Sec Form 4 Filing - HARDMAN SUSAN J @ INTERSIL CORP/DE - 2014-04-01

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 HARDMAN SUSAN J 2. Issuer Name and Ticker or Trading Symbol INTERSIL CORP/DE [ ISIL] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP, AMS Products Group (Last) (First) (Middle) C/O INTERSIL CORPORATION, 1001 MURPHY RANCH ROAD 3. Date of Earliest Transaction (MM/DD/YY) 04/01/2014 (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 04/01/2014 M 5,625 A $ 0 79,066.33 ( 1 ) ( 3 ) D Common Stock 04/01/2014 F 2,090 D $ 13.13 76,976.33 D Common Stock 04/01/2014 M 10,000 A $ 0 86,976.33 D Common Stock 04/01/2014 F 3,758 ( 2 ) D $ 13.13 83,218.33 D Common Stock 04/01/2014 S 1,416.78 ( 2 ) D $ 13.1004 81,801.55 D Common Stock 04/02/2014 M 6,250 A $ 0 88,051.55 D Common Stock 04/02/2014 F 2,326 D $ 13.36 85,725.55 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 Time-Based Deferred Stock Units (DSUs) $ 0 04/01/2014 A 25,438 ( 4 ) 04/01/2018 Common Stock 25,438 ( 5 ) $ 0 25,438 D Performance-Based Market Stock Units (MSUs) ( 7 ) $ 0 04/01/2014 A 25,590 ( 6 ) 04/01/2017 Common Stock 25,590 ( 5 ) ( 7 ) $ 0 25,590 D Deferred Stock Units (DSUs) $ 0 04/01/2014 M 5,625 ( 4 ) 04/01/2015 Common Stock 5,625 ( 5 ) $ 0 5,625 D Deferred Stock Units (DSUs) $ 0 04/01/2014 M 10,000 ( 4 ) 04/01/2017 Common Stock 10,000 ( 5 ) $ 0 30,000 D Deferred Stock Units (DSUs) $ 0 04/02/2014 M 6,250 ( 4 ) 04/02/2016 Common Stock 6,250 ( 5 ) $ 0 12,500 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other HARDMAN SUSAN J C/O INTERSIL CORPORATION 1001 MURPHY RANCH ROAD MILPITAS, CA95035 SVP, AMS Products Group Signatures Debbe Ceraolo-Johnson by Power of Attorney 04/03/2014 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Number of shares beneficially owned includes 1416.78 shares of Intersil Common Stock that were automatically purchased on 3/31/2014 as a result of participation in the Intersil Corporation Employee Stock Purchase Plan. ( 2 )A total of 1416.78 shares sold automatically on 4/1/2014 in compliance with Intersil's ESPP Quick Sale Program in which recipient participates. ( 3 )Number of shares beneficially owned includes 17096.61 shares of Intersil Common Stock held by recipient's spouse. ( 4 )The time-based DSU award will vest 25% per year on the anniversary of the date of the award. ( 5 )Reflects the receipt of Common Stock upon the vesting of DSUs and MSUs. Each DSU and MSU has the economic equivalent of one share of Intersil Common Stock. ( 6 )The performance-based MSU award will become vested, if at all, on the third anniversary of the date of the award. ( 7 )The amount of the MSU award upon vesting may be as low as 0 shares and as high as 51,180 shares, depending on Intersil's performance relative to pre-established performance goals set by the Compensation Committee of the Board of Directors.

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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