X0306 4 2016-02-01 0 0001294924 InvenSense Inc INVN 0001526783 Shah Amit C/O ARTIMAN VENTURES 2000 UNIVERSITY AVE, SUITE 602 EAST PALO ALTO CA 94303 1 0 0 0 Common Stock 2016-02-01 4 M 0 8408 0.00 A 8408 D Common Stock 7013170 I By Artiman Ventures, L.P. Common Stock 16667 I By Artiman Management, LLC Common Stock 15497 I By Artiman, L.L.C. Common Stock 44608 I Artiman Ventures Side Fund, L.P. Common Stock 91691 I By Artiman Ventures Side Fund II, L.P. Common Stock 19943 I By Baca, LP Restricted Stock Unit (RSU) 0.00 2016-02-01 4 M 0 8408 0.00 D Common Stock 8408 20450 D Each Restricted Stock Unit ("RSU") represents a contingent right to receive at settlement one share of Invensense common stock at no cost. The reported securities are held directly by Artiman Ventures, L.P. Reporting person is a Managing Member of Artiman, L.L.C., the General Partner of Artiman Ventures, L.P., and disclaims beneficial ownership of the securities held by Artiman Ventures, L.P. except to the extent of his pecuniary interest therein, if any. The reported securities are held directly by Artiman Management, LLC, a limited liability company of which the Reporting Person is a managing member. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein, if any. The reported securities are held directly by Artiman, L.L.C., a limited liability company of which the reporting person is a managing member. The reporting person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein, if any. The reported securities are held directly by Artiman Ventures Side Fund, L.P. Reporting Person is a managing member of Artiman, L.L.C., the General Partner of Artiman Ventures Side Fund, L.P., and disclaims beneficial ownership of the securities held by Artiman Ventures Side Fund, L.P. except to the extent of his pecuniary interest therein, if any. The reported securities are held directly by Artiman Ventures Side Fund II, L.P. Reporting Person is a managing member of Artiman, L.L.C., the General Partner of Artiman Ventures Side Fund II, L.P., and disclaims beneficial ownership of the securities held by Artiman Ventures Side Fund II, L.P. except to the extent of his pecuniary interest therein, if any. The reported securities are held directly by Baca, LP, a limited partnership of which the Reporting Person is the general partner. The Reporting Person disclaims beneficial ownership of the securities except to the extent of his pecuniary interest therein, if any. Subject to the Reporting Person's continuing service to the corporation and the provisions in the Invensense's standard form of RSU award agreement, the shares will vest on December 31, 2015. Shares will be delivered to the reporting person on each vest date; provided, however, that settlement of each RSU will be deferred to the first permissible trading day for the corporation's common stock, if later than the applicable vesting date, but no later than March 15th of the year following the vesting date. /s/ Adam Tachner, Attorney-in-Fact For: Amit Shah 2016-02-03