GSI Technology, Inc.

and Proxy Statement
Fiscal 2024 Annual Report


July 18, 2024
To Our Stockholders:
Fiscal year 2024 marked a pivotal chapter for GSI Technology’s journey. I am pleased to share the progress
we have made over the past year and proud to report on the significant strides in advancing our goals and
positioning ourselves for future growth and success.
Gemini-I is now in full production, marking a significant milestone for us. We are actively promoting
specialized applications and APIs as a Service, which is attracting interest from the cloud computing divisions
of leading e-commerce and tech companies, as well as other target customers. These users are evaluating
our prebuilt APIs and libraries designed to facilitate seamless parallel programming on the Gemini-I platform.
In fiscal year 2024, we introduced a substantial update to our compiler stack framework, enabling customers
to optimize their applications through customizable APIs provided by GSI or by developing their own.
This enhancement underscores our dedication to empowering developers and expanding the versatility of
Gemini-I for diverse applications. Our software stack expedites development by offering an integrated
framework environment that supports compute-in-memory capabilities alongside essential host and
management code modules. With these components in place, we are now poised to begin generating revenue
from our first-generation platform.
One recent accomplishment that I take great pride in is the successful tape-out and debugging of Gemini-II,
our second-generation silicon. We are on track for a second spin later this calendar year, ensuring that we
meet our year-end target. Concurrently, we are advancing firmware and software development for our next
generation platform. This parallel development approach will expedite sampling and enable us to deliver a
market-ready product by the targeted timeframe. Gemini-II represents not only a remarkable technological
achievement but also strategically situates us to leverage the growing industry shift towards lighter, more
efficient 1-bit and 2-bit deep learning models and large language models.
Gemini-II’s improved in memory and footprint efficiency is transformative and can also deliver substantial
speed improvements in inference times compared to full-precision models. This advancement has the potential
to empower diverse applications, from advanced virtual assistants to real-time language translation and
beyond. With its higher-density compute-in-memory capacity, Gemini-II is designed to integrate these
compact yet high-performance models into the chip for a significant competitive advantage. We are
enthusiastic about the growing interest in the chip’s capabilities and potential.
During fiscal year 2024, GSI Technology secured two SBIR awards, which have opened important avenues
for deploying our technology within U.S. government agencies. Notably, we were awarded a prototype
agreement with the Space Development Agency (SDA) to develop the Next-Generation Associative Processing
Unit-2 (APU2) for Enhanced Space-Based Capabilities. The APU2’s distinctive capabilities are poised to
address critical challenges faced by the U.S. Space Force in processing vast volumes of big data in space.
In January 2024, we announced a $1.1 million award with AFWERX, the innovation arm of the U.S.
Department of the Air Force, for an SBIR Direct-to-Phase II contract. The goal of this project is to
demonstrate high-data computation use cases with Gemini-II. We will create specialized algorithms designed
for AI applications to address key challenges such as in-aircraft search and rescue, object detection and
moving target indication. Additionally, we will develop algorithms using data from the U.S. Space Force to
showcase the performance benefits of our compute-in-memory Gemini-II integrated circuit.
We are proud of the progress we made over the past year and are dedicated to delivering game-changing AI
platforms that create new revenue streams for GSI Technology. Our achievements in advancing Gemini-I
and Gemini-II, along with the SBIR awards, reflect our commitment to achieving success in the AI market.
Despite the volatility in GSI Technology’s share price this past year, which we believe was driven by the
market’s enthusiasm and expectations for our AI-related technology, we remain focused on meeting these
expectations and continuing to demonstrate the value and capability of our technology.
On behalf of the team at GSI Technology, I want to thank our stockholders for their continued support of
our vision. We are confident that our strategic initiatives will drive future growth and create long-term value
for stockholders. As we look ahead, we remain focused on leveraging our technological advancements to
address critical AI market needs and deliver cutting-edge solutions.
Sincerely,
Lee-Lean Shu
Chairman, President, and Chief Executive Officer
Stockholders Letter


July 18, 2024
Dear Stockholder:
You are cordially invited to attend the 2024 Annual Meeting of Stockholders of GSI Technology, Inc.
to be held at 2:00 p.m. PDT, on Thursday, August 22, 2024. This year, the Annual Meeting will be held
virtually via audio webcast. You will be able to attend and participate in the meeting by visiting
https://meetnow.global/MP5KTFJ, where you will be able to listen to the meeting live, submit questions,
and vote.
The Notice of Annual Meeting of Stockholders and a Proxy Statement, which describe the formal
business to be conducted at the meeting, follow this letter. A copy of GSI Technology’s Annual Report to
Stockholders is also enclosed for your information.
After reading the Proxy Statement, please promptly mark, sign, date and return the enclosed proxy
card in the accompanying prepaid envelope. Alternatively, you may vote your shares via the Internet or by
telephone. Instructions regarding these methods of voting are provided on the proxy card.
Whether or not you plan to attend the annual meeting, we urge you to sign, date and return the
enclosed proxy card or vote via the Internet or by telephone at your earliest convenience. We look forward
to your online attendance at the annual meeting.
Sincerely yours,
Lee-Lean Shu
President, Chief Executive Officer and Chairman
Proxy Statement

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1213 Elko Drive
Sunnyvale, CA 94089
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
To Be Held August 22, 2024
TO THE STOCKHOLDERS:
Notice is hereby given that the annual meeting of the stockholders of GSI Technology, Inc., a Delaware
corporation, will be held on Thursday, August 22, 2024, at 2:00 p.m. PDT, via audio webcast at
https://meetnow.global/MP5KTFJ, for the following purposes:
1.
To elect six persons to serve on our Board of Directors until the next annual meeting of stockholders
and until their respective successors are duly elected and qualified;
2.
To ratify the appointment of BDO USA, P.C. as our independent registered public accounting
firm for the fiscal year ending March 31, 2025;
3.
To vote on an advisory (non-binding) resolution regarding the fiscal 2024 compensation of the
executive officers named in the Summary Compensation Table included in the proxy statement for
the annual meeting; and
4.
To transact such other business as may properly come before the meeting or any adjournment or
postponement of the meeting.
These business items are described more fully in the proxy statement accompanying this Notice.
Our Board of Directors unanimously recommends that you vote FOR all of the nominees proposed by our
Board of Directors, and FOR Proposals No. 2 and 3. Stockholders of record at the close of business on July 3,
2024 are entitled to notice of, and to vote at, the meeting and any adjournment or postponement thereof.
For ten days prior to the meeting, a complete list of stockholders entitled to vote at the meeting will be
available for examination by any stockholder, for any purpose relating to the meeting, during ordinary business
hours at our principal offices located at 1213 Elko Drive, Sunnyvale, California 94089. In addition, this list
will be available online during the meeting.
This year, the Annual Meeting will be held virtually via audio webcast. You will be able to attend and
participate in the meeting by visiting https://meetnow.global/MP5KTFJ, where you will be able to listen to
the meeting live, submit questions, and vote. To access the audio webcast of the meeting, you must have the
information that is printed on the shaded bar area located on the reverse side of the Notice. You must
enter a valid control number to enter the virtual meeting.
Robert Yau
Secretary
Sunnyvale, California
July 18, 2024
Proxy Statement

IMPORTANT: Please vote your shares via the Internet or by telephone, in accordance with the
instructions contained in the accompanying materials, or by dating and signing the proxy card and
returning it in the accompanying postage-paid envelope to ensure that your shares are represented at the
meeting. If you attend the audio webcast of the meeting, you may choose to vote your shares even if you
have previously sent in your proxy card or submitted your proxy via the Internet.
IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE
ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON AUGUST 22, 2024: Our proxy
statement is enclosed. Financial and other information concerning GSI Technology, Inc. is contained in
our annual report to stockholders for the fiscal year ended March 31, 2024. A complete set of proxy
materials relating to our annual meeting is available on the Internet. These materials, consisting of the
notice of annual meeting, proxy statement, proxy card and annual report to stockholders, may be viewed
and downloaded at: http://ir.gsitechnology.com/proxy-materials.

TABLE OF CONTENTS
Page
INFORMATION CONCERNING SOLICITATION AND VOTING . . . . . . . . . . . . . . . . . . . . .
1
PROPOSAL NO. 1 ELECTION OF DIRECTORS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
6
CORPORATE GOVERNANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10
Director Independence . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10
Board of Directors Leadership Structure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10
The Board of Directors’ Role in Risk Oversight . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
10
Executive Sessions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
11
Committees and Meeting Attendance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
11
Director Nominations
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
12
Director Qualifications Matrix . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
14
Board Diversity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
14
Communications with Directors
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
15
Evaluation of the Board of Directors and Committees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
15
Director Attendance at Annual Meetings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
15
Code of Business Conduct and Ethics; Corporate Governance Guidelines; Director Stock
Ownership . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
15
Compensation Committee Interlocks and Insider Participation . . . . . . . . . . . . . . . . . . . . . . . . .
16
Transactions with Related Persons . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
16
PROPOSAL NO. 2 RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
17
REPORT OF THE AUDIT COMMITTEE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
18
PROPOSAL NO. 3 ADVISORY (NON-BINDING) VOTE ON EXECUTIVE COMPENSATION
(SAY-ON-PAY) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
19
EXECUTIVE COMPENSATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
20
Compensation Discussion and Analysis . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
20
Compensation Committee Report . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
26
Summary Compensation Table . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
26
Grants of Plan-Based Awards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
27
Outstanding Equity Awards at Fiscal Year-End . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
27
Option Exercises and Stock Vested During Last Fiscal Year . . . . . . . . . . . . . . . . . . . . . . . . . . .
28
Potential Payments Upon Change of Control . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
29
Compensation of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
30
Equity Compensation Plan Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
31
PAY VERSUS PERFORMANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
32
RELATED PERSON TRANSACTIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
36
PRINCIPAL STOCKHOLDERS AND STOCK OWNERSHIP BY MANAGEMENT . . . . . . . . .
37
STOCKHOLDER PROPOSALS TO BE PRESENTED AT NEXT ANNUAL MEETING . . . . . .
39
TRANSACTION OF OTHER BUSINESS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
39
ANNUAL REPORT ON FORM 10-K . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
39
i
Proxy Statement

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GSI TECHNOLOGY, INC.
1213 Elko Drive
Sunnyvale, CA 94089
PROXY STATEMENT
FOR ANNUAL MEETING OF STOCKHOLDERS
To Be Held August 22, 2024
The accompanying proxy is solicited by the Board of Directors of GSI Technology, Inc., a Delaware
corporation, for use at its annual meeting of stockholders to be held on Thursday, August 22, 2024, or any
adjournment or postponement thereof, for the purposes set forth in the accompanying Notice of Annual
Meeting of Stockholders. This proxy statement and the enclosed proxy are being mailed to stockholders
on or about July 15, 2024. References in this proxy statement to the “Company,” “we,” “our,” “us” and “GSI
Technology” are to GSI Technology, Inc., and references to the “annual meeting” are to the 2024 Annual
Meeting of Stockholders. When we refer to the Company’s fiscal year, we mean the annual period ending on
March 31. This proxy statement covers our fiscal year ended March 31, 2024 (“fiscal 2024”).
INFORMATION CONCERNING SOLICITATION AND VOTING
Why am I receiving these proxy materials?
We sent you this proxy statement and proxy card because your Board of Directors is soliciting your
proxy to vote at the annual meeting. This proxy statement contains important information that is intended
to assist you in making informed decisions regarding your vote.
How can I attend the Annual Meeting?
The Annual Meeting will be a completely virtual meeting of stockholders, which will be conducted
exclusively by audio webcast. You are entitled to participate in the Annual Meeting only if you were a
stockholder of the Company as of the close of business on the Record Date, or if you hold a valid proxy for
the Annual Meeting. No physical meeting will be held.
You will be able to attend the Annual Meeting and submit your questions during the meeting by
visiting https://meetnow.global/MP5KTFJ. You also will be able to vote your shares by attending the
Annual Meeting by audio webcast.
To participate in the Annual Meeting, you will need to review the information included on your Notice,
on your proxy card or on the instructions that accompanied your proxy materials. You must enter a valid
control number to enter the virtual meeting.
If you hold your shares through an intermediary, such as a bank or broker, you must register in
advance using the instructions below.
The online meeting will begin promptly at 2:00 p.m. PDT. We encourage you to access the meeting
prior to the start time in order to allow ample time to complete the check in process. Please follow the
registration instructions as outlined in this proxy statement.
How do I register to attend the Annual Meeting?
If you are a registered stockholder (i.e., you hold your shares through our transfer agent, Computershare),
you do not need to register to attend the Annual Meeting. Please follow the instructions on the notice or proxy
card that you received.
If you hold your shares through an intermediary, such as a bank or broker, you must register in
advance to attend the Annual Meeting.
To register to attend the Annual Meeting, you must submit proof of your proxy power (legal proxy)
reflecting your GSI Technology, Inc. holdings along with your name and email address to Computershare
1
Proxy Statement

via email or U.S. mail. Requests for registration must be labeled as “Legal Proxy” and be received no later
than 5:00 p.m. EDT, on August 21, 2024.
You will receive a confirmation of your registration by email after we receive your registration materials.
Requests for registration should be directed to Computershare using the following contact information:
By email:
Forward the email from your broker, or attach an image of your legal proxy, to
legalproxy@computershare.com
By mail:
Computershare
GSI Technology, Inc. Legal Proxy
P.O. Box 43001
Providence, RI 02940-3001
What items of business will be voted on at the Annual Meeting?
Stockholders will vote on three proposals at the annual meeting:
• to elect six persons to serve on our Board of Directors until the 2025 annual meeting (Proposal No. 1);
• to ratify the appointment of BDO USA, P,C. as our independent registered public accounting firm
for the fiscal year ending March 31, 2025 (Proposal No. 2); and
• to vote on an advisory (non-binding) resolution to approve the fiscal 2024 compensation of our
named executive officers (as defined in this proxy statement) (Proposal No. 3).
We will also consider any other business that properly comes before the annual meeting.
What is a proxy?
A proxy is your designation of another person or persons to vote your shares on your behalf. By
properly signing and returning the enclosed proxy card, or by voting via the Internet or by telephone, you
give the persons designated as proxies by our Board of Directors the authority to vote your shares in the
manner that you specify.
How does the Board recommend that I vote my shares?
Our Board of Directors unanimously recommends that you vote your shares:
• FOR all of the Board’s nominees for director, as listed and described under Proposal No. 1;
• FOR ratification of the appointment of BDO USA, P.C. as our independent registered public
accounting firm for the fiscal year ending March 31, 2025; and
• FOR approval of the advisory (non-binding) resolution approving the fiscal 2024 compensation of
our named Executive Officers.
Who is entitled to vote at the Annual Meeting?
Only stockholders of record at the close of business on July 3, 2024 (the “Record Date”) are entitled to
vote at the annual meeting. As of the Record Date, 25,446,380 shares of our common stock were outstanding.
How many shares must be present to hold the Annual Meeting?
The presence of the holders of a majority of all shares outstanding and entitled to vote, whether
attending the audio webcast or represented by proxy, will constitute a quorum for the transaction of
business at the annual meeting. If a quorum is not present, the annual meeting will be adjourned until a
quorum is obtained.
2

How many votes do I have?
Each stockholder is entitled to cast one vote for each share of our common stock held on the Record
Date.
If I am a stockholder of record, how do I vote?
If your shares are registered directly in your name with our transfer agent, you are considered to be the
stockholder of record with respect to those shares, and these proxy materials have been sent directly to you.
If you are a stockholder of record, there are four ways to vote your shares:
• by completing, signing and dating your proxy card and returning it in the envelope provided;
• via the Internet by following the instructions on the proxy card you received;
• by telephone by following the instructions on the proxy card; or
• by attending the audio webcast of the annual meeting and voting at the directed time.
If I am a beneficial owner of shares, how do I vote?
If your shares are held for you in an account with a broker, bank or similar organization, you are
considered the “beneficial owner” of those shares, which are generally referred to as being held in “street
name,” and you should have received these proxy materials from that organization. If you are a beneficial
owner of shares held in street name, there are several ways to vote your shares:
• by completing, signing and dating the voting instruction form provided by the organization that
holds your shares and returning the form to that organization, which will vote your shares in
accordance with your instructions;
• if your broker, bank or other nominee permits you to provide voting instructions via the Internet or
by telephone, you may vote that way as well; or
• by attending the audio webcast of the annual meeting and voting at the directed time. However, in
order to vote at the meeting, you must obtain a legal proxy from the organization that holds your
shares. Follow the instructions from the broker, bank or other organization holding your shares to
obtain such a proxy.
In order that your shares are properly voted, we encourage you to provide specific voting instructions
with respect to each proposal to any organization that holds your shares in street name by carefully following
the organization’s voting instructions.
What happens if I do not provide specific voting instructions?
If you are a stockholder of record and you return a signed and dated proxy card without providing
specific voting instructions, the persons named as proxy holders will vote your shares in the manner
recommended by the Board of Directors on all of the proposals described in this proxy statement. If any
other matter is properly presented at the meeting, the proxy holders will vote your shares as they may
determine in their discretion.
If you are the beneficial owner of shares held in street name and do not provide specific voting
instructions to the organization that holds your shares, the organization may generally vote your shares at
their discretion on “routine matters”but cannot vote on “non-routine”matters. “Non-routine”matters would
include the election of directors (Proposal No. 1) and the advisory (non-binding) vote on executive
compensation (Proposal No. 3), while “routine” matters would include the ratification of the appointment
of our independent registered public accounting firm (Proposal No. 2).
How many votes are needed to elect directors?
Members of the GSI Technology Board of Directors are elected by plurality vote. Accordingly, the six
persons duly nominated at the annual meeting who receive the highest number of FOR votes will be elected
as directors.
3
Proxy Statement

How many votes are needed to approve proposals Nos. 2 and 3?
The appointment of BDO USA, P.C. as our independent registered public accounting firm
(Proposal No. 2) and approval of the advisory (non-binding) vote regarding fiscal 2024 executive officer
compensation (Proposal No. 3) each require the affirmative vote of a majority of the shares represented and
voting on such proposal at the annual meeting.
How are broker non-votes and abstentions treated?
A “broker non-vote” occurs when a broker, bank or other nominee holds shares in street name for the
beneficial owner but, with respect to a particular proposal, does not have discretionary authority to vote the
shares (i.e., it is a “non-routine” matter) and has not received timely voting instructions from the beneficial
owner.
Broker non-votes and abstentions are counted as present for purposes of determining whether a
quorum is present at the meeting.
Votes withheld and broker non-votes will have no effect on the election of directors (Proposal No. 1).
Proposals Nos. 2 and 3 each requires the affirmative vote of a majority of shares represented and voting on
such proposal at the annual meeting. Abstentions and broker non-votes will reduce the number of shares
voting on such proposal as well as the number of shares in favor of the proposal and, therefore, will have no
impact on the results of voting.
Can I revoke my proxy or change my vote?
Yes. You may revoke your proxy and change your vote at any time before the polls close at the annual
meeting.
If you are a stockholder of record, you may revoke your proxy and change your vote in any of the
following ways:
• by signing and returning a proxy card with a later date that is received before the polls close at the
annual meeting;
• by voting again via the Internet or by telephone before the polls close at the annual meeting;
• by voting during the audio webcast of the annual meeting; or
• by giving written notice of revocation to the Company’s Corporate Secretary.
Please note that attendance at the audio webcast of the annual meeting, in and of itself, will not revoke
your proxy.
If you are the beneficial owner of shares held in street name, you may revoke your proxy and change
your vote in any of the following ways:
• by signing and returning an instruction form with a later date;
• by voting again via the Internet or by telephone (if such voting is allowed by your broker, bank or
other nominee) before the polls close at the annual meeting; or
• by voting during the audio webcast of the annual meeting (although, as noted above, in order to vote
at the annual meeting, you must obtain a legal proxy from the bank, broker or other nominee that
holds your shares).
How will the votes be counted?
Votes taken at the annual meeting will be counted by an independent inspector of election appointed
by the Company.
How can I find out the results of the voting?
Preliminary voting results will be announced at the annual meeting. Final voting results will be
tabulated by the inspector of election. We will publish voting results known to us in a Form 8-K report to
4

be filed with the Securities and Exchange Commission within four business days after the annual meeting. If
final results are not available to use at the time of such filing, we will file an amendment to the Form 8-K
report to publish the final results within four business days after they are known to us.
Who will solicit proxies on behalf of the Board of Directors?
Proxies may be solicited by directors and officers of the Company, without additional compensation.
Solicitation of proxies by mail may be supplemented by telephone, facsimile, e-mail or personal solicitation.
None of the participants will receive additional compensation for assisting with the solicitation.
You may also be solicited by press releases issued by us and postings on our corporate website. Unless
expressly indicated otherwise, information contained on our corporate website is not part of this proxy
statement.
Who will bear the cost of the solicitation of proxies?
We will pay for the entire cost of soliciting proxies on behalf of GSI Technology. We will also reimburse
brokerage firms, banks and other agents, upon their request, for the costs of forwarding our proxy materials
to beneficial owners of stock held in their name.
5
Proxy Statement

PROPOSAL NO. 1
ELECTION OF DIRECTORS
We currently have a Board of Directors consisting of seven directors. All directors elected at the annual
meeting will serve until the next annual meeting of stockholders in 2025 and until their respective successors
are duly elected and qualified.
The Board of Directors’ nominees for election at the annual meeting are Jack A. Bradley, Elizabeth
Cholawsky, Haydn Hsieh, Ruey L. Lu, Lee-Lean Shu and Robert Yau. All six of the nominees currently
serve on the Board of Directors. Barbara Nelson, the seventh member of the current Board of Directors, is
not standing for re-election. If any of the six nominees declines to serve or becomes unavailable for any
reason, or if a vacancy occurs before the election (although we know of no reason to anticipate that this will
occur), the proxies may be voted for such substitute nominees as we may designate.
These six nominees represent a balance of directors with a history of service on the Board and newer
directors with a strong mix of relevant experience. Our Nominating and Governance Committee and Board
of Directors have evaluated each of our nominees against the factors and principles we use to select
nominees for director, which are described elsewhere in this proxy statement. Based on this evaluation, our
Nominating and Governance Committee and Board of Directors concluded that it is in the best interests of
GSI Technology and its stockholders for each of the six nominees named above to serve as a member of
the Board of Directors.
If a quorum is present and voting, the six nominees for director receiving the greatest number of votes
will be elected. A WITHHOLD vote will have no effect on the vote. Our Board of Directors has no reason
to believe that any nominee named herein will be unable or unwilling to serve.
The Board of Directors unanimously recommends a vote FOR the six nominees named above.
The table below sets forth information regarding our current directors, as of June 30, 2024. Other than
Barbara Nelson, each of our current directors is a nominee for election at the annual meeting.
Nominee’s Name
Principal Occupation
Age
Director
Since
Jack A. Bradley . . . . . .
Former Partner, David Powell Financial Services, Independent
consultant for early stage technology companies
75
2015
Elizabeth Cholawsky . .
Former Chief Executive Officer of HG Insights Inc.; Board
member of American Riviera Bancorp; former President, CEO
and Board member of Support.com, Inc.
68
2019
Haydn Hsieh
. . . . . . .
Chairman and Chief Strategy Officer of Wistron NeWeb Corp.
69
2008
Ruey L. Lu . . . . . . . . .
President of eMPIA Technology
68
2000
Barbara Nelson(1) . . . .
Former Vice President, Western Digital Corporation; Board
member, Audit Committee member and Chair of the
Nominating and Corporate Governance Committee of
Backblaze, Inc., Board member OneView Healthcare
69
2021
Lee-Lean Shu . . . . . . .
President, Chief Executive Officer and Chairman of the Board
of Directors of GSI Technology
69
1995
Robert Yau . . . . . . . . .
Secretary of GSI Technology
71
1995
(1)
Ms. Nelson’s term as director will expire at the annual meeting. She is not standing for re-election.
6

