AOSL — 10% Owner Mike Chang Gifts 3,000,000 Shares

What Happened
Mike F. Chang, a reported 10% owner of Alpha & Omega Semiconductor Ltd (AOSL), transferred (gifted) 3,000,000 common shares to the "CHANG TRUST" on August 13, 2026. The transaction was reported on an SEC Form 4 filed August 14, 2026. The shares were transferred for no consideration (reported price $0.00), so the reported transaction value is $0. Under a filing footnote, Mr. Chang is the trustee of the trust, members of his immediate family are the sole beneficiaries, and he remains the beneficial owner of the securities held by the trust.

Key Details

• Transaction type: Gift (code G) — 3,000,000 common shares disposed at $0.00 per share (total $0).
• Transaction date: August 13, 2026. Form 4 filed: August 14, 2026 (timely filing).
• Beneficial ownership after transaction: The filing notes Mr. Chang remains the beneficial owner of the shares held by the trust; the Form 4 does not state a separate “owned after” total in the provided data.
• Notable footnotes included in the filing:
  • F1: Transfer to CHANG TRUST; trustee and immediate family are beneficiaries; reporting person remains beneficial owner.
  • F2: Includes 35,625 unvested shares under Performance Share Units (PSUs) from 2024–2025 subject to service vesting.
  • F3: Includes 45,000 unvested Market-Based PSUs (MSU) from July 1, 2018 subject to service vesting.
  • F4: Includes 67,500 shares subject to Restricted Share Units (RSUs) from grants in 2023–2026; excludes 22,500 unvested PSU from March 16, 2026 that may vest on future performance.
• Filing timeliness: Reported one day after the transaction (appears timely under typical Form 4 deadlines).

Context
Gifts to a family trust are commonly used for estate or family planning and do not necessarily signal a buy or sell view on the company's stock. Because the filing states Mr. Chang remains the beneficial owner of the trust holdings, his economic exposure may be unchanged despite the formal transfer. As a 10% owner, his filings are subject to Section 16 reporting rules; this is an informational disclosure rather than an open-market sale or purchase.