SEC Filing | GSI Technology, Inc.

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SEC FORM 3/A SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Yau Robert

(Last)

(First)

(Middle)

GSI TECHNOLOGY, INC.

2360 OWEN STREET

(Street)

SANTA CLARA

95054

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/28/2007

3. Issuer Name and Ticker or Trading Symbol
GSI TECHNOLOGY INC [ GSIT ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
VP, Engin., Sect. & Director

5. If Amendment, Date of Original Filed (Month/Day/Year)
03/28/2007

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	1,145,833	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	⁽¹⁾⁽¹³⁾	03/27/2010	Common Stock	30,938	2	D
Stock Option (right to buy)	⁽²⁾⁽¹³⁾	03/27/2010	Common Stock	30,938	2	D
Stock Option (right to buy)	⁽³⁾⁽¹³⁾	05/25/2011	Common Stock	18,518	5.4	D
Stock Option (right to buy)	⁽⁴⁾⁽¹³⁾	05/25/2011	Common Stock	12,420	5.4	D
Stock Option (right to buy)	⁽⁵⁾⁽¹³⁾	07/15/2013	Common Stock	30,938	2.1	D
Stock Option (right to buy)	⁽⁶⁾⁽¹³⁾	07/15/2013	Common Stock	30,938	2.1	D
Stock Option (right to buy)	⁽⁷⁾⁽¹³⁾	11/21/2016	Common Stock	18,181	5.5	D
Stock Option (right to buy)	⁽⁸⁾⁽¹³⁾	11/21/2016	Common Stock	18,181	5.5	D
Stock Option (right to buy)	⁽⁹⁾⁽¹³⁾	11/21/2016	Common Stock	18,181	5.5	D
Stock Option (right to buy)	⁽¹⁰⁾⁽¹³⁾	11/21/2016	Common Stock	2,445	5.5	D
Stock Option (right to buy)	⁽¹¹⁾⁽¹³⁾	11/21/2016	Common Stock	2,445	5.5	D
Stock Option (right to buy)	⁽¹²⁾⁽¹³⁾	11/21/2016	Common Stock	2,445	5.5	D

Explanation of Responses:

1. Option for 30,938 shares was granted on March 27, 2000, and vests and becomes exercisable at the rate of 100% on January 13, 2003.

2. Option for 30,938 shares was granted on March 27, 2000, and vests and becomes exercisable at the rate of 100% on January 13, 2004.

3. Option for 18,518 shares was granted on May 25, 2001, and vests and becomes exercisable at the rate of 100% on January 13, 2005.

4. Option for 12,420 shares was granted on May 25, 2001, and vests and becomes exercsiable at the rate of 100% on January 13, 2005.

5. Option for 30,938 shares was granted on July 15, 2003, and vests and becomes exercisable at the rate of 100% on January 13, 2006.

6. Option for 30,938 shares was granted on July 15, 2003, and vests and becomes exercisable at the rate of 100% on January 13, 2007.

7. Option for 18,181 shares was granted on November 21, 2006, and vests and becomes exercisable at the rate of 100% on January 13, 2008.

8. Option for 18,181 shares was granted on November 21, 2006, and vests and becomes exercisable at the rate of 100% on January 13, 2009.

9. Option for 18,181 shares was granted on November 21, 2006, and vests and becomes exercisable at the rate of 100% on January 13, 2010.

10. Option for 2,445 shares was granted on November 21, 2006, and vests and becomes exercisable at the rate of 100% on January 13, 2008.

11. Option for 2,445 shares was granted on November 21, 2006, and vests and becomes exercisable at the rate of 100% on January 13, 2009.

12. Option for 2,445 shares was granted on November 21, 2006, and vests and becomes exercisable at the rate of 100% on January 13, 2010.

13. This amended Form 3 is being filed to correct the description of vesting, which was incorrectly reported on the Form 3 originally filed on March 28, 2007.

Remarks:

	Caroline Y. Wu, Attorney-in-Fact	04/03/2007
	** Signature of Reporting Person	Date
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 5 (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.