Business Experience of Director Nominees
Set forth below is a description of the business experience of each director nominee, including a
discussion of the specific experience, qualifications, attributes and skills that led our Nominating and
Governance Committee and our Board of Directors to conclude that those individuals should serve as
directors.
Jack A. Bradley has served as a member of our Board of Directors since March 2015. Mr. Bradley
currently is an independent consultant for early-stage technology companies. Mr. Bradley was a partner in
David Powell Financial Services, an advisor to early-stage companies, from September 2014 through
December 2023. From February 2006 through March 2013, Mr. Bradley served as Chief Executive Officer
of Packet Design, Inc. (“PDI”), a venture capital-funded company that developed and marketed analytic
management systems for data communications. From March 2001 to February 2006, Mr. Bradley served
as Chief Financial Officer of Packet Design, LLC, a developer of networking infrastructure software that
spun off several networking companies, including PDI. Prior to joining Packet Design, LLC, Mr. Bradley
held senior operational and financial management positions with several networking and communications
companies, including Cisco Systems, Inc. (General Manager of Video Internet Services Business Unit),
Network Computing Devices, Inc. (Chief Financial Officer and Interim Chief Executive Officer), 3Com
Corporation (Vice President and General Manager, International Division), and Bridge Communications,
Inc. (Chief Financial Officer). Mr. Bradley holds a B.S. degree in Accounting from the University of San
Francisco. Mr. Bradley brings over 30 years’ experience in executive management positions with public and
private companies engaged in the software, systems and semiconductor industries. In particular, his
extensive experience in the networking and communications industries, including his operational experience
with providing integrated hardware and software solutions to customers, enables him to provide advice
and guidance as we develop our new in-place associative computing products.
Elizabeth Cholawsky has served as a member of our Board of Directors since September 2019. From
April 2018 to June 2024, Dr. Cholawsky served as the Chief Executive Officer and a member of the Board
of Directors of HG Insights Inc., a technology intelligence big data company that provides sales and marketing
insights for B2B companies in the Fortune 500. Since August 2019, Dr. Cholawsky has also served as a
member of the Board of Directors of American Riviera Bancorp (OTCQX: ARBV), a full-service community
bank that serves the central coast of California. From November 2016 to March 2018, Dr. Cholawsky was
a partner at Cholawsky Gruenfeld Advisory, providing SaaS strategy consulting services to high growth
companies. Dr. Cholawsky served as President, CEO and Board member of Support.com, Inc. (Nasdaq:
SPRT) from May 2014 to October 2016, where she formulated and led a transformation strategy, developing
and bringing to market a new category of products for Support.com. Dr. Cholawsky has a Ph.D. in
Political Science with a concentration in Econometrics from the University of Minnesota and a B.A. (cum
laude and Phi Beta Kappa) from Franklin & Marshall College. Dr. Cholawsky’s extensive experience in
product innovation, marketing strategies and customer development, along with her expertise in data
software solutions, enables her to provide advice and guidance with the marketing and sale of our new in-
place associative computing products.
Haydn Hsieh has served as a member of our Board of Directors since August 2008. Mr. Hsieh has
served as the Chief Strategy Officer of Wistron NeWeb Corp., a manufacturer of wireless communications
products, since December 2017, its Chief Executive Officer from June 2000 through December 2017, its Vice
Chairman from June 2000 through June 2014, and its Chairman since June 2014. From February 1981
through June 2000, Mr. Hsieh served in various management capacities at several divisions of Acer Group,
a manufacturer of personal computers and related products, including President of the Mobile Computing
Business Unit and Senior Vice President of Acer Inc. Mr. Hsieh holds a B.S. degree in Electrical Engineering
from Tatung Institute of Technology and participated in the Executive Program at the Graduate School of
Business Administration of National Chengchi University in Taiwan. Mr. Hsieh’s broad management
background provides relevant experience in a number of strategic and operational areas, including his
management experience with the application and manufacturing of systems and modules, enables him to
provide advice and guidance as we develop our new in-place associative computing products. Moreover, his
management experience with, and service as an outside board member to, companies headquartered in
Taiwan provides him with relevant insight into that country, where GSI Technology has significant operations,
as well as a valuable perspective on global business operations.
7
Proxy Statement

Ruey L. Lu has served as a member of our Board of Directors since October 2000. Mr. Lu is the
President of eMPIA Technology Corp., a semiconductor solutions company, which he founded in
January 2002. From March 1993 to December 2000, Mr. Lu served as President of ARK Logic, a storage
device and software applications company, which he founded. From October 1989 to February 1993, Mr. Lu
served as Director of Engineering in the Imaging Product Division of Western Digital Corporation, an
information storage company. Mr. Lu holds a B.S. degree in Electrical Engineering from Taipei Institute of
Technology and an M.S. degree in Electrical Engineering from the University of Missouri. Mr. Lu’s experience
as President of eMPIA Technology and in executive roles at ARK Logic and Western Digital has provided
him with broad industry and executive experience, including the co-design of hardware and software platforms
like our new in-place associative computing products. Moreover, his management experience with a
company headquartered in Taiwan provides him with relevant insight into that country, where GSI
Technology has significant operations, as well as a valuable perspective on global business operations.
Lee-Lean Shu co-founded our company in March 1995 and has served as our President and Chief
Executive Officer and as a member of our Board of Directors since our inception. In October 2000,
Mr. Shu became Chairman of our Board. From January 1995 to March 1995, Mr. Shu was Director, SRAM
Design at Sony Microelectronics Corporation, a semiconductor company and a subsidiary of Sony
Corporation, and from July 1990 to January 1995, he was a design manager at Sony Microelectronics
Corporation. Mr. Shu holds a B.S. degree in Electrical Engineering from Tatung Institute of Technology
and an M.S. degree in Electrical Engineering from the University of California, Los Angeles. It is our policy
that our Chief Executive Officer should serve on our Board. In addition, Mr. Shu’s role as a co-founder of
our company and his day-to-day involvement in the management of our business has provided him with
extensive knowledge and understanding of GSI Technology and its industry. As Chief Executive Officer,
he is in a unique position to provide our Board with insight and information related to our business and
operations and to participate in the ongoing review of strategic issues.
Robert Yau co-founded our company in March 1995 and has served as a member of our Board of
Directors since our inception. Mr. Yau retired from his position as our Vice President, Engineering in
December 2023, but remains our Corporate Secretary. From December 1993 to February 1995, Mr. Yau
was design manager for specialty memory devices at Sony Microelectronics Corporation. From 1990 to 1993,
Mr. Yau was design manager at MOSEL/VITELIC, a semiconductor company. Mr. Yau holds a B.S.
degree in Electrical Engineering from the University of Texas at Arlington and an M.S. degree in Electrical
Engineering from the University of California, Berkeley. As a co-founder, our Vice President, Engineering,
and an expert in SRAM technology, Mr. Yau is able to provide the Board with an understanding of our
technology and our product development strategy as well as expert perspective on industry trends and
opportunities.
Director Not Standing for Re-Election
The current term of Barbara Nelson, a member of our Board of Directors, will expire at the annual
meeting. Ms. Nelson is not standing for re-election to the Board of Directors at the annual meeting. The
Board of Directors thanks Ms. Nelson for her distinguished service as a director of GSI Technology, Inc. As
a result of Ms. Nelson not standing for re-election to the Board of Directors, in order to avoid a vacancy
existing on the Board of Directors, prior to the annual meeting and consistent with our amended and restated
bylaws, the Board of Directors is expected to adopt a resolution to reduce the size of the Board of Directors
from seven to six members. The reduction will be effective as of the conclusion of the annual meeting.
Barbara Nelson has served as a member of our Board of Directors since August 2021. Ms. Nelson has
been serving on the board of Oneview Healthcare, a healthcare technology company traded on the Australian
Securities Exchange since October 2023. Ms. Nelson has served since October 2020 as a member of the
Board of Directors, member of the Audit Committee and the Chair of the Nominating and Corporate
Governance Committee of Backblaze, Inc. (Nasdaq: BLZE), a cloud data management, storage and backup
SaaS company. Ms. Nelson joined the board of Omniscient Neurotechnology (o8t) in October 2022. O8t is
a private company that provides an AI platform for brain connectivity offered in software tools used today in
neurosurgery and applicable to address a variety of mental illnesses such as depression in the future. From
May 2017 to April 2020, she served as Vice President, and from November 2016 to May 2017 she served as
senior consultant to the President and Chief Operating Officer, at Western Digital Corporation (Nasdaq:
8

WDC), a data technology products, systems and cloud storage services company. From May 2013 to
March 2016, she served as Executive Vice President and General Manager of IronKey, the mobile security
and SaaS division of Imation Corp (NYSE: IMN) a data storage and information security products and
solutions company. From July 2008 to March 2010, Ms. Nelson served as Chief Executive Officer of
Element Labs Inc., a video and LED-lighting company and from October 2003 to December 2007,
Ms. Nelson served as Chief Executive Officer and Chairman of NeoScale Systems Inc., an enterprise storage
security and key management company. Ms. Nelson holds a B.S. degree in Electrical Engineering from
Stanford University.
9
Proxy Statement

CORPORATE GOVERNANCE
Director Independence
The Board of Directors has determined that, other than Lee-Lean Shu and Robert Yau, each of the
members of the Board is an “independent director” for purposes of the Nasdaq Listing Rules and
Rule 10A-3(b)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as the term
relates to membership on the Board and the various Board committees. There are no family relationships
between any of our directors or executive officers.
Board of Directors Leadership Structure
Lee-Lean Shu serves as both our Chief Executive Officer and the Chairman of our Board of Directors.
The Board believes that combining the role of Chairman and Chief Executive Officer is appropriate in the
case of Mr. Shu, given his role in founding GSI Technology and his significant ownership stake and also
because Mr. Shu is the Board member who is most familiar with our business strategy and most
knowledgeable regarding our industry. The Board also believes that the combined role of Chairman and
Chief Executive Officer facilitates the flow of information between the Board and management, improves
the Board’s ability to focus on key policy and operational issues and helps the Board operate in the long-term
interests of our stockholders.
The Board has determined that, at any time the office of Chairman is filled by our Chief Executive
Officer or another employee of GSI Technology, a non-employee director, recommended by the Nominating
and Governance Committee, shall be designated to serve as lead director. Jack A. Bradley currently serves
in that position and provided that he is re-elected at the annual meeting, will continue to serve as lead director
through our annual meeting of stockholders in 2025. The lead director serves as the principal liaison
between the independent directors and the Chairman. In that capacity, the lead director presides over
executive sessions of the independent directors, chairs Board meetings in the Chairman’s absence, and
collaborates with the Chairman on agendas, schedules and materials for Board meetings. The Board believes
that this leadership structure provides the appropriate balance of management and non-management
oversight. The Nominating and Corporate Governance Committee periodically evaluates our leadership
structure to ensure that we maintain a structure that is beneficial to us and our stockholders, and will
recommend any appropriate changes to the Board.
The Board of Directors’ Role in Risk Oversight
Risk is inherent with every business, and how well a business manages risk can ultimately determine its
success. We face a number of risks, including general economic risks, operational risks, financial risks, legal
risks, strategic and competitive risks and reputational risks. Management is responsible for the day-to-day
management of the risks that we face, while the Board of Directors, as a whole and through its committees,
has responsibility for the oversight of risk management. Our independent committee chairs and members are
experienced professionals or executives who can and do raise risk related issues for Board consideration
and review and who are willing to challenge management when necessary. As part of its risk oversight role,
the Board has the responsibility to satisfy itself that the risk management processes designed and implemented
by management are adequate and functioning as designed. In addition, the Board is responsible for
matters relating to management and Board succession planning.
While the full Board of Directors is charged with ultimate oversight responsibility for risk management,
committees of the Board also have responsibilities with respect to various aspects of risk management
oversight. During the course of the year, each committee of the Board spends a portion of their time
reviewing and discussing specific risk topics. The full Board is kept informed of each committee’s risk oversight
and related activities. Strategic, operational and competitive risks also are presented and discussed at the
Board’s quarterly meetings, and more often as necessary. On at least an annual basis, the Board reviews our
long-term strategic plans.
The Audit Committee plays a significant role in monitoring and assessing our financial risk exposures,
financial reporting, internal controls, liquidity risk, compliance risk and operational risks, including cyber
security. The Audit Committee is also responsible for establishing and administering our code of conduct and
10

reviewing transactions between the Company and any related parties. The Audit Committee meets
periodically in separate executive session with the Chief Financial Officer and our independent auditor, as
well as with committee members only, to facilitate a full and candid discussion of risk and other issues. The
Compensation Committee oversees human capital risks, monitors and assesses risks associated with our
compensation policies and consults with management and the Board concerning the development of incentives
that encourage a level of risk-taking consistent with our overall strategy, as further discussed under the
heading “Compensation Discussion and Analysis.” The Compensation Committee also is charged with
monitoring our incentive and equity-based compensation plans, including employee retirement and benefit
plans. The Nominating and Governance Committee has oversight responsibility for corporate governance
risks, including risks associated with Board and committee composition, Board size and structure, director
independence and Board and committee effectiveness. In addition to the responsibilities undertaken by the
committees discussed above, the Board committees may have oversight of specific risk areas consistent
with the committees’ charters and responsibilities. Our executive management meets regularly to discuss our
strategy and the risks that we face. Senior officers regularly attend Board meetings where they are available
to address questions or concerns raised by the Board regarding risk management related matters.
Executive Sessions
Non-management directors generally meet in executive session without the presence of management,
including our Chief Executive Officer and our former Vice President, Engineering, at each regularly
scheduled meeting of the Board. The non-management director serving as lead director, acts as the presiding
director for these executive sessions.
Committees and Meeting Attendance
The Board of Directors has three standing committees: an Audit Committee, a Compensation
Committee and a Nominating and Governance Committee. The Board of Directors held eleven meetings
during the fiscal year ended March 31, 2024. During fiscal 2024, no director attended fewer than 92% of the
total number of meetings of the Board and all of the committees of the Board on which such director
served that were held during that period.
Our Nominating and Governance Committee, as part of its governance review, evaluates the
composition of each of our Board committees to ensure that we maintain a structure that is beneficial to us
and our stockholders, and recommends any appropriate changes to our Board of Directors.
The following table sets forth the current members of each of our Board’s standing committees as of
the date of this proxy statement:
Committee Member
Audit
Compensation
Nominating
and Governance
Jack A. Bradley . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Chair
X
X
Elizabeth Cholawsky . . . . . . . . . . . . . . . . . . . . . . . . . . .
X
Chair
X
Haydn Hsieh . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
X
X
Ruey L. Lu . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
X
X
Barbara Nelson . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
X
Chair
Audit Committee
The members of the Audit Committee during fiscal 2024 were Mr. Bradley (Chair), Mr. Hsieh,
Ms. Nelson and Dr. Cholawsky. The Audit Committee held ten meetings during fiscal 2024. Each of the
members of the Audit Committee is independent for purposes of the Nasdaq Listing Rules as they apply to
audit committee members. Mr. Bradley and Ms. Nelson have been designated as “audit committee financial
experts,” as the term is defined in applicable SEC rules. The Audit Committee operates under a charter that is
available on our website at www.gsitechnology.com. The functions of the Audit Committee include oversight,
review and evaluation of our financial statements, accounting and financial reporting processes and
public filings, disclosure control and internal control functions, compliance with policies and procedures,
cyber and data security and information technology risk exposures and the audits of our financial statements.
11
Proxy Statement

The Audit Committee is responsible for the engagement, compensation, retention and oversight of our
independent registered public accounting firm. Additional information regarding the Audit Committee is
set forth in the Report of the Audit Committee immediately following Proposal No. 2.
Compensation Committee
The members of the Compensation Committee during fiscal 2024 were Dr. Cholawsky (Chair) and
Messrs. Bradley, Hsieh and Lu. The Compensation Committee held seven meetings during fiscal 2024. Each
of the members of the Compensation Committee is independent for purposes of the Nasdaq Listing
Rules. The Compensation Committee operates under a charter that is available on our website at
www.gsitechnology.com. The purpose of the Compensation Committee is to assist the Board of Directors in
carrying out its responsibilities with respect to: (i) overseeing our compensation policies and practices;
and (ii) reviewing and approving compensation and compensation procedures for our executive officers.
The Compensation Committee’s responsibilities include: periodically reviewing and advising the Board of
Directors concerning overall compensation philosophy, policies and plans, including reviewing both regional
and industry compensation practices and trends; identifying any peer group of companies to be used for
comparison purposes; reviewing and approving all performance goals and objectives relevant to the
compensation of all executive officers and assessing the achievement of such goals and objectives;
determining and approving all compensation for our executive officers (including salary and incentive-based
compensation and awards); making recommendations to the Board of Directors regarding the establishment
and terms of incentive compensation plans, and administering such plans; and approving grants of options
and other equity awards to all executive officers and other eligible individuals under our equity
compensation plans. Other responsibilities of the Compensation Committee include: reviewing and
approving compensation related matters outside the ordinary course of business, including but not limited
to employment contracts, change-in-control provisions, severance arrangements, and material amendments
thereto; preparing an annual report on executive compensation, including a Compensation Discussion
and Analysis, for inclusion in the proxy statement for our annual meeting of stockholders; monitoring and
assessing risks associated with our compensation policies and consulting with management regarding such
risks; and reporting to the Board of Directors on the Compensation Committee’s activities on a regular
basis. Regarding most compensation matters, including executive compensation, our management provides
recommendations to the Compensation Committee. Additional information regarding the Compensation
Committee and its activities is set forth under the heading “Executive Compensation” in this proxy
statement.
Nominating and Governance Committee
The members of the Nominating and Governance Committee during fiscal 2024 were Messrs. Bradley
and Lu, and Dr. Cholawsky and Ms. Nelson (Chair). The Nominating and Governance Committee held six
meetings during fiscal 2024. Each of the members of the Nominating and Governance Committee is
independent for purposes of the Nasdaq Listing Rules. The Nominating and Governance Committee
operates under a charter that is available on our website at www.gsitechnology.com. The Nominating and
Governance Committee identifies prospective Board candidates, recommends nominees for election to our
Board of Directors, develops and recommends Board member selection criteria, considers committee member
qualification, reviews and makes recommendations to the Board of Directors regarding Board and
committee compensation based in part upon input from an independent national compensation consulting
firm engaged for that purpose, recommends corporate governance principles to the Board of Directors, reviews
and proposes responses to stockholder proposals, and provides oversight in the evaluation of the Board of
Directors and each committee.
Director Nominations
The Nominating and Governance Committee is responsible for, among other things, the selection and
recommendation to the Board of Directors of nominees for election as directors. When considering the
nomination of directors for election at an annual meeting, the Nominating and Governance Committee
reviews the needs of the Board of Directors for various skills, background and experience. When reviewing
potential nominees, including incumbents, the Nominating and Governance Committee considers the current
and future needs of GSI Technology to ensure that the Board of Directors has the appropriate balance of
12

knowledge, experience, skills, expertise, judgment, perspectives and backgrounds. The Nominating and
Governance Committee also seeks appropriate input from the Chief Executive Officer and other executive
officers in assessing the needs of the Board of Directors for relevant knowledge, experience, skills, expertise,
judgment, perspective and background of its members.
The Nominating and Governance Committee’s goal is to assemble a Board of Directors that brings to
GSI Technology a diversity of experience at policy-making levels in business and technology, and in areas
that are relevant to GSI Technology’s global activities. Directors should possess the highest personal and
professional ethics, integrity and values and be committed to representing the long-term interests of our
stockholders. They must have an inquisitive and objective outlook and mature judgment. They must also
have experience in positions with a high degree of responsibility and be leaders in the companies or institutions
with which they are, or have been, affiliated. Director candidates must have sufficient time available, in the
judgment of the Nominating and Governance Committee, to perform all Board and committee responsibilities
that will be expected of them. Members of the Board of Directors are expected to rigorously prepare for,
attend and participate in all meetings of the Board of Directors and applicable committees. While we do not
have a specific policy regarding diversity, when considering the nomination of directors, the Nominating
and Governance Committee does consider the diversity of its directors and nominees in terms of knowledge,
experience, skills, expertise, judgment, perspective, background and other demographic factors. Other than
the foregoing, there are no specific minimum criteria for director nominees, although the Nominating and
Governance Committee believes that it is preferable that a majority of the Board of Directors meet the
definition of “independent director” set forth in Nasdaq and SEC rules. The Nominating and Governance
Committee also believes it appropriate for one or more key members of the Company’s management, including
the Chief Executive Officer, to serve on the Board of Directors.
The Nominating and Governance Committee will consider candidates for director proposed by
directors or management, and will evaluate any such candidates against the criteria and pursuant to the
policies and procedures set forth above. If the Nominating and Governance Committee believes that the
Board of Directors requires additional candidates for nomination, the Nominating and Governance
Committee may engage, as appropriate, a third party search firm to assist in identifying qualified candidates.
The nominating process may also include interviews and additional background and reference checks for non-
incumbent nominees, at the discretion of the Nominating and Governance Committee.
The Nominating and Governance Committee will also consider candidates for director recommended
by a stockholder, provided that any such recommendation is sent in writing to the Board of Directors,
c/o Corporate Secretary at the address noted below, at least 120 days prior to the anniversary of the date
definitive proxy materials were mailed to stockholders in connection with the prior year’s annual meeting of
stockholders and contains the following information:
• the candidate’s name, age, contact information and present principal occupation or employment; and
• a description of the candidate’s qualifications, skills, background and business experience during at
least the last five years, including his or her principal occupation and employment and the name and
principal business of any company or other organization where the candidate has been employed
or has served as a director.
The Nominating and Governance Committee will evaluate any candidates recommended by
stockholders against the same criteria and pursuant to the same policies and procedures applicable to the
evaluation of candidates proposed by directors or management.
In addition, stockholders may make direct nominations of directors for election at an annual meeting,
provided the advance notice requirements set forth in our bylaws have been met. Under our bylaws, written
notice of such nomination, including certain information and representations specified in the bylaws,
must be delivered to our principal executive offices, addressed to the Corporate Secretary, at least 120 days
prior to the anniversary of the date definitive proxy materials were mailed to stockholders in connection with
the prior year’s annual meeting of stockholders, except that if no annual meeting was held in the previous
year or the date of the annual meeting has been advanced by more than 30 days from the date contemplated
at the time of the previous year’s proxy statement, such notice must be received not later than the close of
business on the 10th day following the day on which the public announcement of the date of such meeting is
first made. To comply with the universal proxy rules, with respect to our 2025 annual meeting, stockholders
13
Proxy Statement

