Ownership Submission
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Giarre Lorenzo
 2. Date of Event Requiring Statement (Month/Day/Year)
03/26/2013		 3. Issuer Name and Ticker or Trading Symbol
COHU INC [COHU]
(Last)
(First)
(Middle)
12367 CROSTHWAITE CIRCLE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President, Ismeca
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

POWAY, CA 92064		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
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 35,000 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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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 of Derivative Security: 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) 01/22/2014(2) 01/22/2023 Common Stock 43,750 $ 10.68 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Giarre Lorenzo
12367 CROSTHWAITE CIRCLE
POWAY, CA 92064		       President, Ismeca  

Signatures

/s/ Jeffrey D. Jones (Attorney-in-Fact) 03/29/2013
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) Number of shares include (i) 17,500 Restricted Stock Units (RSUs) (including shares that will be withheld to cover tax obligations) that in the future will be converted on a one-for-one basis into shares of Cohu, Inc. common stock, immediately upon vesting which is scheduled to occur in four annual installments beginning January 22, 2014 (assuming continued employment through each vest date) and (ii) 17,500 Performance Share Units (PSUs) (including shares that will be withheld to cover tax obligations) that may be increased to 35,000 at the discretion of management and that will be converted on a one-for-one basis into shares of Cohu, Inc. common stock upon vesting. These PSUs will vest only after the achievement of specified performance goals. Provided such goals are achieved, vesting is scheduled to occur no earlier than three annual installments beginning January 22, 2014 (subject to continued employment through each vest date).
(2) Exercisable as to 1/4 of the shares on the first four anniversary dates following 1/22/2013.

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