SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Woodall Neil D.

(Last) (First) (Middle)
224 AIRPORT PARKWAY
SUITE 400

(Street)
SAN JOSE CA 95110

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PIXELWORKS, INC [ PXLW ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP DSP Eng. & Chief Architect
3. Date of Earliest Transaction (Month/Day/Year)
07/31/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/31/2012 P 559 A $1.91 (1) 13,107 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $1.13 (2) 10/06/2018 Common Stock 5,000 5,000 D
Non-Qualified Stock Option (right to buy) $2.28 (2) 02/05/2018 Common Stock 2,000 2,000 D
Non-Qualified Stock Option (right to buy) $2.36 (2) 02/09/2018 Common Stock 25,000 25,000 D
Non-Qualified Stock Option (right to buy) $3.26 (2) 07/28/2016 Common Stock 15,000 15,000 D
Non-Qualified Stock Option (right to buy) $3.38 (2) 09/30/2015 Common Stock 15,000 15,000 D
Non-Qualified Stock Option (right to buy) $6.09 (2) 02/12/2017 Common Stock 2,333 2,333 D
Non-Qualified Stock Option (right to buy) $7.47 (3) 12/04/2013 Common Stock 6,048 6,048 D
Non-Qualified Stock Option (right to buy) $13.95 (4) 02/08/2016 Common Stock 5,333 5,333 D
Non-Qualified Stock Option (right to buy) $21.06 (5) 07/16/2012 Common Stock 13,064 13,064 D
Non-Qualified Stock Option (right to buy) $21.06 (6) 09/23/2013 Common Stock 16,666 16,666 D
Non-Qualified Stock Option (right to buy) $27.45 (5) 07/28/2014 Common Stock 25,000 25,000 D
Explanation of Responses:
1. The reporting person is voluntarily reporting the acquisition of shares of the Company's common stock pursuant to the Company's Employee Stock Purchase Plan (ESPP) and the purchase price reflects the allowable discount allowed under the ESPP. This transaction is exempt under Rule 16b-3(c).
2. Becomes exercisable on a monthly basis over 3 years, commencing the last day of the month of the date of grant.
3. Options become exercisable over 18 months as follows: 33.3% on June 30, 2007 and 66.7% becoming exercisable at a rate of 5.56% on a monthly basis thereafter over 12 months, or through June 30, 2008.
4. The options become exercisable on a monthly basis at a rate of 10% in year 1, 20% in year 2, 30% in year 3 and 40% in year 4, which commences on the last day of the month the option is granted.
5. 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.
6. The option became exercisable on the grant date.
Neil D Woodall 08/01/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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