who intend to solicit proxies in support of director nominees other than the Board of Directors’ nominees
must provide us with notice that sets forth the information required by Rule 14a-19 under the Exchange Act
and our bylaws no later than June 23, 2025.
Director Qualifications Matrix
The following matrix shows how the Nominating and Governance Committee has applied our director
criteria to the director nominees and identifies areas of expertise and experience that may benefit the Board
in the future and led to each nominee’s selection as a member of the Board, as well as gaps in those areas
that may arise as directors retire. Due to Ms. Nelson’s decision to not stand for re-election at the annual
meeting, Ms. Nelson has been excluded from the qualifications, attributes, skills and experiences matrix below.
Qualification
Jack A.
Bradley
Elizabeth
Cholawsky
Haydn
Hsieh
Ruey-Lin
Lu
Lee-Lean
Shu
Robert
Yau
Audit and Financial Expertise
. . . .
✓
✓
✓
✓
Broad Business & Corporate
Governance Experience . . . . . . . . .
✓
✓
✓
✓
✓
Public Company Board
Experience . . . . . . . . . . . . . . . . . .
✓
✓
Understanding of a Board’s
Legal Duties and Responsibilities . .
✓
✓
✓
✓
✓
✓
Cybersecurity Expertise . . . . . . . . .
✓
✓
ESG Expertise . . . . . . . . . . . . . . .
✓
✓
Relevant Industry Experience
(Semiconductor) . . . . . . . . . . . . . .
✓
✓
✓
✓
Relevant Industry Experience
(Software/SaaS) . . . . . . . . . . . . . .
✓
✓
Strategic Planning Capabilities . . . .
✓
✓
✓
✓
Capital Markets Expertise . . . . . . .
✓
✓
✓
✓
International Business
Experience . . . . . . . . . . . . . . . . . .
✓
✓
✓
✓
✓
Sales Experience . . . . . . . . . . . . . .
✓
✓
✓
✓
✓
Risk Management Background
. . .
✓
✓
✓
✓
Leadership Skills
. . . . . . . . . . . . .
✓
✓
✓
✓
✓
✓
Diversity (Gender) . . . . . . . . . . . .
✓
Diversity (Ethnic/Racial) . . . . . . . .
✓
✓
✓
✓
Board Diversity
Nasdaq Listing Rules require all Nasdaq listed companies to annually disclose voluntary self-identified
diversity information regarding their board of directors. The following table sets forth the Board’s diversity
statistics in the format prescribed by the Nasdaq rules. Our Board Diversity Matrix as of June 30, 2023 can be
found in the proxy statement for our 2023 Annual Meeting of Stockholders, filed with the Securities and
Exchange Commission on July 17, 2023.
14

Board Diversity Matrix (as of June 30, 2024)
Total Number of Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
7
Female
Male
Non-Binary
Did Not
Disclose
Gender
Part I: Gender Identity
Directors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
2
5
—
—
Part II: Demographic Background
African American or Black . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
—
—
—
Alaskan Native or Native American . . . . . . . . . . . . . . . . . . . . . . . .
—
—
—
—
Asian
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
4
—
—
Hispanic or Latinx . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
—
—
—
Native Hawaiian or Pacific Islander . . . . . . . . . . . . . . . . . . . . . . . .
—
—
—
—
White (not of Hispanic or Latinx origin) . . . . . . . . . . . . . . . . . . . . .
2
1
—
—
Two or More Races or Ethnicities . . . . . . . . . . . . . . . . . . . . . . . . . .
—
—
—
—
LGBTQ+
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
—
—
—
Did Not Disclose Demographic Background . . . . . . . . . . . . . . . . . .
—
—
—
—
Communications with Directors
Stockholders may send any communications to the Board of Directors or any individual director at the
following address. All communications received are reported to the Board or the individual directors:
Board of Directors (or name of individual director(s))
c/o Secretary
GSI TECHNOLOGY, INC.
1213 Elko Drive
Sunnyvale, California 94089
Our Secretary will forward all such communications to the Board of Directors, or the individual
director or directors, except for spam, junk mail, mass mailings, product complaints or inquiries, job
inquiries, surveys, business solicitations, advertisements, or patently offensive or otherwise inappropriate
material. Our Secretary may forward certain correspondence, such as product-related inquiries, elsewhere
within GSI Technology for review and possible response.
Evaluation of the Board of Directors and Committees
Approximately once a year, the members of the Board of Directors and each Board committee hold a
special meeting to conduct a confidential oral assessment of their performance and effectiveness. This process
is coordinated by the lead director and the chair of the Nominating and Governance Committee. As part
of the evaluation process, the Board and each Committee reviews its overall composition, including director
tenure, board leadership structure, diversity and individual skill sets, to ensure it serves the best interests of
stockholders and positions the Company for future success. After the evaluations, the Board and management
work to improve upon any issues or focus points disclosed during the evaluation process.
Director Attendance at Annual Meetings
We attempt to schedule our annual meeting of stockholders at a time and date to accommodate
attendance by directors, taking into account the directors’ schedules. Directors are encouraged to attend our
annual meeting of stockholders, but the Board has not adopted a formal policy with respect to such
attendance. Six of the seven directors then serving on the Board attended last year’s annual meeting of
stockholders.
Code of Business Conduct and Ethics; Corporate Governance Guidelines; Director Stock Ownership
We have adopted a Code of Business Conduct and Ethics that applies to all of our employees, officers
and directors. The Board of Directors, upon the recommendation of the Nominating and Governance
15
Proxy Statement

Committee, has also adopted a series of Corporate Governance Guidelines. The Corporate Governance
Guidelines include a director stock ownership requirement, which provides that directors must hold within
the later of (a) five years following his or her first election or appointment to the Board, or (b) October 31,
2026, an amount of stock valued at the lesser of its purchase price or its fair market value (measured on
October 31st of each year) equal to at least three times the total annual retainer cash compensation paid by
the Company for Board service (excluding for this purpose compensation that is not paid to all independent
directors, such as compensation for committee or chair service). The Code of Business Conduct and
Ethics and Corporate Governance Guidelines are available on our website at www.gsitechnology.com. If we
make any substantive amendments to the Code of Business Conduct and Ethics, or grant any waiver
from a provision of the Code to any executive officer or director, we will promptly disclose the nature of the
amendment or waiver on our website, as well as via any other means then required by Nasdaq Listing
Rules or applicable law.
Compensation Committee Interlocks and Insider Participation
None of the members of the Compensation Committee are or have been an officer or employee of GSI
Technology. During fiscal 2024, no member of the Compensation Committee had any relationship with GSI
Technology requiring disclosure under Item 404 of Regulation S-K. During fiscal 2024, none of GSI
Technology’s executive officers served on the compensation committee (or its equivalent) or board of
directors of another entity any of whose executive officers served on GSI Technology’s Compensation
Committee or Board of Directors.
Transactions with Related Persons
GSI Technology incurred non-recurring engineering service expense and manufacturing services of
approximately $500,000 and $240,000 during the fiscal years ended March 31, 2024 and March 31, 2023,
respectively, from Wistron NeWeb Corp (“WNC”) in connection with the design, development and
manufacture of single-APU PCIe production boards, to be used in the Company’s in-place associative
computing product. Mr. Hsieh, a member of the Board of Directors, is the Chairman and Chief Strategy
Officer of WNC.
For information regarding GSI Technology’s procedures for approval of transactions with related
persons, please see “Related Person Transactions”.
16

PROPOSAL NO. 2
RATIFICATION OF APPOINTMENT OF
INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
The Audit Committee of the Board of Directors of GSI Technology has selected BDO USA, P.C. as its
independent registered public accounting firm to audit the consolidated financial statements of GSI
Technology for the fiscal year ending March 31, 2025. BDO USA, P.C. has acted in such capacity since its
appointment in September 2017. A representative of BDO USA, P.C. is expected to be present at the 2024
Annual Meeting, with the opportunity to make a statement if the representative desires to do so, and is
expected to be available to respond to appropriate questions. At the 2024 Annual Meeting, the stockholders
are being asked to ratify the selection of BDO USA, P.C. as the Company’s independent registered public
accounting firm for the fiscal year ending March 31, 2025.
The following table sets forth the aggregate fees billed to GSI Technology for the fiscal years ended
March 31, 2024 and March 31, 2023 by BDO USA, P.C.:
Fiscal 2024
Fiscal 2023
Audit fees(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$880,680
$926,200
Tax fees(2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
35,700
30,778
Total fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$916,380
$956,978
(1)
Audit fees consist of fees for professional services rendered for the audit of GSI Technology’s annual
consolidated financial statements, the review of the interim consolidated financial statements included
in quarterly reports and services that are normally provided in connection with statutory and regulatory
filings.
(2)
Tax fees consist of fees for consultation on various tax matters and compliance with federal and state
income tax filing requirements.
The Audit Committee has determined that all services performed by BDO USA, P.C. are compatible
with maintaining the independence of BDO USA, P.C. The Audit Committee’s policy is to pre-approve all
audit and permissible non-audit services provided by our independent registered public accounting firm.
These services may include audit services, audit related services, tax services and other services. Pre-approval
is generally provided for up to one year and any pre-approval is detailed as to the particular service or category
of services. Pursuant to this policy, all of the foregoing fees paid to BDO USA, P.C. for the fiscal years
ending March 31, 2024 and March 31, 2023 were approved by the Audit Committee. The independent
registered public accounting firm and management are required to periodically report to the Audit Committee
regarding the extent of services provided by the independent registered public accounting firm in accordance
with this pre-approval.
Vote Required and Board of Directors Recommendation
Approval of this proposal requires the affirmative vote of a majority of the shares present in person or
by proxy and voting on the matter. Abstentions and broker non-votes will each be counted as present for
purposes of determining the presence of a quorum but will not have any effect on the outcome of the vote.
The Board of Directors unanimously recommends a vote “FOR” the ratification of the appointment of
BDO USA, P.C. as our independent registered public accounting firm for the fiscal year ending March 31,
2025.
17
Proxy Statement

REPORT OF THE AUDIT COMMITTEE
The Audit Committee oversees GSI Technology’s financial reporting process on behalf of the Board of
Directors. Management has the primary responsibility for the financial statements and the reporting process,
including the design and maintenance of our internal control systems. Our independent registered public
accounting firm, BDO USA, P.C., is responsible for expressing an opinion as to the conformity of our audited
financial statements with generally accepted accounting principles. BDO USA, P.C. has served as our
independent registered public accounting firm since its appointment in September 2017.
The Audit Committee currently consists of four directors, two of which have been designated as “audit
committee financial experts.” Each member of the Committee, in the judgment of the Board of Directors, is
an “independent director” as defined in the Nasdaq Listing Rules. The Audit Committee acts pursuant to
a written charter that has been adopted by the Board of Directors. The charter provides, among other things,
that the Audit Committee is to review the qualifications, independence and performance, and approve the
terms of engagement, including the fees payable, for our independent auditor, oversee our system of disclosure
controls and procedures and internal controls over financial reporting, oversee our compliance with ethical
standards and oversee the preparation of any reports required of the Audit Committee under rules of the
Securities and Exchange Commission. A copy of this charter is available on our website at
www.gsitechnology.com.
The Audit Committee has reviewed and discussed with management GSI Technology’s audited
financial statements and the results of management’s assessment of the effectiveness of GSI Technology’s
internal control over financial reporting as of March 31, 2024. The Audit Committee has discussed and
reviewed with our independent registered public accounting firm all of the matters required to be discussed by
the applicable requirements of the Public Company Accounting Oversight Board (“PCAOB”) and the
Securities and Exchange Commission. The Audit Committee has met with BDO USA, P.C., with and without
management present, to discuss the overall scope of BDO’s audit, the results of its examinations, and the
overall quality of GSI Technology’s financial reporting and internal control over financial reporting.
The Audit Committee has received the written disclosures and the letter from our independent registered
public accounting firm required by applicable requirements of the PCAOB regarding the independent
registered public accounting firm’s communications with the Audit Committee concerning their independence,
and has discussed with our independent registered public accounting firm any relationships that may
impact their objectivity and independence, and satisfied itself as to our independent registered public
accounting firm’s independence.
Based on the review and discussions referred to above, the Audit Committee recommended to the
Board of Directors that GSI Technology’s audited financial statements be included in GSI Technology’s
Annual Report on Form 10-K for the fiscal year ended March 31, 2024.
THE AUDIT COMMITTEE
Jack A. Bradley (Chair)
Elizabeth Cholawsky
Haydn Hsieh
Barbara Nelson
The foregoing Audit Committee Report shall not be deemed to be incorporated by reference into any filing
of GSI Technology under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent
that GSI Technology specifically incorporates such information by reference.
18

PROPOSAL NO. 3
ADVISORY (NON-BINDING) VOTE
ON EXECUTIVE COMPENSATION (SAY-ON-PAY)
Background
In accordance with the requirements of Section 14A of the Exchange Act and the related rules of the
SEC, we provide our stockholders the opportunity to cast an advisory (non-binding) vote on executive
compensation, commonly referred to as a “Say-on-Pay” vote. At our 2023 Annual Meeting of Stockholders,
our stockholders voted in favor of holding future “Say-on-Pay” votes on an annual basis. The Board
subsequently determined that such advisory votes shall be held annually at the annual meeting of stockholders.
The vote is advisory, which means that it is not binding on the Board of Directors, the Compensation
Committee or GSI Technology in any way. However, the Compensation Committee will review the outcome
of the vote and take it into consideration when considering future executive compensation policies and
decisions.
At our 2018, 2019, 2020, 2021, 2022 and 2023 annual meetings, 99%, 99%, 99%, 98%, 75% and 92%,
respectively, of the votes cast were voted in favor of the Company’s executive compensation program for the
previous fiscal year. Partially as a result of this positive stockholder feedback, our Compensation
Committee has adopted compensation packages having similar basic structures in subsequent years.
As described in our Compensation Discussion and Analysis included elsewhere in this proxy statement,
we seek to closely align the interests of our executive officers with the interests of our stockholders, and attract
and retain superior executive talent. Our compensation programs are designed to reward our executive
officers for the achievement of our short-term and long-term strategic and operational goals and the
achievement of increased total stockholder return, while avoiding the encouragement of unnecessary or
excessive risk-taking. Please read the Compensation Discussion and Analysis section for a more detailed
discussion of our compensation philosophy and our executive compensation program.
The advisory vote on executive compensation solicited by this proposal is not intended to address any
specific item of compensation, but rather the overall compensation of our Chief Executive Officer and our
two other most highly-compensated executive officers, who are collectively referred to as our “named executive
officers,” which is disclosed and discussed elsewhere in this proxy statement. Furthermore, because this
non-binding, advisory resolution primarily relates to the compensation of our named executive officers that
has already been paid or contractually committed, there is generally no opportunity for us to revisit these
decisions.
Stockholders will be asked at the annual meeting to approve the following resolution pursuant to this
Proposal No. 3:
“RESOLVED, that the stockholders of GSI Technology, Inc. approve, on an advisory (non-binding)
basis, the compensation for the fiscal year ended March 31, 2024 of the Company’s executive officers
named in the Summary Compensation Table included in the proxy statement for the 2024 Annual Meeting
of Stockholders.”
Vote Required and Board of Directors Recommendation
Approval of this resolution requires the affirmative vote of a majority of the shares present in person
or by proxy and voting on the matter. Abstentions and broker non-votes will each be counted as present for
purposes of determining a quorum but will not have any effect on the outcome of the vote.
The Board of Directors unanimously recommends a vote “FOR” approval of the foregoing resolution.
19
Proxy Statement

EXECUTIVE COMPENSATION
Compensation Discussion and Analysis
Overview
This Compensation Discussion and Analysis explains our philosophy and objectives with respect to the
compensation of our executive officers and our compensation-setting process and provides more detailed
information regarding the compensation of our Chief Executive Officer and our two other most highly
compensated executive officer, determined as of March 31, 2024. We refer to these individuals as our “named
executive officers.” This discussion focuses on the information contained in the tables and related footnotes
and narrative included below, primarily for our 2024 fiscal year.
Philosophy and Objectives
Our fundamental compensation philosophy is to align the compensation of our senior management
with our annual and long-term business objectives, performance against those objectives and creation of
stockholder value, as well as to offer compensation that will enable us to attract, retain, and appropriately
reward executive officers whose contributions are necessary for our long-term success. We seek to reward our
executive officers’ contributions to achieving revenue growth, increasing operating profits and controlling
costs. We operate in a very competitive environment for executive talent, and it is our belief that our
compensation packages should be competitive when compared to our peers and should also be aligned with
our stockholders’ interests.
The Compensation Committee of the Board of Directors oversees the design and administration of
our executive compensation program. The principal elements of the program are base salary, variable
incentive cash compensation programs, long-term equity-based incentive compensation and broad-based
benefits programs. The policy of the Compensation Committee is that the total compensation of the executive
officers should generally be comparable to the median compensation paid by the Company’s peer companies
to officers performing comparable functions. However, it has not been the Compensation Committee’s
policy to adopt a rigid formula or benchmark system related to peer company compensation practices.
Compensation-Setting Process
Generally, the Compensation Committee reviews the compensation of our executive officers in the
early part of each fiscal year and takes action at that time to set base salaries and variable compensation for
the current year. In setting our executive officers’ total compensation, the Compensation Committee
considers individual and company performance, as well as compensation surveys and other market
information regarding compensation paid by comparable companies, including our industry peers. The
Compensation Committee considers the grant of equity awards to all of our executive and non-executive
officers at the same time, once a year, usually in July or August.
In its annual review of compensation for GSI Technology’s executive officers, the Compensation
Committee has considered compensation data and analyses assembled and prepared by the Committee and
our Human Resources staff. The Chief Executive Officer provides the Compensation Committee with a
review of each of the other executive officer’s individual performance and contributions over the past year
and makes recommendations regarding their compensation, which the Compensation Committee considers.
In making compensation decisions, our Chief Executive Officer and our Compensation Committee have
considered the Company’s financial performance as well as the experience level and contributions of the
individual executive officer, the role and responsibilities of the executive officer and market factors.
The Compensation Committee has the authority to engage its own consultants and advisors to assist it
in carrying out its responsibilities. The Compensation Committee periodically retains compensation
consultants in connection with its annual review of executive officer compensation. In accordance with such
policy, the Compensation Committee has engaged the services of Compensia, Inc. (“Compensia”), an
independent national compensation consulting firm, to assist it in connection with its annual review and
determination of executive officer compensation. Compensia was most recently engaged in connection with
the Compensation Committee’s annual review and determination of executive officer compensation for
20

fiscal 2022. Pursuant to the usual terms of engagement, Compensia is directed to assist with the selection of
the peer group and then, using such peer group, provide a competitive assessment of executive officer
compensation to the Compensation Committee and a similar assessment of director compensation programs
to the Nominating and Governance Committee. The Compensation Committee has assessed the
independence of Compensia pursuant to applicable SEC rules and concluded that no conflicts of interest
existed that would affect Compensia’s independence in providing services and advice to the Compensation
Committee. The Compensation Committee did not retain the services of compensation consultants in
connection with its annual review and determination of executive officer compensation for fiscal 2023 or
2024.
At our annual meetings of stockholders, we provide our stockholders the opportunity to vote to
approve, on an advisory basis, the compensation of our named executive officers for the previous fiscal year,
as disclosed in the proxy statement for the meeting (commonly referred to as a “Say-on-Pay” vote). These
stockholder advisory votes are held after the Compensation Committee has determined the compensation to
be paid to our executive officers for the fiscal year in question. Accordingly, the Compensation Committee
cannot take such results into account in determining executive compensation for that year. However, in its
annual review of executive compensation, the Compensation Committee considers, among other things,
the results of the stockholder Say-on-Pay vote for previous years.
Components of Compensation
In order to align executive compensation with our compensation philosophy, our executive compensation
package contains three principal components: (i) base salary, (ii) variable cash compensation and
(iii) long-term stock-based incentive awards. Each component of our executive compensation program is
designed to reward a different aspect of performance. The base salaries of our executive officers are initially
set based on negotiation with the individual officers at the time of their recruitment. Once set, these base
salaries are subject to annual review. Our variable cash compensation plans are intended to motivate and
reward performance over the current fiscal year. Our equity award program is designed to provide long-term
retention incentives through the use of options subject to time-based vesting. We also provide our executive
officers a variety of benefits that are available generally to all salaried employees. The basic elements of
our executive compensation package are generally the same among our named executive officers.
Fiscal 2024 Base Salary
The base salaries of our executive officers are initially negotiated with the individual executive officer at
the time of his or her recruitment or promotion and with reference to their experience, expected contribution,
geographical location and market factors. Historically, the base salaries of our executive officers generally
have been adjusted concurrently with our annual company-wide compensation review.
During the first quarter of fiscal 2024, the Compensation Committee conducted its annual review of
executive compensation. In connection with its fiscal 2024 review, the Compensation Committee, with the
assistance of our Chief Financial Officer, compiled data on the same group of peer companies identified with
the assistance of Compensia in connection with the fiscal 2022 review, with the exception of three companies
that were no longer public reporting companies (the “Fiscal 2024 Peer Companies”). The Fiscal 2024
Peer Companies include industry peers and similarly-sized companies in our broader industry group. The
Fiscal 2024 Peer Companies were as follows:
Aehr Test Systems
Everspin Technologies
NVE Corporation
Amtech Systems, Inc.
Immersion Corporation
Pixelworks, Inc
AXT, Inc.
inTEST Corporation
QuickLogic Corporation
Emcore Corporation
Kopin Corporation
Techpoint, Inc.
Lantronix
In its annual review of executive compensation for fiscal 2024, the Compensation Committee took into
account its general compensation philosophy and objectives, as described above, and various other
considerations, including:
• available compensation data for the Fiscal 2024 Peer Companies;
21
Proxy Statement

