GSI Technology grants director 25,235-share option

Available on EDGAR 11/12/2026 - 05:50 PM EST Accepted by SEC EDGAR 11/12/2026 - 05:49 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

GSI Technology Inc. (GSIT) reported that director Elizabeth Cholawsky received an option to buy 25,235 shares of common stock on November 10, 2026, at an exercise price of $3.19 per share. Subject to her continued service, the option vests and becomes 100% exercisable on August 15, 2027. If a Change in Control is consummated before then, the unvested and outstanding portion vests immediately before, but contingent upon, consummation. The option expires November 10, 2036.

Insider Trade Summary

Grant/Award: 25,235 shares

Grant/Award 1 txn

Insider Cholawsky Elizabeth

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Stock Option (right to buy) F1, F2	25,235	$0.00	$0.00

Holdings After Transaction: Stock Option (right to buy) — 25,235 options (Direct)

Footnotes (2)

1. F1. Subject to the Reporting Person's continued service to the Issuer, the option vests and becomes 100% exercisable on August 15, 2027.
2. F2. Reporting Person shall vest in 100% of the unvested and outstanding portion of the option immediately prior to, but contingent upon, the consummation of a Change in Control prior to August 15, 2027.

Key Figures

Option award: 25,235 shares underlying the option Exercise price: $3.19 per share Exercisability: 100% +1 more

4 metrics

Option award 25,235 shares underlying the option Granted November 10, 2026

Exercise price $3.19 per share Option to buy common stock

Exercisability 100% Vests and becomes exercisable on August 15, 2027, subject to continued service

Option expiration November 10, 2036 Expiration date

Key Terms

Stock Option (right to buy), Change in Control

2 terms

Stock Option (right to buy) technical

"Stock Option (right to buy)"

Change in Control technical

"consummation of a Change in Control prior to August 15, 2027"

A "change in control" occurs when the ownership or management of a company shifts significantly, such as through a merger, acquisition, or sale of a large part of its assets. This change can impact how the company is run and may influence its future direction. For investors, it matters because it can affect the company's stability, strategy, and value, often signaling potential changes in investment risk or opportunity.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many GSIT options did director Elizabeth Cholawsky receive?

Elizabeth Cholawsky received an option covering 25,235 shares of GSI Technology Inc. common stock on November 10, 2026. The option has an exercise price of $3.19 per share and expires November 10, 2036.

When do Elizabeth Cholawsky's GSIT options vest?

Subject to her continued service to GSI Technology Inc., the option vests and becomes 100% exercisable on August 15, 2027. If a Change in Control is consummated before that date, the unvested and outstanding portion vests immediately before, but contingent upon, consummation.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Cholawsky Elizabeth

(Last) (First) (Middle)

C/O GSI TECHNOLOGY INC.

1213 ELKO DRIVE

(Street)

SUNNYVALE CALIFORNIA 94089

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/10/2026

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

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

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: 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
Stock Option (right to buy)	$3.19	11/10/2026		A		25,235		(1)(2)	11/10/2036	Common Stock	25,235	$0	25,235	D

Explanation of Responses:

1. Subject to the Reporting Person's continued service to the Issuer, the option vests and becomes 100% exercisable on August 15, 2027.

2. Reporting Person shall vest in 100% of the unvested and outstanding portion of the option immediately prior to, but contingent upon, the consummation of a Change in Control prior to August 15, 2027.

	/s/ Elizabeth Cholawsky, by Douglas Schirle, Attorney-in-Fact	11/12/2026
	** 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 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.
* Form 4: SEC 1474 (03-26)