X0303 4 2009-10-29 0 0001120914 PDF SOLUTIONS INC PDFS 0001202456 LEO JOY E 333 W. SAN CARLOS STREET SUITE 700 SAN JOSE CA 95110 0 1 0 0 Exe.VP/Chief Administration Common Stock 5495 D 2001 Stock Plan Option (right to buy) 3.62 2009-10-29 4 A 0 50000 0.00 A 2019-10-28 Common Stock 50000 50000 D All shares of Common Stock that were purchased under the PDF Solutions, Inc.'s 2001 Employee Stock Purchase Plan as follows: 5,494 shares purchased on January 31, 2009 and 1 share purchased on July 31, 2009. 12/48ths of the total shares subject to the option (the "Total Shares") vest on October 29, 2010 and 1/48th of the Total Shares shall vest on the 29th day of each month thereafter, provided that the reporting person continues to remain in continuous service as defined in the PDF Solutions, Inc. 2001 Stock Plan. /s/ Joy E. Leo 2009-11-02