• the Company’s financial performance during fiscal 2023, including the impact of the challenging
economic environment on the Company’s revenues, lack of significant APU revenues and the
Company’s continuing operating losses;
• the outlook for the Company’s fiscal 2024 financial performance; and
• management’s recommendation that no increase in officers’ base salaries over fiscal 2023 levels was
deemed appropriate.
The Committee also noted that, by positive votes at the last six annual meetings of stockholders, our
stockholders had approved the compensation of our named executive officers. Partially in recognition of
this positive stockholder feedback, the Committee adopted a compensation package for fiscal 2024 having
the same basic structure as the compensation packages that had been adopted for previous years.
On the basis of its review, in the first quarter of fiscal 2024 the Compensation Committee concluded
both that executive officer base salaries would not be increased for fiscal 2024, and that executive officer
base salaries would continue to reflect the reductions implemented as part of the Company’s November 2022
cost reduction initiatives. The fiscal 2024 base salaries of the named executive officers were as follows:
Name
Title
Fiscal 2024
Base Salary
Percentage
Increase over
Fiscal 2023
Base Salary
Lee-Lean Shu . . . . . . . . . . . . . . . . . .
President and Chief Executive Officer
$431,912(1)
—
Patrick Chuang . . . . . . . . . . . . . . . . .
Senior Vice President, Memory Design
$359,290(2)
—
Didier Lasserre . . . . . . . . . . . . . . . . .
Vice President, Sales
$322,712(3)
—
(1)
In connection with the Company’s cost reduction initiatives announced in November 2022, Mr. Shu
accepted a 30% reduction in payment of his annual base salary. Since December 1, 2022, the actual
annual salary paid to Mr. Shu’s has been $302,339.
(2)
In connection with the Company’s cost reduction initiatives announced in November 2022, Mr. Chuang
accepted a 10% reduction in payment of his annual base salary. Since December 1, 2022, the actual
salary paid to Mr. Chuang has been $323,361.
(3)
In connection with the Company’s cost reduction initiatives announced in November 2022, Mr. Lasserre
accepted a 10% reduction in payment of his annual base salary. Since December 1, 2022, the actual
annual salary paid to Mr. Lasserre has been $290,441.
2024 Variable Compensation Plan
Under our compensation policy, a significant component of each executive officer’s potential annual
compensation takes the form of a performance-based cash bonus. On May 30, 2023, the Compensation
Committee adopted the 2024 Variable Compensation Plan, which was similar in structure to previous variable
compensation plans for the Company’s executive officers. The 2024 Variable Compensation Plan was
designed to encourage performance and retention of eligible employees by providing cash bonus awards
based on the achievement of performance criteria based on net revenues, including a target for Associative
Processing Unit (APU) net revenue and a target for radiation-hardened and radiation-tolerant (“RadHard
and RadTolerant”) net revenue, all determined in accordance with United States generally accepted
accounting principles. Each of our executive officers was eligible to participate in the 2024 Variable
Compensation Plan. Certain non-executive officers were also eligible to participate.
Under the 2024 Variable Compensation Plan, each participant had a designated target bonus. The
target bonus for Lee-Lean Shu, our President, Chief Executive Officer and Chairman, was $275,000, and
the target bonus for each of our other executive officers was $137,500. If the target financial goals were
exceeded, actual bonus awards payable to participants in the 2024 Variable Compensation Plan could have
been up to two times their target bonuses. There was no threshold or minimum amount payable under the
2024 Variable Compensation Plan. The Compensation Committee considered the critical role of Mr. Shu, our
President and Chief Executive Officer, in our long-term success when determining his target bonus amount.
22

The use of the same target bonus amount for each of our other named executive officers reflected the
Compensation Committee’s desire to encourage a team approach by treating our executive officers equally
with respect to bonus opportunities. The targets for net revenue and APU net revenue were not met in fiscal
2024. For fiscal 2024, our RadHard and RadTolerant net revenues were 136.8% of the target in the 2024
Variable Compensation Plan. The RadHard and RadTolerant bonus earned by our executive officers in fiscal
2024 was 108.0% of the RadHard and RadTolerant target bonus under the 2024 Variable Compensation
Plan.
Original target bonus amounts for each of the named executive officers under the 2024 Variable
Compensation Plan and the bonuses actually earned under the plan for their services during fiscal 2024
were as follows:
Name
Fiscal 2024
Target Bonus
Fiscal 2024
Bonus Earned
Lee-Lean Shu . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$275,000
$89,080
Patrick Chuang . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$137,500
$44,540
Didier Lasserre . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$137,500
$44,540
The 2024 Variable Compensation Plan provided that any bonus awards paid would be subject to
vesting based on the participant’s continued employment with the Company, with 60% becoming vested
and payable on the last business day in April 2024 and 20% becoming vested and payable on the last business
day in April of each of the succeeding two years.
Total Fiscal 2024 Cash Compensation
The total cash compensation of each of our named executive officers for fiscal 2024 was:
Name
Principal Position
Fiscal 2024
Base Salary
Fiscal 2024
Total Cash
Compensation
Earned
Lee-Lean Shu . . . . . . . . . . . . . . . . . .
President and Chief Executive Officer
$431,912
$391,419(1)
Patrick Chuang . . . . . . . . . . . . . . . . .
Senior Vice President, Memory Design
$359,290
$367,901(2)
Didier Lasserre . . . . . . . . . . . . . . . . .
Vice President, Sales
$322,712
$340,381(3)
(1)
In connection with the Company’s cost reduction initiatives announced in November 2022, Mr. Shu
accepted a 30% reduction in his annual base salary. Effective December 1, 2022, Mr. Shu’s annual salary
is $302,339. Includes incentive compensation of $89,090 earned under the 2024 Variable Compensation
Plan.
(2)
In connection with the Company’s cost reduction initiatives announced in November 2022, Mr. Chuang
accepted a 10% reduction in his annual base salary. Effective December 1, 2022, Mr. Chuang’s annual
salary is $323,361. Includes incentive compensation of $44,540 earned under the 2024 Variable
Compensation Plan.
(3)
In connection with the Company’s cost reduction initiatives announced in November 2022, Mr. Lasserre
accepted a 10% reduction in his annual base salary. Effective December 1, 2022, Mr. Lasserre’s annual
salary is $290,441. Fiscal 2023 cash compensation earned includes an annual car allowance of $5,400.
Includes incentive compensation of $44,540 earned under the 2024 Variable Compensation Plan.
Long-Term Incentive Compensation
We utilize stock option awards as a primary component of compensation for our executive officers,
with the objective of strengthening the mutuality of interests between the executive officers and our
stockholders. These grants are designed to provide each executive with a significant incentive to manage
from the perspective of an owner with an equity stake in our company. All stock options granted to our
employees, including named executive officers, and to our directors have exercise prices equal to the fair
23
Proxy Statement

market value of our common stock on the grant date. Our policies and procedures for the grant of stock-
based awards provide that all options and other stock-based awards are generally to be granted by the
Compensation Committee and, except in special circumstances, all grants are to be made at regular quarterly
meetings of the Compensation Committee. Accordingly, option grants to new employees hired since the
previous quarterly meeting and annual grants to continuing employees with anniversary dates subsequent to
the previous meeting are made each quarter. The effective date of each quarterly grant is the later of the
second trading day following the public announcement of our financial results for the preceding quarter or
the date of the meeting at which the grant is approved.
The Compensation Committee considers the grant of equity awards to all of our executive and non-
executive officers at the same time, once a year, usually in July or August. Executive and non-executive
officers that accepted a reduction in salary as part of our cost reduction initiative in November 2022 also
received an additional option grant in recognition of the reduced salary level in January 2024. During fiscal
2024, the Compensation Committee approved grants to our named executive officers of options to
purchase the following number of shares of our common stock:
Name
Shares
Lee-Lean Shu . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
250,000
Patrick Chuang . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
60,000
Didier Lasserre . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
60,000
Unlike options granted to our non-officer employees, which vest in four annual installments, options
granted to our executive and non-executive officers generally vest in their entirety four years after the
anniversary date of the officer’s commencement of employment that is closest to the date of grant, subject
to the officer’s continued service. Options granted in January 2024 in recognition of the reduced salary levels
vest on the first anniversary of the grant date. Each of these option grants provides a return to the officer
only if he remains employed by us during the respective vesting period, and then only if the market price of
the shares appreciates over the option term. The Compensation Committee believes the four-year vesting
schedule deters risk taking and further focuses management on building long-term stockholder value. The
value of the shares subject to the fiscal 2024 option grants to named executive officers are reflected in the
“Summary Compensation Table” below, and further information about these grants is contained in the
“Fiscal 2024 Grants of Plan-Based Awards” table below.
Executive Retention and Severance Plan
On September 30, 2014, the Compensation Committee adopted the Executive Retention and Severance
Plan (the “Retention Plan”), and on each of August 29, 2017 and August 27, 2020, the Compensation
Committee extended the term of the Retention Plan by an additional three years. On September 12, 2023,
the Compensation Committee extended the term of the Retention Plan by an additional one year such that
the Retention Plan will expire on September 30, 2024.
The purpose of the Retention Plan is to mitigate some of the risk that exists for executives working in
an environment where GSI Technology could be acquired or the subject of another transaction that would
result in a change in its control. The severance benefits provided by the Retention Plan are intended to
encourage the continued dedication of our executive officers and key employees during a period of unrest,
notwithstanding a possible change in control. The change in control arrangements are also intended to mitigate
potential disincentives to the consideration of a transaction that would result in a change in control,
particularly where the services of the participants may not be required by a potential acquirer.
The Retention Plan and amounts potentially payable thereunder are described in more detail below
under “Potential Payments Upon Change of Control.”
Inter-Relationship of Components of Compensation Packages
The Compensation Committee has adopted a policy that the aggregate compensation of our executive
officers (composed of base compensation, variable cash compensation and equity awards) should approximate
the median aggregate compensation paid by our peer companies to officers performing comparable
24

functions. Except for this policy, the various components of our executive officers’ compensation generally
are not inter-related. Adjustments to our executive officers’ base compensation are primarily based on our
financial performance, our annual company-wide compensation survey and review of peer company
compensation levels. As we have relied on long-term equity incentives for a portion of our total compensation
package, option grants for our executive officers are generally considered each year. If the value of options
that are granted in one year is reduced due to a reduction in the value of the underlying common stock, the
size of the option grants for the next year are not affected. Similarly, if the value of previously granted
options increases significantly, the amount of compensation to be awarded for the next year is not affected.
While the Compensation Committee has discretion to make exceptions to existing compensation
arrangements, it has not approved any exceptions to such arrangements with regard to any named executive
officers.
Other Benefits
Our executive officers are eligible to participate in all of our employee benefit plans, such as our
medical, dental, vision, group life, disability, and accidental death and dismemberment insurance and our
simplified employee pension plan, in each case on the same basis as our other employees. Aside from a $5,400
car allowance provided to Mr. Lasserre, there were no special benefits or perquisites provided to any
named executive officer in fiscal 2024.
Accounting for Executive Compensation
We account for equity compensation paid to our employees under authorization guidance for stock-
based compensation which requires us to measure and record an expense over the service period of the
award. Accounting rules also require us to record cash compensation as an expense at the time the obligation
is incurred.
Tax Considerations
We intend to consider the impact of Section 162(m) of the Internal Revenue Code in determining the
mix of elements of future executive compensation. This section limits the deductibility of non-performance
based compensation paid to each of our named executive officers (other than our Chief Financial Officer)
to $1 million annually. The stock options granted to our executive officers have been intended to qualify as
performance-based compensation exempt from the limitation on deductibility. As a result of changes in
December 2017 to federal tax laws, we expect that stock options granted or other compensation provided
under arrangements entered into or materially modified after November 2, 2017 generally will not be
deductible to the extent they result in compensation to certain executive officers that exceeds $1 million in
any one year for any such officer. Due to uncertainties as to the application and interpretation of
Section 162(m), including the scope of the transition relief under the legislation repealing the exemption the
Section 162(m) deduction limit, no assurance can be given that compensation intended to satisfy the
requirements for exemption in fact will do so. Salaries and bonuses do not qualify as performance-based
compensation for purposes of Section 162(m).
Other Compensation-Related Policies
Our insider trading policy applies to shares of our common stock held by our directors, officers and
other employees, including shares issued pursuant to equity-based awards. The policy prohibits our directors,
executive officers and other employees from, among other things:
• engaging in short sales of our stock;
• engaging in transactions in derivative securities involving our stock;
• hedging their ownership position in our stock; and
• holding our stock in a margin account or pledging our stock as collateral for a loan.
25
Proxy Statement

Compensation Committee Report
We, the Compensation Committee of the Board of Directors of GSI Technology, Inc., have reviewed
the Compensation Discussion and Analysis contained in this proxy statement and discussed it with
management. Based on such review and discussions, we have recommended to the Board of Directors that
the Compensation Discussion and Analysis be included in this proxy statement and in GSI Technology, Inc.’s
Annual Report on Form 10-K for the fiscal year ended March 31, 2024.
THE COMPENSATION COMMITTEE
Elizabeth Cholawsky (Chair)
Jack A. Bradley
Haydn Hsieh
Ruey L. Lu
Summary Compensation Table
The following table sets forth information concerning the compensation earned during the fiscal years
ended March 31, 2024 and 2023 by our Chief Executive Officer and our two other most highly compensated
executive officers, determined as of March 31, 2024:
Name and Principal Position
Year
Salary
($)
Option
Awards
($)(1)
Non-Equity
Incentive Plan
Compensation
($)
All Other
Compensation
($)
Total
($)
Lee-Lean Shu . . . . . . . . . . . . . . . . . .
2024
302,339
482,217
89,080(2)
—
873,636
President and Chief Executive Officer
2023
388,721
341,545
—
—
730,266
Patrick Chuang . . . . . . . . . . . . . . . . .
2024
323,361
139,725
44,540(3)
—
507,626
Senior Vice President, Memory
Design
Douglas M. Schirle
. . . . . . . . . . . . . .
2023
296,373
94,446
—
—
390,819
Chief Financial Officer
Didier Lasserre . . . . . . . . . . . . . . . . .
2024
290,441
139,725
44,540(3)
5,400(4)
480,106
Vice President, Sales
2023
311,955
94,446
—
5,400(4)
411,801
(1)
As required by SEC rules, amounts shown in the column entitled “Option Awards” present the
aggregate grant date fair value of option grants made each year computed in accordance with
authoritative guidance. These amounts do not reflect whether the recipient has actually realized or will
realize a financial benefit from the option award. The assumptions used with respect to the valuation
of option grants are set forth in Note 11 to our Consolidated Financial Statements included in our
Annual Report on Form 10-K for the fiscal year ended March 31, 2024. Under generally accepted
accounting principles, compensation expense with respect to option awards granted to our employees
and directors is generally recognized over the vesting periods applicable to the awards.
(2)
Earned under the 2024 Variable Compensation Plan, of which $53,448 was paid in June 2024, $17,816
will be vested and payable on the last day of April 2025 and $17,816 will be vested and payable on the last
day of April 2026.
(3)
Earned under the 2024 Variable Compensation Plan, of which $26,724 was paid in June 2024, $8,908
will be vested and payable on the last day of April 2025 and $8,908 will be vested and payable on the last
day of April 2026.
(4)
Represents Mr. Lasserre’s car allowance of $5,400.
26

Grants of Plan-Based Awards
The following table sets forth certain information with respect to plan-based awards granted during the
fiscal year ended March 31, 2024 to our named executive officers:
Estimated Future Payouts Under
Non-Equity Incentive Plan Awards(1)
All Other
Option
Awards:
Number of
Securities
Underlying
Options (#)
Exercise
or Base
Price of
Option
Awards
($)
Grant Date
Fair Value
of Option
Awards
($)(2)
Name
Grant
Date
Threshold
($)
Target
($)
Maximum
($)
Lee-Lean Shu . . . . . . . . . . . .
7/31/23
—
275,000
550,000
100,000(3)
4.39
282,860
1/29/24
—
—
—
150,000(4)
1.92
199,357
Patrick Chuang . . . . . . . . . . .
7/31/23
—
137,500
275,000
40,000(5)
4.39
113,144
1/29/24
—
—
—
20,000(4)
1.92
26,581
Didier Lasserre . . . . . . . . . . .
7/31/23
—
137,500
275,000
40,000(6)
4.39
113,144
1/29/24
—
—
—
20,000(4)
1.92
26,581
(1)
Represents the range of potential cash bonuses payable under the 2024 Variable Compensation Plan, as
more fully described above under “Compensation Discussion and Analysis — 2024 Variable
Compensation Plan.” There was no threshold or minimum amount payable under the Plan.
(2)
Reflects the grant date fair value of each equity award in accordance with authoritative guidance. The
assumptions used in the calculation of this amount are included in Note 11 to our Consolidated Financial
Statements included in our Annual Report on Form 10-K for the year ended March 31, 2024.
(3)
Option granted pursuant to the 2016 Equity Incentive Plan. This option vests 100% on April 13, 2027.
(4)
Option granted pursuant to the 2016 Equity Incentive Plan. This option vests 100% on December 1,
2024.
(5)
Option granted pursuant to the 2016 Equity Incentive Plan. This option vests 100% on June 2, 2027.
(6)
Option granted pursuant to the 2016 Equity Incentive Plan. This option vests 100% on May 3, 2027.
Outstanding Equity Awards at Fiscal Year-End
The following table sets forth certain information with respect to the value of all unexercised options
previously awarded to our named executive officers as of March 31, 2024:
Name
Number of
Securities
Underlying
Unexercised
Options (#)
Exercisable
Number of
Securities
Underlying
Unexercised
Options (#)
Unexercisable
Option
Exercise
Price ($)
Option
Expiration
Date
Lee-Lean Shu . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
100,000
—
5.23
8/11/24
100,000
—
4.98
8/3/25
100,000
—
4.99
8/1/26
100,000
—
7.26
7/31/27
100,000
—
6.70
7/30/28
100,000
—
8.30
7/29/29
—
100,000(1)
5.83
8/3/30
—
100,000(2)
5.58
8/2/31
—
100,000(3)
4.08
8/1/32
150,000
—
2.27
12/2/32
—
100,000(4)
4.39
7/31/33
—
150,000(5)
1.92
1/29/34
27
Proxy Statement

Name
Number of
Securities
Underlying
Unexercised
Options (#)
Exercisable
Number of
Securities
Underlying
Unexercised
Options (#)
Unexercisable
Option
Exercise
Price ($)
Option
Expiration
Date
Patrick Chuang . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
40,000
—
5.23
8/11/24
40,000
—
4.98
8/3/25
40,000
—
4.99
8/1/26
40,000
—
7.26
7/31/27
40,000
—
6.70
7/30/28
40,000
—
8.30
7/29/29
—
40,000(6)
5.83
8/3/30
—
40,000(7)
5.58
8/2/31
—
40,000(8)
4.08
8/1/32
20,000
—
2.27
12/2/32
—
40,000(9)
4.39
7/31/33
—
20,000(5)
1.92
1/29/34
Didier Lasserre . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
30,000
—
5.23
8/11/24
30,000
—
4.98
8/3/25
30,000
—
4.99
8/1/26
30,000
7.26
7/31/27
40,000
—
6.70
7/30/28
40,000
—
8.30
7/29/29
—
40,000(10)
5.83
8/3/30
—
40,000(11)
5.58
8/2/31
—
40,000(12)
4.08
8/1/32
20,000
—
2.27
12/2/32
—
40,000(13)
4.39
7/31/33
—
20,000(5)
1.92
1/29/34
(1)
Option vested 100% on April 13, 2024.
(2)
Option vests 100% on April 13, 2025.
(3)
Option vests 100% on April 13, 2026.
(4)
Option vests 100% on April 13, 2027.
(5)
Option vests 100% on December 1, 2024.
(6)
Option vested 100% on June 2, 2024.
(7)
Option vests 100% on June 2, 2025.
(8)
Option vests 100% on June 2, 2026.
(9)
Option vests 100% on June 2, 2027.
(10) Option vested 100% on May 3, 2024.
(11) Option vests 100% on May 3, 2025.
(12) Option vests 100% on May 3, 2026.
(13) Option vests 100% on May 3, 2027.
Option Exercises and Stock Vested During Last Fiscal Year
There were no options exercised by our named executive officers during the fiscal year ended March 31,
2024.
28

We have not made any direct grants of stock awards to any of our employees. Accordingly, there was
no vesting of restricted stock held by any named executive officers during the fiscal year ended March 31,
2024.
Potential Payments Upon Change of Control
Our executive officers, including our named executive officers, are eligible to participate in our
Executive Retention and Severance Plan (the “Retention Plan”). Participants in the Retention Plan are
entitled to receive severance benefits upon an “involuntary termination” of their employment other than for
“cause” or a voluntary termination for “good reason” during a period beginning two months prior to and
ending two years following a “change in control,” as such terms are defined in the Retention Plan.
Benefits payable under the Retention Plan consist of the following (in addition to all other compensation
and benefits accrued at the time of the participant’s termination):
• A lump sum cash payment equal to: (i) the greater of 18 months of base salary or one month’s salary
for each full or partial year of service for the Chief Executive Officer; (ii) the greater of 12 months
of base salary or one month’s salary for each full or partial year of service for other executive officers;
and (iii) 12 months of base salary or such lesser amount as the Compensation Committee may
specify for other participants;
• a lump sum cash payment of all bonuses earned by the participant in prior fiscal years but not vested
and payable at the time of termination;
• a lump sum cash payment of the pro rata portion of the participant’s bonus or anticipated bonus for
the fiscal year in which the termination occurs (calculated as provided in the Plan) and 150% of
such amount in the case of the Chief Executive Officer;
• Medical, dental, vision and life insurance benefits for the same period covered by the participant’s
base salary benefit; and
• 100% acceleration of the participant’s equity awards assumed by an acquirer in connection with a
change in control, effective upon termination (100% acceleration effective upon the change in control
for awards not assumed).
Benefits under the Retention Plan are subject to withholding of applicable income and employment
taxes. Participants are not entitled to any tax “gross up” in respect of excise taxes, if any, that might arise
under the “parachute payment” provisions of the Internal Revenue Code and may be subject to a reduction
in benefits if any such excise tax were applicable and the reduced benefit would maximize the net after-tax
payment to the participant.
No severance or change of control payments were made to any of our executive officers in fiscal 2024.
The following table summarizes amounts that would have been payable to our named executive officers
upon a termination of their employment qualifying for benefits under the Retention Plan, assuming that
such termination had occurred on March 31, 2024:
Cash Severance Payment
Name
Based on
Salary
Based on
Bonus
Continued Health
Benefits(1)
Acceleration of
Stock Options(2)
Total
Lee-Lean Shu . . . . . . . . . . . . . . .
$1,079,780
$215,756
$ 91,455
$222,000
$1,608,991
Patrick Chuang . . . . . . . . . . . . . .
419,172
85,608
42,679
29,600
577,059
Didier Lasserre . . . . . . . . . . . . . .
726,102
85,608
115,094
29,600
956,404
(1)
Represents the aggregate premium payments required to provide continued health insurance coverage
under COBRA, based on the officer’s health insurance coverage in effect as of March 31, 2024.
(2)
The value of the acceleration of stock options is calculated by multiplying (x) the number of shares
subject to acceleration by (y) the difference between the fair market value of a share of our common stock
on March 31, 2024 ($3.40) and the per share exercise price of the unvested shares subject to acceleration.
29
Proxy Statement

