SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Monson John Stearns

(Last)

(First)

(Middle)

3301 OLCOTT STREET

(Street)

SANTA CLARA

95054

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/01/2014

3. Issuer Name and Ticker or Trading Symbol
MoSys, Inc. [ mosy ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	VP of Marketing and Sales

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common stock⁽¹⁾	14,044	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Option to purchase common stock⁽²⁾	02/23/2013	02/23/2018	Common stock	175,000	$3.92	D
Option to purchase common stock⁽³⁾	05/01/2013	06/06/2023	Common stock	49,900	$4.46	D
Restricted stock unit⁽⁴⁾	⁽⁴⁾	⁽⁴⁾	Common stock	20,000	$0	D

Explanation of Responses:

1. Shares acquired through the MoSys Employee Stock Purchase Plan.

2. This option vests 25% on the one year anniversary of grant date and 1/48th per month thereafter.

3. This option vests as to 7,300, 7,300, 7,300, 21,000 and 7,000 in fiscal years 2013, 2014, 2015, 2016 and 2017, respectively.

4. Each RSU represents the right to receive one share of common stock subject to the vesting schedule. 20% of shares subject to the RSU vest on March 18, 2014, Feb. 18, 2015, Feb. 18, 2016, Feb. 18, 2017 and Feb. 18, 2018.

	/s/J. Goto, by power of attorney	03/06/2014
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.