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SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940 		 
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1. Name and Address of Reporting Person*
Lightner Thomas G
(Last) (First) (Middle)
12367 CROSTHWAITE CIRCLE
(Street)
POWAY CA 92064
(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
05/18/2012 		3. Issuer Name and Ticker or Trading Symbol
COHU INC [ COHU ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP Operations, Delta Design
 5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 15,765(1) D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) 10/14/2003(2) 10/14/2012 Common Stock 15,000 11.66 D
Employee Stock Option (Right to Buy) 12/11/2004(3) 12/11/2013 Common Stock 20,000 18.35 D
Employee Stock Option (Right to Buy) 10/27/2005(4) 10/27/2014 Common Stock 20,000 15.04 D
Employee Stock Option (Right to Buy) 08/17/2007(5) 08/17/2016 Common Stock 13,750 16.4 D
Employee Stock Option (Right to Buy) 12/04/2008(6) 12/04/2017 Common Stock 5,125 15.5 D
Employee Stock Option (Right to Buy) 03/20/2010(7) 03/20/2019 Common Stock` 10,000 7.32 D
Employee Stock Option (right to Buy) 10/26/2011(8) 10/26/2020 Common Stock 8,750 13.77 D
Explanation of Responses:
1. Number of shares includes 6,562 Restricted Stock Units (RSU) (excluding the impact of shares that will be withheld to cover tax obligations) previously reported that in the future will be converted on a one-for-one basis into shares of Cohu, Inc. Common Stock, immediately upon vesting which vesting is scheduled to occur in annual installments (assuming continued employment).
2. Exercisable as to 1/4 of the shares on the first four anniversary dates following 10/14/2002.
3. Exercisable as to 1/4 of the shares on the first four anniversary dates following 12/11/2003.
4. Exercisable as to 1/4 of the shares on the first four anniversary dates following 10/27/2004.
5. Exercisable as to 1/4 of the shares on the first four anniversary dates following 8/17/2006.
6. Exercisable as to 1/4 of the shares on the first four anniversary dates following 12/4/2007.
7. Exercisable as to 1/4 of the shares on the first four anniversary dates following 3/20/2009.
8. Exercisable as to 1/4 of the shares on the first four anniversary dates following 10/26/2010.
Remarks:
/s/ Jeffrey D. Jones (Attorney-in-fact) 05/18/2012
** 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 5 (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.
POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints
each of JAMES A. DONAHUE and JEFFREY D. JONES, signing singly, the undersigned's
true and lawful attorney-in-fact to:

(1)	execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director of Cohu, Inc. (the "Company"), Forms 3, 4, and 5
in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the
rules thereunder;

(2)	do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4, or 5,
complete and execute any amendment or amendments thereto, and timely file such
form with the United States Securities and Exchange Commission and any stock
exchange or similar authority; and

(3)	take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.

	The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.

	This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.

	IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 18th day of May, 2012.





 /s/ Thomas G. Lightner
Signature


 THOMAS G. LIGHTNER
Print Name