Compensation of Directors
Our policy for the compensation of non-employee directors provides that non-employee directors are
entitled to receive annual cash retainers as follows:
Board. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$40,000
Lead Director
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$20,000
Audit Committee:
• Chair . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$20,000
• Other Members . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 7,500
Compensation Committee:
• Chair. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$10,000
• Other Members . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 5,000
Nominating and Governance Committee:
• Chair . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 7,500
• Other Members . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 3,000
Pursuant to the terms of our option grant policy, each non-employee director receives an option to
purchase a number of shares of our common stock having a fair market value equal to the aggregate
amount of the annual cash retainer payable to such director for service on the Board and its committees.
The table below summarizes the compensation we paid to our directors that are not named executive
officers for the fiscal year ended March 31, 2024 with respect to their services as a director.
Name
Fees Earned
or Paid in
Cash ($)
Option Awards
($)(1)(2)(3)
Total ($)
Jack A. Bradley . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
87,875
59,895
147,770
Elizabeth Cholawsky . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
60,500
41,178
101,678
Haydn Hsieh . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
52,500
35,732
88,232
Ruey L. Lu . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
48,000
32,669
80,669
Barbara Nelson . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
55,000
37,434
92,434
Robert Yau(4)
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
—
—
—
(1)
Valuation based on the dollar amount recognized during fiscal 2024 for financial statement reporting
purposes pursuant to authoritative guidance, giving effect to service based vesting conditions, but
disregarding the estimate of forfeitures related to such vesting conditions. These amounts do not reflect
whether the recipient has actually realized or will realize a financial benefit from the option award.
The assumptions used with respect to the valuation of option grants are set forth in Note 11 to our
Consolidated Financial Statements included in our Annual Report on Form 10-K for the fiscal year
ended March 31, 2024.
(2)
On October 30, 2023, Mr. Bradley, Dr. Cholawsky, Mr. Hsieh, Mr. Lu and Ms. Nelson were granted
options to purchase 46,073, 31,675, 27,486, 25,130 and 28,795 shares, respectively, that will be fully
vested on August 15, 2024. The grant date fair value of each of these options was $59,895, $41,178,
$35,732, $32,669 and $37,434, respectively.
(3)
As of March 31, 2024, each director that is not a named executive officer had the following number of
shares underlying outstanding options: Mr. Bradley: 157,821; Dr. Cholawsky: 87,496; Mr. Hsieh: 116,785;
Mr. Lu: 107,630; Ms. Nelson: 63,533; and Mr. Yau: 460,000.
(4)
Mr. Yau, who retired in December 2023, was an employee of the Company, and therefore no additional
compensation was provided to Mr. Yau for his services as a director.
30

Equity Compensation Plan Information
We currently maintain three compensation plans that provide for the issuance of our common stock to
officers and other employees, directors and consultants. These consist of the 2007 Equity Incentive Plan,
the 2016 Equity Incentive Plan (the “2016 Plan”) and the 2007 Employee Stock Purchase Plan (the “Purchase
Plan”), each of which has been approved by stockholders. The following table sets forth information
regarding outstanding options and shares reserved for future issuance under the foregoing plans as of
March 31, 2024:
Plan Category
Number of shares to
be issued upon
exercise of
outstanding options,
warrants and rights
(a)
Weighted-average
exercise price of
outstanding options,
warrants and rights
(b)
Number of shares
remaining available
for future issuance
under equity
compensation plans
(excluding shares
reflected in
column (a))
(c)
Equity compensation plans approved by
stockholders . . . . . . . . . . . . . . . . . . . . . . . . . .
8,968,199
$5.26
3,509,085(1)(2)
(1)
Includes 924,899 shares available for future issuance under the Purchase Plan.
(2)
A total of 10,000,000 shares of common stock have been authorized and reserved for issuance under
the 2016 Plan, of which 2,584,186 were available for grant as of March 31, 2024. Appropriate adjustments
will be made in the number of authorized shares and other numerical limits in the 2016 Plan and in
outstanding awards to prevent dilution or enlargement of participants’ rights in the event of a stock split
or other change in our capital structure. Shares subject to awards which expire or are cancelled or
forfeited will again become available for issuance under the 2016 Plan. The shares available will not be
reduced by awards settled in cash or by shares withheld to satisfy tax withholding obligations. Only the
net number of shares issued upon the exercise of stock appreciation rights or options exercised by
means of a net exercise or by tender of previously owned shares will be deducted from the shares available
under the 2016 Plan.
31
Proxy Statement

PAY VERSUS PERFORMANCE
As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act
and Item 402(v) of Regulation S-K, we are providing the following: (1) tabular executive compensation
disclosure for our principal executive officer, our other named executive officers, and company performance
for the fiscal years listed below and (2) additional disclosure relative to the relationship between the
“Compensation Actually Paid” set forth in the Pay versus Performance Table and each of the performance
metrics set forth in the Pay versus Performance Table, in each case over our fiscal years ending March 31,
2022, 2023, and 2024.
Our Compensation Committee did not consider the pay versus performance disclosure below in
making its pay decisions for any of the years shown. For further information concerning our pay-for-
performance philosophy and how we structure our executive compensation to drive and reward performance,
refer to the section entitled “Executive Compensation”. The amounts shown for “Compensation Actually
Paid”have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation
actually earned, realized, or received by our principal executive officer (“PEO”) or other named executive
officers (“NEOs”) for any of the periods listed. These amounts reflect Summary Compensation Table total
compensation with certain adjustments as described in the following table and footnotes.
Pay Versus Performance
Year(1)
Summary
Compensation
Table Total
for PEO(2)
Compensation
Actually
Paid
to PEO(3)
Average
Summary
Compensation
Table Total for
Non-PEO NEOs(2)
Average
Compensation
Actually
Paid to
Non-PEO NEOs(4)
Total
Stockholder
Return (Value
of $100 Initial
Investment
on 3/31/21)(5)
Net
Income
(Loss)(6)
2024 . . . . . .
$ 873,636
$1,752,432
$493,866
$816,008
$51
$(20,087,000)
2023 . . . . . .
$ 730,266
$ 292,681
$401,310
$245,877
$26
$(15,977,000)
2022 . . . . . .
$1,076,223
$ 472,737
$591,858
$353,027
$57
$(16,368,000)
(1)
Lee-Lean Shu served as the Company’s Principal Executive (our “PEO”) for the entirety of our fiscal
years ending March 31, 2022, 2023, and 2024. The Company’s NEOs other than our PEO (the “Reported
NEOs”) for the indicated fiscal years were as follows:
• 2024: Didier Lasserre and Patrick Chuang
• 2023: Douglas M. Schirle and Didier Lasserre
• 2022: Douglas M. Schirle, Didier Lasserre, Robert Yau, and Ping Wu
(2)
Amounts reported in these columns represent (i) the total compensation reported in the Summary
Compensation Table for the indicated fiscal year in the case of Lee-Lean Shu and (ii) the average of the
total compensation reported in the Summary Compensation Table for the Reported NEOs in the
indicated year for such years.
(3)
Amounts reported in this column represent the compensation actually paid to our PEO for the
indicated fiscal year, as calculated under Item 402(v) of Regulation S-K based on his total compensation
reported in the Summary Compensation Table for the indicated fiscal years and adjusted as shown in
the table below:
PEO
+/-
2022
2023
2024
Summary Compensation Table – Total Compensation(a) . . . . . . . .
$1,076,223
$ 730,266
$ 873,636
-
Grant Date Fair Value of Stock Awards and Option Awards Granted
in Fiscal Year(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 233,630
$ 341,545
$ 482,217
+
Fair Value at Fiscal Year End of Outstanding and Unvested Stock
Awards and Option Awards Granted in Fiscal Year(c) . . . . . . . .
$ 119,217
$ 142,783
$ 627,224
+
Change in Fair Value of Outstanding and Unvested Stock Awards
and Option Awards Granted in Prior Fiscal Years(d) . . . . . . . . .
$ (498,963)
$(228,557)
$ 528,280
32

PEO
+/-
2022
2023
2024
+
Fair Value at Vesting of Stock Awards and Option Awards Granted
in Fiscal Year That Vested During Fiscal Year(e) . . . . . . . . . . . .
$
0
$
0
$
0
+
Change in Fair Value as of Vesting Date of Stock Awards and Option
Awards Granted in Prior Fiscal Years For Which Applicable
Vesting Conditions Were Satisfied During Fiscal Year(f). . . . . . .
$
9,890
$ (10,266)
$ 205,509
-
Fair Value as of Prior Fiscal Year End of Stock Awards and Option
Awards Granted in Prior Fiscal Years That Failed to Meet
Applicable Vesting Conditions During Fiscal Year(g) . . . . . . . . .
$
0
$
0
$
0
=
Compensation Actually Paid . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 472,737
$ 292,681
$1,752,432
(a)
Represents Total Compensation as reported in the Summary Compensation Table for the indicated
fiscal year.
(b) Represents the aggregate grant date fair value of the option awards granted to our PEO during the
indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(c)
Represents the aggregate fair value as of the indicated fiscal year-end of our PEO’s outstanding
and unvested option awards granted during such fiscal year, computed in accordance with
FASB ASC Topic 718.
(d) Represents the aggregate change in fair value (measured from the prior fiscal year-end) during the
indicated fiscal year of the outstanding and unvested option awards held by our PEO as of the
last day of the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(e)
Represents the aggregate fair value at vesting of the option awards that were granted to our PEO
and vested during the indicated fiscal year (of which there were none for 2022, 2023, or 2024)
(f)
Represents the aggregate change in fair value, measured from the prior fiscal year-end to the
vesting date, of each option award held by our PEO that was granted in a prior fiscal year and
which vested during the indicated fiscal year, computed in accordance with FASB ASC Topic 718.
(g)
Represents the aggregate fair value as of the last day of the prior fiscal year of our PEO’s option
awards that were granted in a prior fiscal year and which failed to meet the applicable vesting
conditions in the indicated fiscal year (of which there were none for 2022, 2023, or 2024)
(4)
Amounts reported in this column represent the compensation actually paid to the Reported NEOs in
the indicated fiscal year, as calculated under Item 402(v) of Regulation S-K based on the average total
compensation for such NEOs reported in the Summary Compensation Table for the indicated fiscal year
and adjusted as shown in the table below:
Reported NEO Average
+/-
2022
2023
2024
Summary Compensation Table – Total Compensation(a) . . . . . . . .
$ 591,858
$401,310
$493,866
-
Grant Date Fair Value of Stock Awards and Option Awards Granted
in Fiscal Year(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
$
87,611
$ 94,446
$139,725
+
Fair Value at Fiscal Year End of Outstanding and Unvested Stock
Awards and Option Awards Granted in Fiscal Year(c) . . . . . . . .
$
44,706
$ 29,951
$143,481
+
Change in Fair Value of Outstanding and Unvested Stock Awards
and Option Awards Granted in Prior Fiscal Years(d) . . . . . . . . .
$(187,111)
$ (91,423)
$211,312
+
Fair Value at Vesting of Stock Awards and Option Awards Granted
in Fiscal Year That Vested During Fiscal Year(e) . . . . . . . . . . . .
$
0
$
0
$
0
+
Change in Fair Value as of Vesting Date of Stock Awards and Option
Awards Granted in Prior Fiscal Years For Which Applicable
Vesting Conditions Were Satisfied During Fiscal Year(f). . . . . . .
$
(8,815)
$
485
$107,074
-
Fair Value as of Prior Fiscal Year End of Stock Awards and Option
Awards Granted in Prior Fiscal Years That Failed to Meet
Applicable Vesting Conditions During Fiscal Year(g) . . . . . . . . .
$
0
$
0
$
0
=
Compensation Actually Paid . . . . . . . . . . . . . . . . . . . . . . . . . .
$ 353,027
$245,877
$816,008
33
Proxy Statement

Please see footnote 1 for the Reported NEOs included in the average for each indicated fiscal year.
(a)
Represents the average Total Compensation as reported in the Summary Compensation Table for
the Reported NEOs in the indicated fiscal year.
(b) Represents the average aggregate grant date fair value of the option awards granted to the
Reported NEOs during the indicated fiscal year, computed in accordance with FASB ASC
Topic 718.
(c)
Represents the average aggregate fair value as of the indicated fiscal year-end of the Reported
NEOs’ outstanding and unvested option awards granted during such fiscal year, computed in
accordance with FASB ASC Topic 718.
(d) Represents the average aggregate change in fair value (measured from the prior fiscal year-end)
during the indicated fiscal year of the outstanding and unvested option awards held by the Reported
NEOs as of the last day of the indicated fiscal year, computed in accordance with FASB ASC
Topic 718.
(e)
Represents the average aggregate fair value at vesting of the option awards that were granted to
the Reported NEOs and vested during the indicated fiscal year (of which there were none for 2022,
2023, or 2024).
(f)
Represents the average aggregate change in fair value, measured from the prior fiscal year-end to
the vesting date, of each option award held by the Reported NEOs that was granted in a prior fiscal
year and which vested during the indicated fiscal year, computed in accordance with FASB ASC
Topic 718.
(g)
Represents the average aggregate fair value as of the last day of the prior fiscal year of the
Reported NEOs’ option awards that were granted in a prior fiscal year and which failed to meet
the applicable vesting conditions in the indicated fiscal year (of which there were none for 2022,
2023, or 2024).
(5)
Pursuant to Item 402(v) of Regulation S-K, this calculation assumes $100 was invested in our common
stock on March 31, 2021, the last day of our fiscal year 2021, using the closing stock price at the end
of that day. Historic stock price performance is not necessarily indicative of future stock price
performance.
(6)
The dollar amounts represent the amount of net income (loss) attributable to GSI Technology as
reflected in our audited financial statements for the applicable fiscal year.
Relationship Between Pay and Performance
We believe “Compensation Actually Paid” over fiscal 2022, 2023, and 2024 is reflective of our
Compensation Committee’s emphasis on aligning pay and performance given that “Compensation Actually
Paid” declined from 2022 and 2023, and then increased from 2023 to 2024, in both cases largely driven by
our stock price performance and reflecting the emphasis on the use of equity awards in our executive
compensation program.
The following charts illustrate the relationship between pay and performance, as calculated per
Item 402(v) of Regulation S-K:
34

Compensation Actually Paid vs. TSR
$473
$293
$1,752
$353
$246
$816
$57
$26
$51
$0
$10
$20
$30
$40
$50
$60
$70
$80
$90
$100
$0
$200
$400
$600
$800
$1,000
$1,200
$1,400
$1,600
$1,800
$2,000
2022
2023
2024
Value of Initial $100 Investment (TSR)
Compensation Actually Paid ($000)
Compensaon Actually Paid to PEO
Average Compensaon Actually Paid to Non-PEO NEOs
Total Shareholder Return
Compensation Actually Paid vs. Net Income
$473
$293
$1,752
$353
$246
$816
($16)
($16)
($20)
($25)
$0
$25
$50
$75
$100
($500)
$0
$500
$1,000
$1,500
$2,000
2022
2023
2024
Net Income ($Millions)
Compensation Actually Paid ($000)
Compensaon Actually Paid to PEO
Average Compensaon Actually Paid to Non-PEO NEOs
Net Income (Loss)
35
Proxy Statement

RELATED PERSON TRANSACTIONS
Procedures for Approval of Related Person Transactions
Pursuant to our Code of Business Conduct and Ethics and the Audit Committee Charter, our executive
officers, directors, and principal stockholders, including their immediate family members and affiliates, are
prohibited from entering into a related party transaction with us without the prior consent of our Audit
Committee which reviews and approves any related party transactions.
We have entered into indemnification agreements with our officers and directors containing provisions
that may require us, among other things, to indemnify our officers and directors against certain liabilities
that may arise by reason of their status or service as officers or directors and to advance their expenses
incurred as a result of any proceeding against them as to which they could be indemnified.
Other Transactions
For information regarding the grant of stock options to our directors and executive officers, please see
“Executive Compensation — Compensation of Directors”and “Executive Compensation — Grants of Plan-
Based Awards, — Outstanding Equity Awards at Fiscal Year-End and — Potential Payments Upon
Change of Control.”
36

PRINCIPAL STOCKHOLDERS AND STOCK OWNERSHIP BY MANAGEMENT
The following table sets forth, as of June 30, 2024 certain information with respect to the beneficial
ownership of GSI Technology’s common stock by (i) each stockholder known by GSI Technology to be the
beneficial owner of more than 5% of GSI Technology’s common stock, (ii) each director and director
nominee of GSI Technology, (iii) each executive officer named in the Summary Compensation Table,
and (iv) all directors and executive officers of GSI Technology as a group:
Beneficial Owner(1)
Number of
Shares
Beneficially
Owned(2)
Percentage
of Shares
Beneficially
Owned(3)
Principal Stockholder:
Jing Rong Tang(4) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,525,141
6.0
c/o HolyStone Enterprises Co., Ltd.
1FL No. 62, Sec 2 Huang Shan Road
Taipei, Taiwan, R.O.C
Directors, Named Executive Officers and certain Executive Officers:
Lee-Lean Shu(5) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3,464,615
13.1
Jack A. Bradley(6) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
165,821
*
Elizabeth Cholawsky(7) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
88,846
*
Haydn Hsieh(8) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
137,785
*
Ruey L. Lu(9) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
160,130
*
Barbara Nelson(10) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
63,533
*
Robert Yau(11) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1,263,614
4.9
Patrick Chuang(12) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
315,166
1.2
Didier Lasserre(13) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
564,140
2.2
All executive officers and directors as a group (14 persons)(14) . . . . . . . . . . . . . . .
8,852,731
34.1
*
Less than 1.0%
(1)
The address for those individuals and entities not otherwise indicated is 1213 Elko Drive, Sunnyvale,
California 94089. Except as otherwise indicated, the persons named in this table have sole voting and
investment power with respect to all shares of common stock shown as beneficially owned by them,
subject to community property laws where applicable and to the information contained in the other
footnotes to this table.
(2)
Under the rules of the SEC, a person is deemed to be the beneficial owner of shares that can be
acquired by such person within 60 days upon the exercise of options.
(3)
Calculated on the basis of 25,446,380 shares of common stock outstanding as of June 30, 2024,
provided that any additional shares of common stock that a stockholder has the right to acquire within
60 days after June 30, 2024 are deemed to be outstanding for the purpose of calculating that
stockholder’s percentage beneficial ownership.
(4)
Based on information contained in a Schedule 13G filed with the SEC on February 11, 2022. Mr. Tang
has sole voting and investment power with respect to 1,010,000 of such shares and shared voting and
investment power with respect to 515,141 of such shares. Of such 515,141 shares, this includes: 47,000
shares held by HolyStone Enterprises Co., Ltd., of which Mr. Tang is Chief Executive Officer; and
468,141 shares held by Koowin Co., Ltd., of which Mr. Tang is a director. Mr. Tang disclaims beneficial
ownership of these securities except to the extent of his pecuniary interest therein.
(5)
Includes: 850,000 shares issuable upon exercise of options that are exercisable within 60 days following
June 30, 2024; 13,600 shares held by Mr. Shu’s children; 530,939 shares held by Mr. Shu’s spouse;
and 87,659 shares issuable upon exercise of options held by his spouse that are exercisable within 60 days
of June 30, 2024.
37
Proxy Statement

(6)
Includes 157,821 shares issuable upon exercise of options that are exercisable within 60 days following
June 30, 2024.
(7)
Includes 87,496 shares issuable upon exercise of options that are exercisable within 60 days following
June 30, 2024.
(8)
Includes 116,875 shares issuable upon exercise of options that are exercisable within 60 days following
June 30, 2024.
(9)
Includes 107,630 shares issuable upon exercise of options that are exercisable within 60 days following
June 30, 2024.
(10) Includes 63,533 shares issuable upon exercise of options that are exercisable within 60 days following
June 30, 2024.
(11) Includes 340,400 shares issuable upon exercise of options that are exercisable within 60 days following
June 30, 2024.
(12) Includes 300,000 shares issuable upon exercise of options that are exercisable within 60 days following
June 30, 2024.
(13) Includes 260,000 shares issuable upon exercise of options that are exercisable within 60 days following
June 30, 2024.
(14) Includes an aggregate of 3,765,924 shares issuable upon exercise of options that are exercisable within
60 days following June 30, 2024.
38

STOCKHOLDER PROPOSALS TO BE PRESENTED
AT NEXT ANNUAL MEETING
Stockholder proposals may be included in our proxy materials for an annual meeting so long as they
are provided to us on a timely basis and satisfy the other conditions set forth in applicable SEC rules and
our bylaws. For a stockholder proposal to be included in our proxy materials for the 2025 annual meeting in
accordance with Rule 14a-8 under the Exchange Act and our bylaws, the proposal must be received at our
principal executive offices, addressed to the Secretary, not later than March 20, 2025.
Submitting a stockholder proposal does not guarantee that we will include it in our proxy statement.
Our Nominating and Governance Committee reviews all stockholder proposals and makes recommendations
to the board for actions on such proposals. For information on qualifications of director nominees
considered by our Nominating and Governance committee, see the “Corporate Governance” section of this
proxy statement.
TRANSACTION OF OTHER BUSINESS
At the date of this Proxy Statement, the Board of Directors knows of no other business that will be
conducted at the 2024 Annual Meeting other than as described in this Proxy Statement. If any other matter
or matters are properly brought before the meeting, or any adjournment or postponement of the meeting,
it is the intention of the persons named in the accompanying form of proxy to vote the proxy on such matters
in accordance with their best judgment.
ANNUAL REPORT ON FORM 10-K
A copy of our annual report on Form 10-K (without exhibits) for the fiscal year ended March 31, 2024
is being distributed along with this proxy statement. We refer you to such report for financial and other
information about us, but such report is not incorporated in this proxy statement and is not deemed to be a
part of the proxy solicitation material. It is also available on our website at www.gsitechnology.com. In
addition, the report (with exhibits) is available at the SEC’s website at www.sec.gov.
Robert Yau
Secretary
July 18, 2024
39
Proxy Statement

(This page has been left blank intentionally.)

