Sec Form 4 Filing - SULLIVAN JAMES @ MoSys, Inc. - 2016-08-23

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 SULLIVAN JAMES 2. Issuer Name and Ticker or Trading Symbol MoSys, Inc. [ MOSY] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) 3301 OLCOTT STREET 3. Date of Earliest Transaction (MM/DD/YY) 08/23/2016 (Street) SANTA CLARA, CA95054 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

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 Option to purchase common stock $ 3.73 08/23/2016 D 190,000 ( 1 ) 01/18/2018 Common Stock 190,000 ( 2 ) 0 D Option to purchase common stock $ 3.54 08/23/2016 D 50,000 ( 3 ) 11/01/2017 Common Stock 50,000 ( 2 ) 0 D Option to purchase common stock $ 4.46 08/23/2016 D 36,250 ( 4 ) 06/06/2023 Common stock 36,250 ( 2 ) 0 D Option to purchase common stock $ 0.72 08/23/2016 D 157,856 ( 5 ) 08/23/2026 Common Stock 157,856 ( 2 ) 157,856 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other SULLIVAN JAMES 3301 OLCOTT STREET SANTA CLARA, CA95054 Chief Financial Officer Signatures /s/ C. Leitner by power of attorney 08/25/2016 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The canceled option provided for vesting as follows: 25% of the shares subject to the option on January 17, 2009 and as to 2.0833% of the shares subject to the option on the 17th day of each calendar month thereafter ( 2 )On August 23, 2016, the Issuer canceled, pursuant to an option exchange program, options granted to the Reporting Person on 1/18/08, 11/1/11, and 6/6/13. In exchange for these options to cumulatively purchase 276,250 shares, the Reporting Person received a new option to purchase 157,856 shares at a lower exercise price. ( 3 )The canceled option provided for vesting as follows: ratably over 48 months ( 4 )The canceled option provided for vesting as follows: 6,250, 10,000, 10,000, 7,500, 2,500 shares in fiscal years 2013, 2014, 2015, 2016 and 2017, respectively ( 5 )Option granted to replace cancelled options, pursuant to an option exchange program; vests ratably over 36 months.

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.