Lee-Lean Shu discloses 3.61M GSIT shares; options exercisable soon

Rhea-AI Filing Summary

This amended Schedule 13G reports that Lee-Lean Shu beneficially owns 3,614,615 shares of GSI Technology common stock, representing 12% of the class. The total ownership combines shares held directly and options exercisable shortly.

Breakdowns in the filing show 1,982,417 shares owned directly by Mr. Shu and options to purchase 1,000,000 shares exercisable within 60 days. The filing lists sole voting/dispositive power for 2,982,417 shares and shared voting/dispositive power for 632,198. It also discloses family holdings: 13,600 shares held by his children, 530,939 shares held by his spouse, and 87,659 option shares held by his spouse exercisable within 60 days; Mr. Shu disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

• Reporting person holds a material 3,614,615-share position (12% of the class), exceeding the 5% reporting threshold.
• Position includes 1,000,000 options exercisable within 60 days for the reporting person and 87,659 exercisable options held by the spouse, indicating near-term potential economic exposure.
• The filing clearly discloses sole and shared voting/dispositive power counts: 2,982,417 sole and 632,198 shared.

Negative

• None.

Insights

Financial Analyst

TL;DR: A material 12% reported stake with exercisable options increases potential economic exposure but provides limited information on intent.

The filing documents an aggregate beneficial ownership of 3,614,615 shares (12% of the class), including 1,000,000 options exercisable within 60 days. The holder reports sole voting/dispositive power over 2,982,417 shares and shared power over 632,198. For investors, the size of the position is material and could influence liquidity or block actions, but the filing does not state whether the position is passive or strategic, nor does it disclose any transaction intent.

Corporate Governance Expert

TL;DR: Significant ownership stake disclosed, with family holdings and option exercises noted; governance implications depend on voting coordination.

The report highlights concentrated ownership with both sole and shared voting rights. Family holdings—13,600 shares for children and 530,939 for the spouse, plus spouse options of 87,659 exercisable within 60 days—are disclosed alongside Mr. Shu's direct and option positions. The filing includes a disclaimer of beneficial ownership for certain family-held securities except as to pecuniary interest; it does not detail any agreements among holders or plans affecting control, so governance impact cannot be determined from this filing alone.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 17)

GSI Technology, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

36241U106

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13G

CUSIP No. 36241U106

1

Names of Reporting Persons

Lee-Lean Shu

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 2,982,417.00
6	Shared Voting Power 632,198.00
7	Sole Dispositive Power 2,982,417.00
8	Shared Dispositive Power 632,198.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

3,614,615.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

12 %

12

Type of Reporting Person (See Instructions)

IN

Comment for Type of Reporting Person: Includes (i) 1,982,417 shares owned directly and (ii) options to purchase 1,000,000 shares of Common Stock that are exercisable within 60 days of June 30, 2025. Includes (i) 13,600 shares held by Mr. Shu's children, (ii) 530,939 shares held by Mr. Shu's spouse, and (iii) 87,659 shares of Common Stock issuable upon exercise of options held by his spouse that are exercisable within 60 days of June 30, 2025. Mr. Shu disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: GSI Technology, Inc.
(b)	Address of issuer's principal executive offices: 1213 Elko Drive, Sunnyvale, CA 94089
Item 2.
(a)	Name of person filing: Lee-Lean Shu
(b)	Address or principal business office or, if none, residence: 1213 Elko Drive, Sunnyvale, CA 94089
(c)	Citizenship: United States
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 36241U106
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 3,614,615
(b)	Percent of class: 12%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 2,982,417
	(ii) Shared power to vote or to direct the vote: 632,198
	(iii) Sole power to dispose or to direct the disposition of: 2,982,417
	(iv) Shared power to dispose or to direct the disposition of: 632,198
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.	Certifications:
	Not Applicable

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Lee-Lean Shu

Signature:	/s/ Lee-Lean Shu
Name/Title:	Lee-Lean Shu
Date:	08/08/2025

FAQ

Who filed this Schedule 13G/A for GSIT?

The filing was submitted by Lee-Lean Shu as the reporting person.

How many GSI Technology (GSIT) shares does Lee-Lean Shu beneficially own?

The filing reports aggregate beneficial ownership of 3,614,615 shares, representing 12% of the class.

Does the filing include options exercisable soon for GSIT?

Yes. It discloses options to purchase 1,000,000 shares held by Mr. Shu exercisable within 60 days and 87,659 exercisable options held by his spouse.

What are the voting and dispositive power details reported?

The filing shows sole voting/dispositive power for 2,982,417 shares and shared voting/dispositive power for 632,198 shares.

Are family-held shares disclosed in the filing for GSIT?

Yes. The filing discloses 13,600 shares held by the reporting person's children and 530,939 shares held by his spouse, plus spouse option holdings noted above; the reporting person disclaims beneficial ownership except to the extent of pecuniary interest.