UNITED STATES 
SECURITIES AND EXCHANGE COMMISSION 
Washington, D.C. 20549 
 
FORM 10-K  
 
 
 
 
 
☒ 
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT 
OF 1934 
 
For the fiscal year ended March 31, 2024  
 
or 
 
 
 
 
 
☐ 
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE 
ACT OF 1934 
 
For the transition period from            to 
 
Commission File Number 001-33387 
 
GSI Technology, Inc. 
(Exact name of registrant as specified in its charter) 
 
Delaware 
(State or other jurisdiction of 
incorporation or organization) 
 
77-0398779 
(IRS Employer 
Identification No.) 
 
1213 Elko Drive 
Sunnyvale, California 94089 
(Address of principal executive offices, zip code) 
 
(408) 331-8800 
(Registrant’s telephone number, including area code) 
 
Securities registered pursuant to Section 12(b) of the Act: 
Title of Each Class 
Trading Symbol(s) 
Name of Each Exchange on which Registered 
Common Stock, $0.001 par value 
GSIT 
The Nasdaq Stock Market LLC 
 
Securities registered pursuant to Section 12(g) of the Act: None 
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐    No ☒ 
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐    No ☒ 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 
during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements 
for the past 90 days. Yes ☒    No ☐ 
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of 
Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such 
files). Yes ☒    No ☐ 
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an 
emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in 
Rule 12b-2 of the Exchange Act. (Check one): 
Large accelerated filer ☐   Accelerated filer ☐   Non-accelerated filer ☒ 
 Smaller reporting company ☒  
 Emerging growth company ☐ 
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new 
or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ 
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal 
control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or 
issued its audit report. ☐ 
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the 
filing reflect the correction of an error to previously issued financial statements. ☐ 
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received 
by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐ 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  ☐    No ☒ 
The aggregate market value of the registrant’s voting stock held by non-affiliates of the registrant, based upon the closing sale price of the common stock 
on September 29, 2023, as reported on the Nasdaq Global Market, was approximately $54.6 million. Shares of the registrant’s common stock held by each officer 
and director and each person who owns 10% or more of the outstanding common stock of the registrant have been excluded in that such persons may be deemed to 
be affiliates. This determination of affiliate status is not necessarily a conclusive determination for other purposes. As of May 31, 2024, there were 25,446,380 
shares of the registrant’s common stock issued and outstanding. 
DOCUMENTS INCORPORATED BY REFERENCE 
Portions of the registrant’s definitive proxy statement for its 2024 annual meeting of stockholders are incorporated by reference into Part III hereof. 
 
Annual Report

2 
GSI TECHNOLOGY, INC. 
2024 FORM 10-K ANNUAL REPORT 
TABLE OF CONTENTS 
 
 
 
PART I 
Page 
Item 1. 
Business . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
3 
Item 1A. 
Risk Factors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
17 
Item 1B. 
Unresolved Staff Comments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
35 
Item 1C. 
Cybersecurity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
35 
Item 2. 
Properties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
37 
Item 3. 
Legal Proceedings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
37 
Item 4. 
Mine Safety Disclosures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
37 
 
 
 
PART II 
 
38 
Item 5. 
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer 
Purchases of Equity Securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
38 
Item 6. 
Reserved . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
38 
Item 7. 
Management’s Discussion and Analysis of Financial Condition and Results of 
Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
39 
Item 7A. 
Quantitative and Qualitative Disclosures About Market Risk . . . . . . . . . . . . . . . . . . . . . .  
47 
Item 8. 
Financial Statements and Supplementary Data . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
48 
Item 9. 
Changes in and Disagreements with Accountants on Accounting and Financial 
Disclosure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
86 
Item 9A. 
Controls and Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
86 
Item 9B. 
Other Information . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
87 
Item 9C. 
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections . . . . . . . . . . . . . . .  
87 
 
 
 
PART III 
 
88 
Item 10. 
Directors, Executive Officers and Corporate Governance . . . . . . . . . . . . . . . . . . . . . . . . .  
88 
Item 11. 
Executive Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
88 
Item 12. 
Security Ownership of Certain Beneficial Owners and Management and Related 
Stockholder Matters . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
88 
Item 13. 
Certain Relationships and Related Transactions, and Director Independence . . . . . . . . .  
88 
Item 14. 
Principal Accountant Fees and Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
88 
 
 
 
PART IV 
 
89 
Item 15. 
Exhibits and Financial Statement Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
89 
Item 16. 
Form 10-K Summary . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
93 
 
 
SIGNATURES 
94 
 
 

3 
Forward-looking Statements 
In addition to historical information, this Annual Report on Form 10-K includes forward-looking statements 
within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities 
Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements involve risks and 
uncertainties. Forward-looking statements are identified by words such as “anticipates,” “believes,” “expects,” 
“intends,” “may,” “will,” and other similar expressions. In addition, any statements which refer to expectations, 
projections, or other characterizations of future events or circumstances are forward-looking statements. Actual 
results could differ materially from those projected in the forward-looking statements as a result of a number of 
factors, including those set forth in this report under “Management’s Discussion and Analysis of Financial 
Condition and Results of Operations” and “Risk Factors,” those described elsewhere in this report, and those 
described in our other reports filed with the Securities and Exchange Commission (“SEC”). We caution you not to 
place undue reliance on these forward-looking statements, which speak only as of the date of this report, and we 
undertake no obligation to update these forward-looking statements after the filing of this report. You are urged to 
review carefully and consider our various disclosures in this report and in our other reports publicly disclosed or 
filed with the SEC that attempt to advise you of the risks and factors that may affect our business. 
PART I 
Item 1.     Business 
Overview 
GSI provides in-place associative computing solutions for applications in high growth markets such as 
artificial intelligence (“AI”) and high-performance computing (“HPC”), including natural language processing and 
computer vision. Our associative processing unit (“APU”) family of products are focused on applications using 
similarity search and very flexible Boolean processing.  Similarity search is used in search queries for ecommerce, 
computer vision, drug discovery, cyber security and service markets such as NoSQL, Elasticsearch, and 
OpenSearch. Our extensive historical experience in developing high speed synchronous static random access 
memory, or SRAM, facilitated our ability to transform the focus of our business to the development of reliable 
hardware AI products and solutions. 
Even as we expand our offering of in-place associative computing solutions, we continue to be committed to 
the synchronous SRAM market, by making available exceedingly high density performance memory products for 
incorporation into high-performance networking and telecommunications equipment, such as routers, switches, wide 
area network infrastructure equipment, wireless base stations and network access equipment.  Our position in the 
synchronous SRAM market is well established and we have long-term supplier relationships with many of the 
leading original equipment manufacturer, or OEM, customers including Nokia.  The revenue generated by these 
sales of high-speed synchronous SRAM products is being used to finance the development of our new in-place 
associative computing solutions and new types of SRAM products. We also serve the ongoing needs of the 
military/defense and aerospace markets by offering robust high-quality radiation-tolerant and radiation-hardened 
space grade SRAMs in addition to new in-place associative computing solutions for the military/defense and 
aerospace markets such as synthetic aperture radar (“SAR”) image processing. 
We utilize a fabless business model for the manufacture of our APU and SRAM products, which allows us 
both to focus our resources on research and development, product design and marketing, and to gain access to 
advanced process technologies with only modest capital investment and fixed costs.   
GSI’s fiscal year 2024 net revenue decreased by 27% compared to net revenue in fiscal year 2023, reflecting 
cautionary spending by our customers and purchases made as a result of supply chain constraints in the previous 
periods and the current economic environment, including the impact of rising interest rates, worldwide inflationary 
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4 
pressures and the decline in the global economic environment, all of which resulted in a decline in demand for our 
SRAM products and delays in completing the productization of our APU products. GSI’s gross margin decreased by 
5.3% compared to the prior fiscal year. The decrease in gross margin was primarily due to product mix and the 
effect of lower revenue on the fixed costs in our cost of revenues.  
In June 2023, we announced the receipt of an award of a prototype agreement with the Space Development 
Agency (“SDA”) for the development of a Next-Generation Associative Processing Unit-2 (“APU2”) for Enhanced 
Space-Based Capabilities. Our next-generation non-Von-Neumann Associative Processing Unit compute in-memory 
integrated circuit (“IC”) offers unique capabilities to address the challenges faced by the U.S. Space Force in 
processing extensive sets of big data in space. Our overarching objective is to enable and enhance current and future 
mission capabilities through the deployment of compute in-memory integrated systems that can efficiently handle 
vast amounts of data in real-time at the edge. The APU, featuring a scalable format, compact footprint, and low 
power consumption, presents an ideal solution for edge applications where prompt and precise responses are crucial. 
These capabilities empower the U.S. Space force to swiftly detect, warn, analyze, attribute, and forecast potential 
and actual threats in space, ultimately bolstering the ability of the United States to maintain and leverage space 
superiority. The U.S. Space Force is actively seeking solutions to address current limitations in processing big data 
that is needed to execute the mission objectives of the Space Development Agency within the evolving and 
challenging space environment. This award will be funded by the Small Business Innovation Research program, a 
competitive program funded by various U.S. government agencies, that encourages small businesses to engage in 
federal research and development with the potential for commercialization. Under the terms of this Direct to Phase 
II award, we will develop an advanced non-Von-Neumann Associative Processing Unit-2, compute in-memory IC, 
and design and fabricate an APU2 Evaluation Board. Pursuant to an agreed-upon schedule, we will receive 
milestone payments totaling an estimated $1.25 million upon the successful completion of predetermined 
milestones, of which $297,000 was received in the quarter ended September 30, 2023 and $138,000 was received in 
the quarter ended December 31, 2023. 
In January 2024, we announced that GSI was selected by AFWERX the innovation arm of the U.S. 
Department of the Air Force for an SBIR Direct-to-Phase II contract in the amount of $1.1 million to demonstrate 
high-data computation use cases leveraging the distinct compute in-memory architecture of our APU2. We will 
create specialized algorithms for the U.S. Air Force Research Laboratory (“AFRL”) to leverage the compute-in-
memory architecture of the Gemini® APU. This chip is designed for various AI applications to tackle key 
challenges in the Department of the Air Force, including in-aircraft search and rescue, object detection, moving 
target indication, change detection, and structural similarity index measure (“SSIM“) in GPS-absent situations. We 
will also develop algorithms using data from the U.S. Space Force to showcase the performance benefits of our 
compute-in-memory APU2 integrated circuit. There have been no payments received under this award as of 
March 31, 2024. 
APU technology is implemented in a series of Gemini AI chips. Gemini-I is in full production. We are 
marketing specific differentiated applications and API’s as-a-Service adding Amazon Web Services (“AWS”), 
Azure, or Google Cloud Storage (“GCS”) users to our customer base along with those that want this hardware 
product. We support customers with prebuilt APIs and libraries to support their parallel programming of the Gemini-
I. The software stack accelerates development by providing an integrated framework environment for the compute-
in-memory as well as host and management code modules. In calendar 2023, we released an update to this compiler 
stack framework allowing customers to optimize their applications by editing APIs provided by GSI, or writing their 
own API’s.  
At the end of calendar 2023, we taped-out our second -generation silicon.  We are looking forward to 
bringing our Gemini-II product with an order of magnitude improved performance to market at the end of calendar 
2024. Notable progress has been made in testing and debugging Gemini-II, which has been mounted on a board for 

5 
comprehensive performance assessment. We aim to have a second spin in the third quarter of fiscal 2025 and initiate 
benchmarking shortly thereafter, allowing us to begin preliminary customer sampling. 
During fiscal 2024, we shipped radiation-hardened SRAM prototype products to three customers for four 
different programs that have prospects for increasing our net revenue in fiscal 2025 and beyond. 
We were incorporated in California in 1995 under the name Giga Semiconductor, Inc. We changed our name 
to GSI Technology in December 2003 and reincorporated in Delaware in June 2004 under the name GSI 
Technology, Inc. Our principal executive offices are located at 1213 Elko Drive, Sunnyvale, California, 94089, and 
our telephone number is (408) 331-8800. 
Recent Developments 
Sale/Leaseback of Headquarters 
In April 2024, we entered into a purchase and sale agreement with D.R. Stephens & Company, LLC, as 
purchaser, to sell our headquarters property at 1213 Elko Drive, Sunnyvale, California. The final sales price is 
$11.65 million in cash. As part of the sale, we agreed that we would enter into a lease agreement for all of the 
Sunnyvale property from the purchaser for an initial term of ten years from the closing of the sale transaction.  We 
have the option to renew the term of the lease for two additional five-year periods. Under the new lease, we are 
responsible for base rent initially at a rate of approximately $90,768 per month and the monthly operational 
expenses, such as maintenance, insurance, property taxes and utilities. The closing of the purchase and sale of the 
property, and entry into the lease, occurred in June 2024. 
Exploring Strategic Alternatives 
In May 2024, we announced that we had initiated a broad strategic review to maximize stockholder value.  
The review is being administered by a special committee of the Board of Directors to bring focus on strategic 
alternatives while our management focuses on the development of our family of compute in memory solutions for 
high performance computing and Artificial Intelligence. We plan to consider a wide range of options including 
equity or debt financing, divestiture of assets, technology licensing or other strategic arrangements including the sale 
of the Company. As part of the strategic review process, we hired Needham & Company, LLC, as our strategic and 
financial advisor. There can be no assurance that the review process will result in any strategic alternative, or as to 
its outcome or timing. We have neither set a timetable for completion of this process, nor have we made any 
decisions related to strategic alternatives at this time. 
Industry and Market Strategy 
Associative Processing Unit Computing Market Overview 
The markets for associating processing computing solutions are significant and growing rapidly.  The total 
addressable market (“TAM”) for APU search applications, which is the market where GSI is focusing its 
commercialization efforts, has been determined by GSI to be approximately $232 billion in 2024, and growing at a 
compound annual growth rate (“CAGR”) of 13% to $380 billion by 2027. GSI has similarly determined that the 
Serviceable Available Market (“SAM”) for APU search applications is approximately $7.1 billion in 2024, and 
anticipated to grow at a CAGR of 16% to $12.8 billion by 2027. The search market segments included in GSI’s 
TAM and SAM analyses include vector search and HPC. Market applications in these segments include search and 
retrieval in various fields, synthetic aperture radar in research, aerospace and defense, and service markets such as 
OpenSearch and AWS. 
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The growth in demand for associative processing computing solutions is being driven by the increasing 
market adoption and usage of graphics processing unit (“GPU”) and CPU farms for AI processing of large data 
collections, including parallel computing in scientific research.  However, the large-scale usage of GPU and CPU 
farms for AI processing of data is demonstrating the limits of GPU and CPU processing speeds and resulting in ever 
higher energy consumption. The amounts of data being processed, which is coming from increasing numbers of 
users and continuously increasing amounts of collected data, has resulted in efforts to split and store the processed 
data among multiple databases, through a process called sharding.  Sharding can substantially increase processing 
costs and worsen the power consumption factors associated with processing so much data if the underlying 
architecture is inefficient to begin with.  As the environmental impacts of data processing are becoming increasingly 
important, and complex workloads are migrating to edge computing for real-time applications, it is becoming 
increasingly difficult to achieve market demands for low power, smaller footprints, and faster results. 
Our APU has been demonstrated to outperform CPU’s and GPU’s in the market for AI search of large data 
collections by providing lower latency and increased capacity in a smaller form-factor and achieve such results with 
lower power consumption.  In addition, our compute-in-place technology has wide application. The APU has several 
benefits that are particularly useful to overcome the data processing challenges noted above. First, the APU does not 
have the word size limitation of traditional CPU and GPU processors. Because traditional data processors move data 
around to various parts of a system, they need to select or duplicate resources of particular word sizes, be they 8-bit, 
16-bit, 32-bit or 64-bit. The APU is based on a memory line structure, which means that it can operate on legacy 
instruction widths of 8 or 16-bits, or just as seamlessly operate on instructions of arbitrary widths of 1 bit, 768-bits 
or 2048-bits.  APUs can operate on any word width that makes sense for the problem and also for what makes sense 
at interim processing steps. This dynamic flexibility is a tremendous advantage for non-linear processing like 
trigonometry. Second, the APU is also an associative machine, which means that data that is resident in the device 
can be applied to a function only if it is deemed associated (for example, with a meta-tag) to the processing. Such 
processing is like a person looking for his car in a parking lot, but ignoring all cars that are not the color of his car. 
An additional benefit of the Gemini APU designs is that they are multi-threaded. One sensor or query input can be 
simultaneously applied to multiple functions or searches in the device. 
Our associative computing technology utilizes in-memory associative processor structures to address the 
bottlenecks that limit performance and increase power consumption in CPUs, GPUs, and Field Programable Gate 
Arrays (“FPGAs”) when processing large datasets.  By constantly having to move operands and results in and out of 
devices with ever increasing processing speeds and bus speeds, current solutions are focused on memory transfers 
rather than addressing the basic computation problem. By changing the computational framework to parallel 
processing and having search functions conducted directly in a processing memory array, the APU can greatly 
expedite computation and response times in many “big data” applications. We are creating a new category of 
computing products that are expected to have substantial target markets and a large new customer base in those 
markets.  
Our commercialization efforts for the APU product are focused on markets where the APU shows factors of 
improvement against CPU or GPU systems. The APU differentiates itself most for similarity search, multi-modal 
vector search, real-time very large database search, and several scientific high-performance computing-workloads 
processing sensor data. The APU’s improved performance over CPU or GPU systems provides a paradigm-shifting 
ability to process data in real-time. As a result, we see demand for the APU in artificial intelligence applications, 
including approximate nearest neighbor searches, natural language processing, cryptography, and synthetic aperture 
radar as well as other fields whose processing in the datacenter can benefit from the APU’s smaller footprint, 
superior productivity, and low system power consumption. GSI has solutions to accelerate multimodal vector search 
as an on-prem or SaaS solution for OpenSearch and general Fast Vector Search, and for processing large area SAR 
images in real-time at high resolution.   

7 
Similarity search uses a technique called distance metric learning, in which learning algorithms measure how 
similar related objects are to each other. The APU is well suited for very fast similarity search because its design 
determines distance metric at fast computation speeds with high degrees of accuracy. Our APU is further 
differentiated from other solutions in the market by its scalability for very large datasets.  The APU has 
demonstrated its ability to increase the rate of computation for visual search by orders of magnitude with greater 
accuracy and reduced power consumption. The APU also adds multi-modal search capability to this computational 
performance. For instance, the ability to search on a picture of a product on an ecommerce website, with pricing and 
specific filters, does not impede the performance of the in-memory search versus a traditional text only search. This 
kind of performance has the potential to transform online retailers’ capabilities to run search queries and improve 
customers’ online shopping experience. 
New Markets for the APU 
The APU is capable of processing large data arrays in a cost competitive solution for large database similarity 
search, but the mathematical capabilities of the APU also create new opportunities in real-time processing. 
Examples of real-time processing are SAR, image re-registration, and mathematical SSIM. This combination of 
sensor processing, image processing, and computer vision at high performance has the potential to bring application 
processing that normally requires several resources in a data center to real-time edge applications. Examples are in-
asset aircraft reconnaissance, satellite image processing, and autonomous automotive navigation. Furthermore, 
GSI’s expertise in developing radiation-tolerant components creates new opportunities in the growing market for AI 
products that can be used in low earth orbit and space applications, where other AI products are not able to survive 
the harsh environment. 
Recent excitement relating to ChatGPT has brought the market for AI search to the forefront of consumer 
awareness. Applications using ChatGPT for natural language processing can directly apply the GSI APU technology 
to reduce hallucinations through the use of the technology for focused retrieval augmented generation improving 
speed and accuracy of specialized search applications. 
For even smaller footprint applications such as satellites or networking blades, GSI will license the 
intellectual property (“IP”) underlying the APU to companies that have their own chip design capabilities to 
incorporate GSI’s IP into their custom products, and provide design services to help integrate the IP into new 
processor, FPGA, or ASIC designs. 
APU Board Level Product 
The Gemini-I APU is currently in production as a full-size PCIe card and a 1U E1.L card. These are the 
Leda-E and Leda-S, respectively. The Leda-S E1.L form factor enables the use of market standard SSD rack 
enclosures to build a dense APU compute appliance unachievable by GPU cards that require specialized 
connectivity for expansion. GSI has off-the-shelf server product offerings with 8 Leda-E cards in a single 2U server 
providing 10 POPS of Boolean operation, and a single 1U server with 16 Leda-S cards providing 15 POPs of 
Boolean performance. The single LEDA-S can be used without the need for a host PC in some applications so that, 
as an example, it can be packaged in a compact case for quad-copter use. It can also be used in small appliances for 
location recognition, object recognition, and GPS-denied alternate routing useful for drone product delivery or 
reconnaissance applications.  
APU SaaS Product 
We also offer commercialized APU as-a-service. This service offering runs on servers in a datacenter that 
have a direct connection to Amazon Web Services. Customers can access the APU via the AWS Cognito user 
identity and data synchronization service for GSI-packaged SaaS applications, or for customers’ own custom APU-
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8 
accelerated applications. The cloud connected cards in this datacenter are also connected via the same ultra-low 
latency system to provide approximate nearest neighbor (“ANN”) and multi-modal extension capability to 
OpenSearch. We envision customers who use OpenSearch for their database storage would use our SaaS product to 
accelerate searches run on OpenSearch.  Customers who are building their own search engines for special use case 
products could use our SaaS product to support high volume searches run on their products. GSI also offers our SAR 
processing as a SaaS product that can be used by mapping and analysis services to scale, speed up, and enhance their 
own product offerings.  
APU Commercialization Risk 
Sales of APU products continue to be in the research and academic areas and our commercialization efforts 
have taken much longer than anticipated to gain traction. If we fail to materially commercialize our APU products, 
we may not generate sufficient revenues to offset our development costs and other expenses, which will have an 
adverse impact on our business including a potential impairment of intangible assets and a negative impact on our 
market capitalization.  
High-Speed Synchronous SRAM Market Overview 
High-speed synchronous SRAMs are incorporated into networking and telecom equipment, military/defense 
and aerospace applications, audio/video processing, test and measurement equipment, medical and automotive 
applications, and other miscellaneous applications.  The networking and telecom market demand for high-speed 
synchronous SRAMs has been declining, and is expected to continue to decline, due to the industry trend of 
embedding greater amounts of SRAM into each generation of ASICs/controllers products, thereby reducing the need 
for external SRAMs.  As a result, the demand for external high-speed synchronous SRAMs in new end-products is 
being driven by markets such as military/defense and aerospace applications.  Such applications require a 
combination of high densities and high random transaction rates that GSI is well positioned to serve, being the only 
SRAM manufacturer to offer monolithic 288Mb densities as well as offering the highest truly random transaction 
rate in the industry – 1866 million transactions per second (MT/s).  To further serve the military/defense and 
aerospace markets, GSI has been focusing on qualifying its products for space/satellite applications to capitalize on 
opportunities resulting from the development of near-earth orbiting satellite mega constellations, as well as the more 
traditional geo-stationary earth orbit satellite communication platforms and national assets.   
High-Speed Synchronous SRAM Products 
We offer four families of high-speed synchronous SRAMs – SyncBurst™, NBT™, SigmaQuad™, and 
SigmaDDR™.  All four SRAM families feature high density, high transaction rate, high data bandwidth, low 
latency, and low power consumption. These four product families provide the basis for approximately 10,000 
individual part numbers.  They are available in several density and data width configurations, and are available in a 
variety of performance, feature, temperature, and package options. Our products can be found in a wide range of 
networking and telecommunications equipment, including routers, universal gateways, fast Ethernet switches and 
wireless base stations. We sell our products to defense contractors that manufacture products for military/defense 
and aerospace applications such as radar and guidance systems and satellites. We also sell our products to OEMs for 
test and measurement applications such as high-speed testers, high performance computing applications such as high 
volume trading, and for medical applications such as ultrasound and CAT scan equipment. 
We have introduced and are marketing radiation-hardened, or “RadHard”, and radiation-tolerant, or 
“RadTolerant”, SRAMs for military/defense and aerospace applications such as networking satellites and missiles.  
Our initial RadHard and RadTolerant products are 288 megabit, 144 megabit, and 72 megabit devices from our 
SigmaQuad-II+ family.  We have also expanded our product offerings to include 144 megabit, 72 megabit, and 32 
megabit SyncBurst and NBT SRAMs RadTolerant products to enable the avionics and other space platforms that 

9 
have historically leveraged smaller asynchronous devices.  The RadHard products are offered in two package 
options: a hermetically-sealed ceramic column grid array package, and standard plastic packaging. These devices 
undergo a special fabrication process that diminishes the adverse effects of high-radiation environments. 
SRAM Leadership in the High Performance Memory Market 
We endeavor to address the overall needs of our SRAM customers, not only satisfying their immediate 
requirements for our latest generation, highest performance networking memory, but also providing them with the 
ongoing long-term support necessary during the entire lives of the systems in which our products are utilized. 
Accordingly, the key elements of our SRAM solution include: 
• 
Product Performance Leadership.  Through the use of advanced architectures and design 
methodologies, we have developed high-performance SRAM products offering superior high speed 
performance capabilities and low power consumption, while our advanced silicon process technologies 
allow us to optimize yields, lower manufacturing costs and improve quality. 
 
