GSI Technology Inc. reported that Pres., CEO and Chairman Shu Lee-Lean received two stock option awards covering a total of 200,000 shares of common stock. One option for 100,000 shares at an exercise price of $7.23 per share replaces cancelled options on 100,000 shares from a prior 150,000-share grant and becomes 100% exercisable on December 1, 2026, expiring on August 13, 2036. A second option for 100,000 shares has an exercise price of $6.76 per share, vests fully on April 13, 2030, and also expires on August 13, 2036. Both awards are reported as directly owned derivative securities.
GSI Technology, Inc. is reported to have 9.0% of its common stock beneficially owned by Lee-Lean Shu as of June 30, 2026. This beneficial ownership totals 3,543,989 shares, combining direct holdings, options, and certain family holdings.
Shu has 2,932,417 shares with sole voting and dispositive power, including 1,982,417 shares owned directly and options to purchase 950,000 shares exercisable within 60 days of June 30, 2026. He also has shared voting and dispositive power over 611,572 shares, including shares held by his children and spouse and options for 67,033 shares held by his spouse that are exercisable within 60 days of June 30, 2026. Shu disclaims beneficial ownership of the family-held securities except to the extent of his pecuniary interest.
GSI Technology, Inc. reported flat net revenues of $6.3 million for the quarter ended June 30, 2026, but its net loss widened to $4.8 million from $2.2 million a year earlier as operating expenses, particularly R&D, increased sharply.
Gross margin declined to 53.4% from 58.1% due mainly to product and customer mix. Research and development spending nearly doubled to $5.9 million, driven by higher consulting, payroll, and stock-based compensation related to Gemini‑II and Plato associative computing projects, partially offset by $0.3 million of government grant funding.
Cash and cash equivalents rose to $77.0 million with no debt, supported by $9.3 million of At‑the‑Market equity issuance and $4.8 million from employee stock plans. The company highlighted progress commercializing its Gemini‑II APU, new U.S. defense and smart‑city engagements, and expects macroeconomic and end‑market softness to weigh on results through fiscal 2027.
Shu Lee-Lean reported disposition transactions in this Form 4 filing.
GSI Technology Inc. reported that Pres., CEO and Chairman Shu Lee-Lean agreed with the company to rescind and cancel 100,000 stock options from a February 2, 2026 grant of 150,000 options at $7.23 per share. 50,000 options remain, vesting on December 1, 2026 and expiring February 2, 2036. A footnote states the executive is expected to receive a replacement option for 100,000 shares, subject to continued service.
GSI Technology Inc. director Hsieh Hong-Po exercised stock options covering a total of 55,560 shares of common stock on 2026-08-03. The exercises involved 28,074 options at an exercise price of $1.87 per share expiring 2032-10-31 and 27,486 options at $1.91 per share expiring 2033-10-30.
GSI Technology reported first-quarter fiscal 2027 results for the period ended June 30, 2026. Net revenues were $6.3 million, unchanged from both the year-ago quarter and the preceding quarter. Gross margin was 53.4%, down from 58.1% a year earlier but slightly above 52.4% in the prior quarter, mainly due to product mix.
Total operating expenses rose to $8.8 million from $5.8 million a year ago, driven largely by higher research and development spending for the next-generation Plato processor and lower offsets from SBIR funding. Operating loss widened to $5.4 million from $2.2 million in the prior-year quarter, and net loss was $4.8 million, or $0.13 per diluted share, versus $2.2 million, or $0.08 per diluted share, a year earlier. Key customer concentrations included KYEC at $1.0 million, or 16.1% of net revenues. Cash and cash equivalents increased to $77.0 million from $67.2 million at March 31, 2026, aided by $9.3 million in at-the-market stock sales and $4.8 million from employee option exercises. Working capital was $80.0 million and stockholders’ equity was $91.9 million.
Management highlighted continued progress in its Edge AI strategy, including favorable Sentinel test results, on-schedule Smart City Phase I deployment, successful radiation testing of Gemini-II, and Plato tape-out targeted for March 2027. An AI-assisted SDK release is planned for September. For the second quarter of fiscal 2027, the company expects net revenues between $5.7 million and $6.5 million and gross margin of approximately 53% to 55%.
BlackRock, Inc. reports beneficial ownership of GSI Technology, Inc. common stock on a passive basis. BlackRock and certain of its subsidiaries and affiliates collectively beneficially own 2,374,372 shares of GSI Technology common stock, representing 6.2% of the outstanding class.
BlackRock has sole voting power over 2,343,541 shares and sole dispositive power over 2,374,372 shares, with no shared voting or dispositive power. Various underlying clients and investors have rights to receive dividends or sale proceeds, but no single such person holds more than five percent of the total outstanding common shares.
GSI Technology Inc director Elizabeth Cholawsky exercised stock options to acquire 60,517 shares of common stock on July 15, 2026. The options were exercised at prices of $1.87, $1.91, and $3.69 per share, converting derivative stock options into directly held common stock with no reported sales.
GSI Technology, Inc. is soliciting proxies for its 2026 Annual Meeting, a virtual audio webcast on August 20, 2026 at 2:00 p.m. PDT. Stockholders of record on July 1, 2026, when 38,372,073 common shares were outstanding, may vote.
Stockholders will elect five directors, ratify BDO USA, P.C. as independent auditor for the year ending March 31, 2027, and cast an advisory Say‑on‑Pay vote on fiscal 2026 executive compensation. The board is majority independent, with a combined CEO/Chair role balanced by a lead independent director and fully independent audit, compensation, and nominating committees overseeing risk, governance, and pay.
Executive pay uses flat base salaries held at reduced levels from prior cost‑cutting and a performance‑based cash bonus plan tied mainly to SRAM revenue and APU milestones. For fiscal 2026, the APU goal was not achieved and SRAM revenue reached 94.9% of target, yielding 87.2% of the SRAM bonus component; the CEO earned a $47,931 bonus versus a $275,000 target. Total fees to BDO USA, P.C. in fiscal 2026 were $830,300, and related‑party engineering and manufacturing services from WNC totaled $223,000.