock splits or other subdivisions or reclassifications of the issuer's common stock. On August 26, 2011, Power Solutions International, Inc., a Nevada corporation, merged with and into its wholly owned subsidiary, Power Solutions International, Inc., a Delaware corporation, pursuant to an agreement and plan of merger between Power Solutions International, Inc., a Delaware corporation, and Power Solutions International, Inc., a Nevada corporation (collectively, the "Migratory Merger").

F2: (continued from Footnote 1) Power Solutions International, Inc., a Delaware corporation, continued as the surviving entity of the Migratory Merger. Pursuant to the Migratory Merger, the issuer changed its state of incorporation from Nevada to Delaware and each 32 shares of the issuer's common stock converted into one share of common stock of the surviving entity in the Migratory Merger, thereby effecting a 1-for-32 reverse stock split of the issuer's common stock (the "Reverse Split"). Upon the consummation of the Migratory Merger (including the Reverse Split effected thereby), each issued and outstanding share of Series A Convertible Preferred Stock automatically converted into shares of the issuer's common stock, at a conversion price of $12.00 per share, as adjusted for the Reverse Split.