• 
Product Innovation.  We believe that we have established a position as a technology leader in the 
design and development of Very Fast SRAMs.  We are believed to have the industry’s highest density 
RadHard SRAM, the SigmaQuad-II+, which is an example of our industry-leading product innovation. 
 
• 
Broad and Readily Available Product Portfolio.  We have what we believe is the broadest catalog of 
Very Fast SRAM products. 
 
• 
Master Die Methodology.  Our master die methodology enables multiple product families, and 
variations thereof, to be manufactured from a single mask set so that we are able to maintain a 
common pool of wafers that incorporate all available master die, allowing rapid fulfillment of 
customer orders and reducing costs. 
 
• 
Customer Responsiveness.  We work closely with leading networking and telecommunications OEMs, 
as well as their chip-set suppliers, to anticipate their requirements and to rapidly develop and 
implement solutions that allow them to meet their specific product performance objectives.   
 
Business Transformation Strategy 
Our objective is to market and sell transformative new products utilizing our cutting-edge in-place associative 
computing technology in high growth markets, while continuing to profitably increase our share of the external 
SRAM market.  Our strategy includes the following key elements:  
• 
Complete productization of our initial In-place Associative Computing product.  Our principal 
operations objective is the completion of productization efforts for our initial in-place associative 
computing product.  
 
• 
Identifying and developing new long tail markets where the APU is differentiated. Realization of this 
goal will require additional development and marketing efforts in calendar 2024. Our initial focus is in 
the markets for artificial intelligence and high-performance computing, including natural language 
processing, computer vision and cyber security with a focus in this area being for similarity search 
applications including facial recognition, drug discovery and drug toxicity, signal and object detection 
and cryptography. 
 
• 
Identify opportunities and rapidly increase sales of RadHard and RadTolerant SRAMs. We continue to 
aggressively target the military/defense and aerospace markets with our RadHard and RadTolerant 
devices. We plan to continue expansion into the military/defense and aerospace markets with our APU 
platform that has shown design robustness. 
 
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• 
Exploit opportunities to expand the market for our SRAM products.  We are continuing the expansion of 
sales of our high-performance SRAM products in the military, industrial, test and measurement, and 
medical markets and intend to continue penetrating these and other new markets with similar needs for 
high-performance SRAM technologies. 
 
• 
Collaborate with wafer foundry to leverage advanced process technologies.  We will continue to utilize 
complementary metal-oxide semiconductor fabrication process technologies from Taiwan Semiconductor 
Manufacturing Company (“TSMC”) to design our products. 
 
• 
Seek new market opportunities.  We intend to supplement our internal development activities by seeking 
additional opportunities to acquire other businesses, product lines or technologies, or enter into strategic 
partnerships, that would complement our current product lines, expand the breadth of our markets, 
enhance our technical capabilities, or otherwise provide growth opportunities. 
 
Customers 
For our compute-in-memory associative computing solutions, we are focusing sales and marketing efforts in 
the markets for artificial intelligence and high-performance computing, with leading applications in natural language 
processing, computer vision and synthetic aperture radar. Our focus in this area being for similarity search 
acceleration in fast vector search applications and real-time mobile applications in aerospace and defense.  
With the SRAM market, we are focusing our sales on network/telecom OEMs and military/defense and 
aerospace with our radiation hardened and radiation tolerant product offerings. 
The following is a representative list of our OEM customers that directly or indirectly purchased more than 
$500,000 of our SRAM products in the fiscal year ended March 31, 2024: 
BAE Systems 
   
Ciena 
    
General Dynamics 
Northrup Grumman 
 
Nokia 
 
Raytheon 
 
 
Rockwell 
 
 
 
Many of our OEM customers use contract manufacturers to assemble their equipment. Accordingly, a 
significant percentage of our net revenues has been derived from sales to these contract manufacturers. In addition, 
we sell our products to OEM customers indirectly through domestic and international distributors. 
In the case of sales of our products to distributors, the decision to purchase our products is typically made by 
the OEM customers. In the case of contract manufacturers, OEM customers typically provide a list of approved 
products to the contract manufacturer, which then has discretion whether or not to purchase our products from that 
list. 
Direct sales to contract manufacturers accounted for 20.5%, 19.8% and 31.0% of our net revenues for fiscal 
2024, 2023 and 2022, respectively. Sales to foreign and domestic distributors accounted for 76.3%, 77.5% and 
66.8% of our net revenues for fiscal 2024, 2023 and 2022, respectively. 

11 
The following direct customers accounted for 10% or more of our net revenues in one or more of the 
following periods: 
 
 
 
 
 
 
 
 
 
 
Fiscal Year Ended 
 
 
 
March 31,  
 
 
     
2024 
     
2023 
     
2022 
  
Contract manufacturers: 
 
 
 
 
Flextronics Technology . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 13.5 %   
 10.4 %   
 16.0 % 
Sanmina . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 5.9  
 8.8  
 11.2  
Distributors: 
 
 
 
 
Avnet Logistics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 50.6  
 48.1  
 38.0  
Nexcomm . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 9.3  
 16.6  
 17.2  
 
Nokia was our largest customer in fiscal 2024, 2023 and 2022.  Nokia purchases products directly from us 
and through contract manufacturers and distributors.  Based on information provided to us by its contract 
manufacturers and our distributors, purchases by Nokia represented approximately 21%, 17% and 29% of our net 
revenues in fiscal 2024, 2023 and 2022, respectively. To our knowledge, none of our other OEM customers 
accounted for more than 10% of our net revenues in any of these periods. 
Sales, Marketing and Technical Support 
We sell our products primarily through our worldwide network of independent sales representatives and 
distributors. As of March 31, 2024, we employed 16 sales and marketing personnel, and were supported by over 200 
independent sales representatives, which we believe will enable us to address an expanded customer base with the 
continuing introduction of our associative computing products in fiscal 2024. We believe that our relationship with 
our U.S. distributors, Avnet, Mouser and Digi-Key, put us in a strong position to address the Very Fast SRAM 
memory market in the United States. We currently have regional sales offices located in China, Hong Kong, Israel 
and the United States. We believe this international coverage allows us to better serve our distributors and OEM 
customers by providing them with coordinated support. We believe that our customers’ purchasing decisions are 
based primarily on product performance, low power consumption, availability, features, quality, reliability, price, 
manufacturing flexibility and service. Many of our OEM customers have had long-term relationships with us based 
on our success in meeting these criteria. 
Our sales are generally made pursuant to purchase orders received between one and twelve months prior to 
the scheduled delivery date. Because industry practice allows customers to reschedule or cancel orders on relatively 
short notice, these orders are not firm and hence we believe that backlog is not a good indicator of our future sales. 
We have experienced increased costs as a result of inflation and supply chain constraints for wafers and outsourced 
assembly, burn-in and test operations. We have responded with increased pricing to our customers. We typically 
provide a warranty of up to 36 months on our products. Liability for a stated warranty period is usually limited to 
replacement of defective products. 
Our marketing efforts are, first and foremost, focused on ensuring that the products we develop meet or 
exceed our customers’ needs. Our marketing efforts are currently focused on marketing our in-place associative 
computing solutions and our radiation-tolerant and radiation-hardened space grade SRAMs. Previously, those efforts 
were focused on defining our high-performance SRAM product roadmap. We work closely with key customers to 
understand their roadmaps and to ensure that the products we develop meet their requirements (primary aspects of 
which include functionality, performance, electrical interfaces, power, and schedule).  Our marketing group also 
provides technical, strategic and tactical sales support to our direct sales personnel, sales representatives and 
distributors. This support includes in-depth product presentations, datasheets, application notes, simulation models, 
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12 
sales tools, marketing communications, marketing research, trademark administration and other support functions.  
We also engage in various marketing activities to increase brand awareness. 
We emphasize customer service and technical support in an effort to provide our OEM customers with the 
knowledge and resources necessary to successfully use our products in their designs. Our customer service 
organization includes a technical team of applications engineers, technical marketing personnel and, when required, 
product design engineers. We provide customer support throughout the qualification and sales process and continue 
providing follow-up service after the sale of our products and on an ongoing basis. In addition, we provide our OEM 
customers with comprehensive datasheets, application notes and reference designs and access to our FPGA 
controller IP for use in their product development. 
Manufacturing 
We outsource our wafer fabrication, assembly and wafer sort testing, which enables us to focus on our design 
strengths, minimize fixed costs and capital expenditures and gain access to advanced manufacturing technologies. 
Our engineers work closely with our outsource partners to increase yields, reduce manufacturing costs, and help 
assure the quality of our products. 
Currently, all of our SRAM and APU wafers are manufactured by TSMC under individually negotiated 
purchase orders. We do not currently have a long-term supply contract with our foundry, and, therefore, TSMC is 
not obligated to manufacture products for us for any specified period, in any specified quantity or at any specified 
price, except as may be provided in a particular purchase order. Our future success depends in part on our ability to 
secure sufficient capacity at TSMC or other independent foundries to supply us with the wafers we require. 
Our APU products are manufactured at TSMC using 28 nanometer and 16 nanometer process technology. 
The majority of our current SRAM products are manufactured using 0.13 micron, 90 nanometer, 65 nanometer and 
40 nanometer process technologies on 300 millimeter wafers at TSMC.  
Our master die methodology enables multiple product families, and variations thereof, to be manufactured 
from a single mask set. As a result, based upon the way available die from a wafer are metalized, wire bonded, 
packaged and tested, we can create a number of different products. The manufacturing process consists of two 
phases, the first of which takes approximately thirteen to fifteen weeks and results in wafers that have the potential 
to yield multiple products within a given product family. After the completion of this phase, the wafers are stored 
pending customer orders. Once we receive orders for a particular product, we perform the second phase, consisting 
of final wafer processing, assembly, burn-in and test, which takes approximately eight to ten weeks to complete. 
Substrates are required in the second phase before the assembly process can begin for many of our products. This 
two-step manufacturing process enables us to significantly shorten our product lead times, providing flexibility for 
customization and to increase the availability of our products. 
All of our manufactured wafers, including wafers for our APU products, are tested for electrical compliance 
and most are packaged at Advanced Semiconductor Engineering (“ASE”) which is located in Taiwan. Wistron 
Neweb Corporation in Taiwan manufactures the boards for our APU product line. Our test procedures require that 
all of our products be subjected to accelerated burn-in and extensive functional electrical testing which is performed 
at our Taiwan and U.S. test facilities. Our radiation-hardened products are assembled and tested at Silicon Turnkey 
Solutions Inc., located near our Sunnyvale, California headquarters facility. 
Research and Development 
We have devoted substantial resources in the last eight years on the development of our APU products. Our 
research and development staff includes engineering professionals with extensive experience in the areas of high-

13 
speed circuit design, including APU design, as well as SRAM design and systems level networking and 
telecommunications equipment design. Additionally, we have assembled a team of software development experts in 
Israel needed for the development of the various levels of software required in the use of our APU products. The 
design process for our products is complex. As a result, we have made substantial investments in computer-aided 
design and engineering resources to manage our design process. 
Competition 
Our existing and potential competitors include many large domestic and international companies, some of 
which have substantially greater resources, offer other types of memory and/or non-memory technologies and may 
have longer standing relationships with OEM customers than we do. Unlike us, some of our principal competitors 
maintain their own semiconductor fabs, which may, at times, provide them with capacity, cost and technical 
advantages. 
Our principal competitors include NVIDIA Corporation and Intel Corporation for our in-place associative 
computing solutions and Infineon Technologies AG, Integrated Silicon Solution and REC for our SRAM products.  
We expect additional competitors to enter the associative computing market as well. While some of our competitors 
offer a broader array of products and offer some of their products at lower prices than we do, we believe that our 
focus on performance leadership provides us with key competitive advantages. 
We believe that our ability to compete successfully in the rapidly evolving markets for “big data” and 
memory products for the networking and telecommunications markets depends on a number of factors, including: 
• 
product performance, features, including low power consumption, quality, reliability and price;  
• 
manufacturing flexibility, product availability and customer service throughout the lifetime of the 
product;  
• 
the availability of software tools, such as compilers and libraries that enable customers to easily design 
products for their specific needs; 
• 
the timing and success of new product introductions by us, our customers and our competitors; and  
• 
our ability to anticipate and conform to new industry standards. 
We believe we compete favorably with our competitors based on these factors. However, we may not be able 
to compete successfully in the future with respect to any of these factors. Our failure to compete successfully in 
these or other areas could harm our business. 
The market for networking memory products is competitive and is characterized by technological change, 
declining average selling prices and product obsolescence. Competition could increase in the future from existing 
competitors and from other companies that may enter our existing or future markets with solutions that may be less 
costly or provide higher performance or more desirable features than our products. This increased competition may 
result in price reductions, reduced profit margins and loss of market share. 
In addition, we are vulnerable to advances in technology by competitors, including new SRAM architectures 
as well as new forms of Dynamic Random Access Memory (“DRAM”) and other new memory technologies. 
Because we have limited experience developing integrated circuit products other than Very Fast SRAMs, any efforts 
by us to introduce new products based on new technology, including our new in-place associative computing 
products, may not be successful and, as a result, our business may suffer. 
Annual Report

14 
Intellectual Property 
Our ability to compete successfully depends, in part, upon our ability to protect our proprietary technology 
and information. We rely on a combination of patents, copyrights, trademarks, trade secret laws, non-disclosure and 
other contractual arrangements and technical measures to protect our intellectual property. We believe that it is 
important to maintain a large patent portfolio to protect our innovations. We currently hold 128 United States 
patents, including 60 memory patents and 68 associative computing patents, and have in excess of a dozen patent 
applications pending. We cannot assure you that any patents will be issued as a result of our pending applications. 
We believe that factors such as the technological and creative skills of our personnel and the success of our ongoing 
product development efforts are also important in maintaining our competitive position. We generally enter into 
confidentiality or license agreements with our employees, distributors, customers and potential customers and limit 
access to our proprietary information. Our intellectual property rights, if challenged, may not be upheld as valid, 
may not be adequate to prevent misappropriation of our technology or may not prevent the development of 
competitive products. Additionally, we may not be able to obtain patents or other intellectual property protection in 
the future. Furthermore, the laws of certain foreign countries in which our products are or may be developed, 
manufactured or sold, including various countries in Asia, may not protect our products or intellectual property 
rights to the same extent as do the laws of the United States and thus make the possibility of piracy of our 
technology and products more likely in these countries. 
The semiconductor industry is characterized by vigorous protection and pursuit of intellectual property rights, 
which have resulted in significant and often protracted and expensive litigation. We or our foundry from time to 
time are notified of claims that we may be infringing patents or other intellectual property rights owned by third 
parties. We have been involved in patent infringement litigation in the past.  We have been subject to other 
intellectual property claims in the past and we may be subject to additional claims and litigation in the future. 
Litigation by or against us relating to allegations of patent infringement or other intellectual property matters could 
result in significant expense to us and divert the efforts of our technical and management personnel, whether or not 
such litigation results in a determination favorable to us. In the event of an adverse result in any such litigation, we 
could be required to pay substantial damages, cease the manufacture, use and sale of infringing products, expend 
significant resources to develop non-infringing technology, discontinue the use of certain processes or obtain 
licenses to the infringing technology. Licenses may not be offered or the terms of any offered licenses may not be 
acceptable to us. If we fail to obtain a license from a third party for technology used by us, we could incur 
substantial liabilities and be required to suspend the manufacture of products or the use by our foundry of certain 
processes. 
Human Capital Resources 
As of March 31, 2024, we had 148 full-time employees, including 101 engineers, of which 64 are engaged in 
research and development and 45 have PhD or MS degrees, 16 employees in sales and marketing, 10 employees in 
general and administrative capacities and 59 employees in manufacturing. Of these employees, 50 are based in our 
Sunnyvale facility, 54 are based in our Taiwan facility and 30 are based in our Israel facility. We believe that our 
future success will depend in large part on our ability to attract and retain highly-skilled, engineering, managerial, 
sales and marketing personnel. Our employees are not represented by any collective bargaining unit, and we have 
never experienced a work stoppage. We believe that our employee relations are good. 
Compensation and benefits 
 
Our goal is to attract, motivate and retain talent with a focus on encouraging performance, promoting 
accountability and adhering to our company values. The future growth and success of our company largely depends 
on our ability to attract, train and retain qualified professionals. As part of our effort to do so, we offer competitive 
compensation and benefit programs including a 401(k) Plan, stock options for all employees, flexible spending 

15 
accounts and paid time off. We understand that effective compensation and benefits programs are important in 
retaining high-performing and qualified individuals. We continue to assess our healthcare and retirement benefits 
each year in order to provide competitive benefits to our employees. 
Diversity, inclusion and belonging 
 
We are committed to our continued efforts to increase diversity and foster an inclusive work environment that 
supports the global workforce and the communities we serve. We recruit the best people for the job regardless of 
gender, ethnicity or other protected traits and it is our policy to fully comply with all laws applicable to 
discrimination in the workplace. Our diversity, equity and inclusion principles are also reflected in our employee 
training and policies. We continue to enhance our diversity, equity and inclusion policies which are guided by our 
executive leadership team. 
Ethics & Corporate Responsibility 
 
We are committed to ensuring ethical organizational governance, embracing diversity and inclusion in the 
board room and throughout the organization and are committed to observing fair, transparent, and accountable 
operating practices. We seek to create and foster a healthy, balanced, and ethical work environment for everyone in 
our organization. To this end, we promote an ethical organizational culture and encourage all employees to raise 
questions or concerns about actual or potential ethical issues and company policies and to offer suggestions about 
how we can make our organization better. These practices are set forth in our Code of Business Conduct and Ethics, 
which is periodically reviewed by all of our employees and is available on our website under “Corporate 
Governance.” 
Health and safety 
 
We are committed to maintain a safe and healthy workplace for our employees. Our policies and practices are 
intended to protect our employees. 
Investor Information 
You can access financial and other information in the Investor Relations section of our website at 
www.gsitechnology.com. We make available, on our website, free of charge, copies of our annual report on 
Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports filed or 
furnished pursuant to Section 13(a) or 15(d) of the Exchange Act as soon as reasonably practicable after filing such 
material electronically or otherwise furnishing it to the SEC. 
The charters of our Audit Committee, our Compensation Committee, and our Nominating and Governance 
Committee, our code of conduct (including code of ethics provisions that apply to our principal executive officer, 
principal financial officer, controller, and senior financial officers) and our corporate governance guidelines are also 
available at our website under “Corporate Governance.” These items are also available to any stockholder who 
requests them by calling (408) 331-8800. The contents of our website are not incorporated by reference in this 
report. 
The SEC maintains an Internet site that contains reports, proxy statements and other information regarding 
issuers that file electronically with the SEC at www.sec.gov. 
Annual Report

16 
Information About Our Executive Officers 
The following table sets forth certain information concerning our executive officers as of June 1, 2024: 
Name 
     
Age 
     
Title 
Lee-Lean Shu 
 
69 
 President, Chief Executive Officer and Chairman 
Avidan Akerib 
 
68 
 Vice President, Associative Computing 
Patrick Chuang 
 
74 
 Senior Vice President, Memory Design 
Didier Lasserre 
 
59 
 Vice President, Sales 
Douglas Schirle 
 
69 
 Chief Financial Officer 
Bor-Tay Wu 
 
72 
 Vice President, Taiwan Operations 
Ping Wu 
 
67 
 Vice President, U.S. Operations 
Lee-Lean Shu co-founded our company in March 1995 and has served as our President and Chief Executive 
Officer and as a member of our Board of Directors since inception. Since October 2000, Mr. Shu has also served as 
Chairman of our Board. From January 1995 to March 1995, Mr. Shu was Director, SRAM Design at Sony 
Microelectronics Corporation, a semiconductor company and a subsidiary of Sony Corporation, and from July 1990 
to January 1995, he was a design manager at Sony Microelectronics Corporation. 
Avidan Akerib has served as our Vice President, Associative Computing since MikaMonu Group Ltd. was 
acquired in November 2015. From July 2011 to November 2015, Dr. Akerib served as co-founder and chief 
technologist of MikaMonu Group Ltd, a developer of computer in-memory and storage technologies. From 
July 2008 to March 2011, Dr. Akerib served as chief scientist of ZikBit Ltd., a developer of DRAM computing 
technologies. From Jan 2001 to July 2007, Dr. Akerib was the General Manager of NeoMagic Israel, a supplier of 
low-power audio and video integrated circuits for mobile use. Dr. Akerib has a PhD in applied mathematics and 
computer science from the Weizmann Institute of Science, Israel, and an MSc and BSc in electrical engineering 
from Tel Aviv University and Ben Gurion University, respectively. Dr. Akerib is the inventor of more than 50 
patents related to parallel and In Memory Associative Computing. 
Patrick Chuang has served as our Senior Vice President, Memory Design since we acquired substantially all 
of the assets related to the SRAM memory device product line of Sony Corporation in July 2009. From July 1990 to 
July 2009, Mr. Chuang served as the Senior Vice President, Memory Design at Sony Microelectronics Corporation, 
a semiconductor company and a subsidiary of Sony Corporation. From 1980 to 1990, Mr. Chuang served as Design 
Director of NMOS DRAM at Advanced Micro Devices, a semiconductor manufacturing company.   
Didier Lasserre has served as our Vice President, Sales since July 2002. From November 1997 to July 2002, 
Mr. Lasserre served as our Director of Sales for the Western United States and Europe. From July 1996 to 
October 1997, Mr. Lasserre was an account manager at Solectron Corporation, a provider of electronics 
manufacturing services. From June 1988 to July 1996, Mr. Lasserre was a field sales engineer at Cypress 
Semiconductor Corporation, a semiconductor company. 
Douglas Schirle has served as our Chief Financial Officer since August 2000. From June 1999 to 
August 2000, Mr. Schirle served as our Corporate Controller. From March 1997 to June 1999, Mr. Schirle was the 
Corporate Controller at Pericom Semiconductor Corporation, a provider of digital and mixed signal integrated 
circuits. From November 1996 to February 1997, Mr. Schirle was Vice President, Finance for Paradigm 
Technology, a manufacturer of SRAMs, and from December 1993 to October 1996, he was the Controller for 
Paradigm Technology. Mr. Schirle was formerly a certified public accountant. 

