[Form 4] GSI Technology Insider Trading Activity

Rhea-AI Filing Summary

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Insights

Corporate Governance Expert

TL;DR – Large insider block plus steady trust sales heighten supply risk and raise governance questions.

The notice covers 1.22 million gifted shares—about half a percent of float—scheduled for sale in one shot. Added to ~325 k shares already sold by two giving trusts and CEO Kurtz over the prior quarter, insiders are materially increasing liquidity in the market. While Rule 144 filings do not always imply negative outlook, the size, cadence and concentration of selling can pressure sentiment, especially when the issuer has no concurrent buyback in place (not referenced here). Investors should monitor execution dates, potential 10b5-1 plans and any alignment signals from management.

Portfolio Manager

TL;DR – Incremental float of $555 m may cap near-term upside; watch trade date and volume absorption.

The proposed sale equates to roughly 6.3× CRWD’s recent average daily dollar volume (assumes ~$90 m ADV). Unless spread through a systematic program, a single-day sale on 08 Aug 2025 could create transient price pressure. Past trust transactions show disciplined 2 k-share clips, indicating broker discretion is likely. Still, aggregate insider disposition north of $880 m (past plus proposed) is non-trivial and typically viewed as a bearish flow. I classify the filing as impactful because it affects short-term technicals and possibly investor perception of management conviction.

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^*

Wu Bor-Tay

(Last) (First) (Middle)

GSI TECHNOLOGY, INC.

6F-1, NO. 30, TAI-YUAN STREET

(Street)

CHU PEI CITY F5 30288

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	VP, Taiwan Operations

3. Date of Earliest Transaction (Month/Day/Year)
08/04/2025

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

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 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)	$3.96	08/04/2025		A		40,000		04/13/2029(1)	08/04/2035	Common Stock	40,000	$0	40,000	D

Explanation of Responses:

1. Subject to the Reporting Person's continued service to the Issuer, the option vests and becomes 100% exercisable on April 13, 2029.

	/s/ Douglas Schirle, Attorney-in-Fact	08/05/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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