Sec Form 4 Filing - LEE HAU L @ PERICOM SEMICONDUCTOR CORP - 2015-11-24

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person LEE HAU L 2. Issuer Name and Ticker or Trading Symbol PERICOM SEMICONDUCTOR CORP [ PSEM] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) X __ Other (specify below) Outside Director (Last) (First) (Middle) PERICOM SEMICONDUCTOR CORP., 1545 BARBER LANE 3. Date of Earliest Transaction (MM/DD/YY) 11/24/2015 (Street) MILPITAS, CA95035 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 11/24/2015 D( 1 ) 22,400 D $ 17.75 3,050 D Common Stock 11/24/2015 D 800 D $ 17.75 2,250 D Common Stock 11/24/2015 D( 1 ) 2,250 D $ 17.75 0 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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) $ 6.73 11/24/2015 D( 2 ) 3,000 12/17/2009 12/17/2018 Common Stock 3,000 $ 17.75 0 D Non-Qualified Stock Option (right to buy) $ 7.81 11/24/2015 D( 2 ) 4,500 12/09/2012 12/09/2021 Common Stock 4,500 $ 17.75 0 D Non-Qualified Stock Option (right to buy) $ 7.87 11/24/2015 D( 2 ) 4,500 12/06/2013 12/06/2022 Common Stock 4,500 $ 17.75 0 D Non-Qualified Stock Option (right to buy) $ 8.1 11/24/2015 D( 2 ) 6,000 12/14/2005 12/14/2015 Common Stock 6,000 $ 17.75 0 D Non-Qualified Stock Option (right to buy) $ 9.08 11/24/2015 D( 2 ) 4,500 12/05/2014 12/05/2023 Common Stock 4,500 $ 17.75 0 D Non-Qualified Stock Option (right to buy) $ 10.71 11/24/2015 D( 2 ) 4,500 12/09/2011 12/09/2020 Common Stock 4,500 $ 17.75 0 D Non-Qualified Stock Option (right to buy) $ 11.13 11/24/2015 D( 2 ) 3,000 12/11/2010 12/11/2019 Common Stock 3,000 $ 17.75 0 D Non-Qualified Stock Option (right to buy) $ 11.91 11/24/2015 D( 2 ) 6,000 12/14/2006 12/14/2016 Common Stock 6,000 $ 17.75 0 D Non-Qualified Stock Option (right to buy) $ 13.1 11/24/2015 D( 3 ) 4,500 12/04/2015 12/04/2024 Common Stock 4,500 $ 17.75 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other LEE HAU L PERICOM SEMICONDUCTOR CORP. 1545 BARBER LANE MILPITAS, CA95035 X Outside Director Signatures Hau Lee 11/25/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Disposed of pursuant to the Agreement and Plan of Merger dated as of September 2, 2015, as amended by Amendment No. 1 to the Agreement and Plan of Merger, dated as of November 6, 2015 (the "Merger Agreement" and the transactions contemplated therein, the "Merger"), by and among Diodes Incorporated, PSI Merger Sub, Inc. (a wholly owned subsidiary of Diodes) and Pericom Semiconductor Corporation (?Pericom?), whereby each share of Pericom common stock was canceled in exchange for $17.75 in cash, without interest. ( 2 )Pursuant to the Merger Agreement, each option to purchase common stock was canceled and paid in cash assuming an exercise price of $17.75. ( 3 )Pursuant to the Merger Agreement, this option to purchase common stock was assumed by Diodes in the Merger on the same terms and conditions regarding vesting and exercisability, and automatically converted into restricted stock units.

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