Sec Form 4 Filing - COBB JOHN @ INTEGRATED SILICON SOLUTION INC - 2015-12-07

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person COBB JOHN 2. Issuer Name and Ticker or Trading Symbol INTEGRATED SILICON SOLUTION INC [ ISSI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) CFO (Last) (First) (Middle) 1623 BUCKEYE DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 12/07/2015 (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 12/07/2015 D 64,625 D 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) $ 4.34 12/07/2015 D 60,000 ( 2 ) 11/12/2016( 2 ) Common Stock 60,000 ( 2 ) 0 D Non-Qualified Stock Option (right to buy) $ 7.57 12/07/2015 D 35,000 ( 2 ) 11/29/2017( 2 ) Common Stock 35,000 ( 2 ) 0 D Non-Qualified Stock Option (right to buy) $ 9.14 12/07/2015 D 35,000 ( 2 ) 11/06/2019( 2 ) Common Stock 35,000 ( 2 ) 0 D Non-Qualified Stock Option (right to buy) $ 9.36 12/07/2015 D 35,000 ( 2 ) 10/28/2018( 2 ) Common Stock 35,000 ( 2 ) 0 D Restricted Stock Units ( 2 ) 12/07/2015 D 5,000 ( 2 ) 11/06/2016( 2 ) Common Stock 5,000 ( 2 ) 0 D Restricted Stock Units ( 2 ) 12/07/2015 D 2,506 ( 2 ) 11/07/2017( 2 ) Common Stock 2,506 ( 2 ) 0 D Restricted Stock Units ( 2 ) 12/07/2015 D 12,000 ( 2 ) 11/06/2018( 2 ) Common Stock 12,000 ( 2 ) 0 D Restricted Stock Units ( 2 ) 12/07/2015 D 4,500 ( 2 ) 02/11/2021( 2 ) Common Stock 4,500 ( 2 ) 0 D Stock Appreciation Rights $ 10.96 12/07/2015 D 50,000 ( 2 ) 11/07/2020( 2 ) Common Stock 50,000 ( 2 ) 0 D Stock Appreciation Rights $ 13.54 12/07/2015 D 33,000 ( 2 ) 11/06/2021( 2 ) Common Stock 33,000 ( 2 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other COBB JOHN 1623 BUCKEYE DRIVE MILPITAS, CA95035 CFO Signatures By: Thanh Ha For: John Cobb 12/09/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Pursuant to the Agreement and Plan of Merger, dated as of March 12, 2015, by and among Integrated Silicon Solution, Inc. ("ISSI") and Uphill Investment Co., as joined by Indigo Acquisition Sub, Inc. (as amended, the "Merger Agreement"), upon the closing of the merger on December 7, 2015 (the"Closing"), each outstanding share of common stock of ISSI was cancelled in exchange for the right to receive $23.00 in cash. ( 2 )Pursuant to the Merger Agreement, upon the Closing, (i) each vested stock option and stock appreciation right was cancelled in exchange for a cash payment per share equal to the excess, if any, of $23.00 over the exercise or base price, as applicable; and (ii) each unvested option, restricted stock unit, and stock appreciation right was converted into the right to receive a cash payment per share equal to the excess, if any, of $23.00 over the exercise or base price, as applicable. Unvested options, restricted stock units, and stock appreciation rights, however, remain subject to the same vesting terms and conditions.

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).

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.