17 
Bor-Tay Wu has served as our Vice President, Taiwan Operations since January 1997. From January 1995 to 
December 1996, Mr. Wu was a design manager at Atalent, an IC design company in Taiwan. 
Ping Wu has served as our Vice President, U.S. Operations since September 2006. He served in the same 
capacity from February 2004 to April 2006. From April 2006 to August 2006, Mr. Wu was Vice President of 
Operations at QPixel Technology, a semiconductor company. From July 1999 to January 2004, Mr. Wu served as 
our Director of Operations. From July 1997 to June 1999, Mr. Wu served as Vice President of Operations at Scan 
Vision, a semiconductor manufacturer. 
Item 1A.    Risk Factors 
Our future performance is subject to a variety of risks. If any of the following risks actually occur, our 
business, financial condition and results of operations could suffer and the trading price of our common stock could 
decline. Additional risks that we currently do not know about or that we currently believe to be immaterial may also 
impair our business operations. You should also refer to other information contained in this report, including our 
consolidated financial statements and related notes. 
Risk Factor Summary 
Our business is subject to numerous risks and uncertainties, which are more fully described in the Risk 
Factors below. These risks include, but are not limited to: 
Risks Related to Our Business and Financial Condition 
• 
Unpredictable fluctuations in our operating results could cause our stock price to decline. 
• 
Our largest OEM customer accounts for a significant percentage of our net revenues. If this customer, or 
any of our other major customers, reduces the amount they purchase, stops purchasing our products or 
fails to pay us, our financial position and operating results will suffer.  
• 
We cannot assure you that our evaluation of strategic alternatives will result in any particular outcome, 
and the perceived uncertainties related to the Company could adversely affect our business and our 
shareholders. 
• 
Higher interest rates, worldwide inflationary pressures, the evolving conflict in the Middle East, the 
military conflict in Ukraine, and the decline in the global economic environment may adversely affect 
our revenues, results of operations and financial condition. 
• 
We have incurred significant losses and may incur losses in the future. 
• 
If we fail to maintain effective internal control over financial reporting in the future, the accuracy and 
timing of our financial reporting may be adversely affected. 
• 
If we determine that our goodwill and intangible assets have become impaired, we may incur impairment 
charges, which would negatively impact our operating results.  
• 
We depend upon the sale of our Very Fast SRAMs for most of our revenues while we transform the 
focus of our business to the sale of in-place associative computing products and services, and a downturn 
in demand for Very Fast SRAM products or we are unable to achieve our revenue goals for our new in-
place associative computing products and services, may cause us to experience cash shortfalls that would 
harm our business and our future prospects. 
• 
Our future success is substantially dependent on the successful introduction of new in-place associative 
computing products which entails significant risks. 
• 
We are dependent on a number of single source suppliers. 
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18 
• 
If we do not successfully develop new products to respond to rapid market changes due to changing 
technology and evolving industry standards, particularly in the networking and telecommunications 
markets, our business will be harmed. 
• 
If we are unable to offset increased wafer fabrication and assembly costs, our gross margins will suffer. 
• 
We are subject to the highly cyclical nature of the networking and telecommunications markets. 
• 
We rely heavily on distributors and our business will be negatively impacted if we are unable to develop 
and manage distribution channels and accurately forecast future sales through our distributors. 
• 
The average selling prices of our products are expected to decline. 
• 
We are substantially dependent on the continued services of our senior management and other key 
personnel. If we are unable to recruit or retain qualified personnel, our business could be harmed. 
• 
Cyber-attacks and systems integration issues could disrupt our operations or the operations of our 
partners and result in reduced revenue, increased costs, liability claims, reputational harm. 
• 
Demand for our products may decrease if our OEM customers experience difficulty manufacturing, 
marketing or selling their products. 
• 
Our products have lengthy sales cycles that make it difficult to plan our expenses and forecast results. 
• 
Our business could be negatively affected as a result of actions of activist stockholders or others. 
• 
Our acquisition of companies or technologies could prove difficult to integrate, disrupt our business, 
dilute stockholder value and adversely affect our operating results. 
• 
Our business will suffer if we are unable to protect our intellectual property or if there are claims that we 
infringe third party intellectual property rights. 
• 
Any significant order cancellations or order deferrals could adversely affect our operating results. 
• 
If our business grows, such growth may place a significant strain on our management and operations. 
Risks Related to Manufacturing and Product Development 
• 
We may experience difficulties in transitioning our manufacturing process technologies, which may 
result in reduced manufacturing yields, delays in product deliveries and increased expenses. 
• 
Manufacturing process technologies are subject to rapid change and require significant expenditures.  
• 
Our products may contain defects, which could reduce revenues or result in claims against us. 
Risks Related to Our International Business and Operations 
• 
The international political, social and economic environment, including the risks for escalating military 
conflicts, particularly relating to Israel and Taiwan, may affect our business performance. 
• 
Certain of our independent suppliers and OEM customers have operations in the Pacific Rim, an area 
subject to significant risk of natural disasters and outbreak of contagious diseases. 
• 
The United States could materially modify certain international trade agreements, or change tax 
provisions related to the global manufacturing and sales of our products.  
• 
Some of our products are incorporated into advanced military electronics, and changes in international 
geopolitical circumstances and domestic budget considerations may hurt our business. 

19 
Risks Relating to Our Common Stock and the Securities Market 
• 
The trading price of our common stock is subject to fluctuation and is likely to be volatile. 
• 
We may need to raise additional capital in the future, which may not be available on favorable terms or at 
all, and which may cause dilution to existing stockholders. 
• 
Our executive officers, directors and their affiliates hold a substantial percentage of our common stock. 
• 
The provisions of our charter documents might inhibit potential acquisition bids that a stockholder might 
believe are desirable, and the market price of our common stock could be lower as a result. 
Risks Related to Our Business and Financial Condition 
Unpredictable fluctuations in our operating results could cause our stock price to decline. 
Our quarterly and annual revenues, expenses and operating results have varied significantly and are likely to 
vary in the future. For example, in the twelve fiscal quarters ended March 31, 2024, we recorded net revenues of as 
much as $9.0 million and as little as $5.2 million, and operating losses from $2.9 million to $6.7 million. We 
therefore believe that period-to-period comparisons of our operating results are not a good indication of our future 
performance, and you should not rely on them to predict our future performance or the future performance of our 
stock price. Furthermore, if our operating expenses exceed our expectations, our financial performance could be 
adversely affected. Factors that may affect periodic operating results in the future include: 
• 
commercial acceptance of our associative computing products; 
• 
commercial acceptance of our RadHard and RadTolerant products; 
• 
changes in our customers' inventory management practices; 
• 
unpredictability of the timing and size of customer orders, since most of our customers purchase our 
products on a purchase order basis rather than pursuant to a long-term contract; 
• 
changes in our product pricing policies, including those made in response to new product 
announcements, pricing changes of our competitors and price increases by our foundry and suppliers; 
• 
our ability to anticipate and conform to new industry standards; 
• 
fluctuations in availability and costs associated with materials and manufacturing services needed to 
satisfy customer requirements caused by supply constraints; 
• 
restructuring, asset and goodwill impairment and related charges, as well as other accounting changes or 
adjustments; 
• 
manufacturing defects, which could cause us to incur significant warranty, support and repair costs, lose 
potential sales, harm our relationships with customers and result in write-downs; and 
• 
our ability to address technology issues as they arise, improve our products' functionality and expand our 
product offerings. 
Our expenses are, to a large extent, fixed, and we expect that these expenses will increase in the future. In 
fiscal years 2022 and 2023, we experienced price increases for raw materials, including a 20% increase in the price 
of wafers that was implemented in early calendar 2022 and a 6% increase that was implemented in early calendar 
2023, as well as varying pricing increases for manufacturing services due to the supply chain constraints in the 
semiconductor market. We may not be able to adjust our spending quickly if our revenues fall short of our 
Annual Report

20 
expectations. If this were to occur, our operating results would be harmed. If our operating results in future quarters 
fall below the expectations of market analysts and investors, the price of our common stock could fall. 
Higher interest rates, worldwide inflationary pressures, the evolving conflict in Israel, the military conflict in 
Ukraine, and the decline in the global economic environment have caused increased stock market volatility and 
uncertainty in customer demand and the worldwide economy in general, and we may continue to experience 
decreased sales and revenues in the future. We expect such impact will in particular affect our SRAM sales and has 
also impacted the launch of our APU product to some degree and the adoption of RadHard and RadTolerant SRAM 
products by aerospace and military customers. However, the magnitude of such impact on our business and its 
duration is highly uncertain. 
Our largest OEM customer accounts for a significant percentage of our net revenues. If this customer, or 
any of our other major customers, reduces the amount they purchase or stop purchasing our products, our 
operating results will suffer. 
Nokia, our largest customer, purchases our products directly from us and through contract manufacturers and 
distributors.  Purchases by Nokia represented approximately 21%, 17% and 29% of our net revenues in fiscal 2024, 
2023 and 2022, respectively. We expect that our operating results in any given period will continue to depend 
significantly on orders from our key OEM customers, particularly Nokia, and our future success is dependent to a 
large degree on the business success of this customer over which we have no control. We do not have long-term 
contracts with Nokia or any of our other major OEM customers, distributors or contract manufacturers that obligate 
them to purchase our products.  We expect that future direct and indirect sales to Nokia and our other key OEM 
customers will continue to fluctuate significantly on a quarterly basis and that such fluctuations may substantially 
affect our operating results in future periods. If we fail to continue to sell to our key OEM customers, distributors or 
contract manufacturers in sufficient quantities, our business could be harmed. 
We cannot assure you that our evaluation of strategic alternatives will result in any particular outcome, 
and the perceived uncertainties related to the Company could adversely affect our business and our stockholders. 
On May 2, 2024, we announced that we had initiated a broad strategic review to maximize stockholder value, 
which includes an evaluation of a wide range of options including equity or debt financing, divestiture of assets, 
technology licensing or other strategic arrangements including a sale of the Company. We have not set a timetable 
for the completion of the strategic review process, nor have we made any decisions relating to any strategic 
alternative at this time. No assurance can be given as to the outcome of the process, including whether the process 
will result in any particular outcome. Any potential transaction may be dependent on a number of factors that may 
be beyond our control, for example, market conditions, industry trends or acceptable terms. The process of 
reviewing potential strategic alternatives may be time consuming, distracting and disruptive to our business 
operations. In addition, given that the exploration of strategic alternatives may eventually result in a potential sale, 
merger or other strategic transaction, any perceived uncertainty regarding our future operations or employment 
needs may limit our ability to retain or hire qualified personnel and may contribute to unplanned loss of highly 
skilled employees through attrition, and result in the loss of customers, suppliers and other key business partners. 
We may ultimately determine that no transaction is in the best interest of our stockholders. Speculation regarding 
any developments associated with our review of strategic alternatives and any perceived uncertainties related to the 
Company or its business could cause the price of our shares to fluctuate significantly. 

21 
Higher interest rates, worldwide inflationary pressures, the evolving conflict in the Middle East, the 
military conflict in Ukraine, and the resulting decline in the global economic environment are expected to 
adversely affect our revenues, results of operations and financial condition. 
Our business is expected to be materially adversely affected by higher interest rates, worldwide inflationary 
pressures, the evolving conflict in the Middle East and the military conflict in Ukraine, all of which are contributing 
to a decline in the global economic environment.  
Our quarterly revenues have been flat and trended downward in the past year due to the decline in the global 
economic environment that has resulted in less demand for GSI’s products. We expect that a continued rise in 
interest rates, continued inflationary pressures, the evolving conflict in the Middle East, continued uncertainties in 
the business climate caused by the military conflict in Ukraine and related fluctuations in energy prices will 
adversely impact demand for new and existing products, and to impact the mindset of potential commercial partners 
to launch new products using GSI’s technology.  The resulting decline in the global economic environment is 
expected to have an adverse impact on our business and financial condition. 
Disruptions in the capital and financial markets as a result of higher interest rates, worldwide inflationary 
pressures, the evolving conflict in the Middle East, the military conflict in Ukraine, and the decline in the global 
economic environment may also adversely affect our ability to obtain additional liquidity should the impacts of a 
decline in the global economic environment continue for a prolonged period. 
We have incurred significant losses and may incur losses in the future. 
We have incurred significant losses. We incurred net losses of $20.1 million, $16.0 million and $16.4 million 
during fiscal 2024, 2023 and 2022, respectively. There can be no assurance that our Very Fast SRAMs will continue 
to receive broad market acceptance, that our new product development initiatives will be successful or that we will 
be able to achieve sustained revenue growth or profitability. 
We identified a material weakness in our internal control over financial reporting in the past. If we fail to 
maintain effective internal control over financial reporting in the future, the accuracy and timing of our financial 
reporting may be adversely affected. 
Effective internal control over financial reporting is necessary for us to provide reliable financial reports and, 
together with adequate disclosure controls and procedures, are designed to prevent fraud. Any failure to implement 
required new or improved controls, or difficulties encountered in their implementation could cause us to fail to meet 
our reporting obligations. In addition, any testing by us conducted in connection with Section 404(a) of the 
Sarbanes-Oxley Act, or any testing by our independent registered public accounting firm, may reveal deficiencies in 
our internal control over financial reporting that are deemed to be material weaknesses or that may require 
prospective or retroactive changes to our financial statements or identify other areas for further attention or 
improvement. Inferior internal control over financial reporting could also cause investors to lose confidence in our 
reported financial information, which could have a negative effect on the trading price of our common stock. 
In the course of preparing our financial statements for the fiscal year ended March 31, 2022, we identified a 
material weakness in our internal control over financial reporting which remained un-remediated at March 31, 2023. 
During fiscal 2024, we identified and implemented remedial measures to address the control deficiencies that led to 
the material weakness and determined that the material weakness was remediated as of March 31, 2024. However, 
there can be no assurance that remedial measures will continue to operate or that they will prevent other control 
deficiencies or material weaknesses in our control over financial reporting in the future. 
Annual Report

22 
We are a non-accelerated filer. For so long as we remain a non-accelerated filer, our independent registered 
public accounting firm will not be required to attest to the effectiveness of our internal control over financial 
reporting pursuant to Section 404(b) of the Sarbanes-Oxley Act. An independent assessment of the effectiveness of 
our internal control over financial reporting could detect problems that our management’s assessment might not. 
Undetected material weaknesses in our internal control over financial reporting could lead to financial statement 
restatements and require us to incur the expense of remediation.  
If we determine that our goodwill and intangible assets have become impaired, we may incur impairment 
charges, which would negatively impact our operating results. 
Goodwill represents the difference between the purchase price and the estimated fair value of the identifiable 
assets acquired and liabilities assumed in a business combination, such as our acquisition of MikaMonu Group Ltd. 
in fiscal 2016.  We test for goodwill impairment on an annual basis, or more frequently if events or changes in 
circumstances indicate that the asset is more likely than not impaired.  If the carrying value of a material asset is 
determined to be impaired, it will be written down to fair value by a charge to operating earnings. As of March 31, 
2023 and 2024, we had a goodwill balance of $8.0 million and intangible assets of $1.8 million and $1.6 million at 
March 31, 2023 and 2024, respectively, from the MikaMonu acquisition. An adverse change in market conditions, 
including a sustained decline in our stock price, loss of significant customers, or a weakened demand for our 
products could be considered to be an impairment triggering event. If such change has the effect of changing one of 
our critical assumptions or estimates, a change to the estimation of fair value could result in an impairment charge to 
our goodwill or intangible assets, which would negatively impact our operating results and harm our business. In the 
fiscal year ended March 31, 2023, we identified sustained declines in our stock price that resulted in our market 
capitalization being below the carrying value of our stockholders’ equity. We concluded the sustained declines in 
our stock price were triggering events and proceeded with quantitative goodwill impairment assessments. The 
results of the quantitative goodwill impairment assessments that we performed indicated the fair value of our sole 
reporting unit exceeded its carrying value as of December 31, 2022, February 28, 2023 and March 31, 2023. 
While we currently depend upon the sale of our Very Fast SRAMs for most of our revenues, we are in the 
process of transforming the focus of our business to the sale of in-place associative computing products and 
services, and if there is a downturn in demand for Very Fast SRAMs or we are unable to achieve our revenue 
goals for our new in-place associative computing products and services, we may experience cash shortfalls that 
would harm our business and our future prospects.  
We currently derive most of our revenues from the sale of Very Fast SRAMs, and we expect that sales of 
these products will represent a significant majority of our revenues for the next several years. We are in the process 
of transforming the focus of our business to the sale of in-place associative computing products and services instead 
of Very Fast SRAMs.  Our financial results and cash flow depend in large part upon continued demand for our Very 
Fast SRAM products in the markets we currently serve.  Our future financial results and cash flow will increasingly 
depend upon our ability to generate revenues from the sale of in-place associative computing products and services.  
Market adoption of our in-place associative computing products and services will be dependent upon our ability to 
increase customer awareness of the benefits of those products and services. We may not be able to sustain our 
revenues from sales of our SRAM products or increase our revenues from our in-place associative computing 
products and services, particularly if the networking and telecommunications markets experience a significant 
downturn, or we are unable to obtain market traction for our in-place associative computing products and services. 
Any decrease in revenues from sales of our Very Fast SRAM products or failure to achieve the revenue goals for our 
in-place associative computing products and services could result in revenue shortfalls that would leave our business 
with inadequate cash to finance operations. 

23 
Our future success is substantially dependent on the successful introduction of new in-place associative 
computing products which entails significant risks.   
Since 2015, our principal strategic objective has been the development of our first in-place associative 
computing product.  We have devoted, and will continue to devote, substantial efforts and resources to the 
development of our new family of in-place associative computing products.  This ongoing project involves the 
commercialization of new, cutting-edge technology, will require a continuing substantial effort during fiscal 2025 
and will be subject to significant risks.  In addition to the typical risks associated with the development of 
technologically advanced products, this project will be subject to enhanced risks of technological problems related 
to the development of this entirely new category of products, substantial risks of delays or unanticipated costs that 
may be encountered, and risks associated with the establishment of entirely new markets and customer and partner 
relationships. The establishment of new customer and partner relationships and selling our in-place associative 
computing products to such new customers is a significant undertaking that requires us to invest heavily in our sales 
team, enter into new channel partner relationships, expand our marketing activities and change the focus of our 
business and operations. Our inability to successfully establish a market for the product that we have developed will 
have a material adverse effect on our future financial and business success, including our prospects for increased 
revenues. Additionally, if we are unable to meet the expectations of market analysts and investors with respect to 
this major product introduction effort, then the price of our common stock could fall. 
We are dependent on a number of single source suppliers, and if we fail to obtain adequate supplies, our 
business will be harmed and our prospects for growth will be curtailed. 
We currently purchase several key components used in the manufacture of our products from single sources 
and are dependent upon supply from these sources to meet our needs. If any of these suppliers cannot provide 
components on a timely basis, at the same price or at all, our ability to manufacture our products will be constrained 
and our business will suffer. For example, due to worldwide inflationary pressures, the cost of wafers and assembly 
services have increased by approximately 25% since the beginning of fiscal 2021. Most significantly, we obtain 
wafers for our Very Fast SRAM and APU products from a single foundry, TSMC, and most of them are packaged at 
ASE.  If we are unable to obtain an adequate supply of wafers from TSMC or find alternative sources in a timely 
manner, we will be unable to fulfill our customer orders and our operating results will be harmed. We do not have 
supply agreements with TSMC, ASE or any of our other independent assembly and test suppliers, and instead obtain 
manufacturing services and products from these suppliers on a purchase-order basis. Our suppliers, including 
TSMC, have no obligation to supply products or services to us for any specific product, in any specific quantity, at 
any specific price or for any specific time period. As a result, the loss or failure to perform by any of these suppliers 
could adversely affect our business and operating results. 
Should any of our single source suppliers experience manufacturing failures or yield shortfalls, be disrupted 
by natural disaster, military action or political instability, choose to prioritize capacity or inventory for other uses or 
reduce or eliminate deliveries to us for any other reason, we likely will not be able to enforce fulfillment of any 
delivery commitments and we would have to identify and qualify acceptable replacements from alternative sources 
of supply. In particular, if TSMC is unable to supply us with sufficient quantities of wafers to meet all of our 
requirements, we would have to allocate our products among our customers, which would constrain our growth and 
might cause some of them to seek alternative sources of supply. Since the manufacturing of wafers and other 
components is extremely complex, the process of qualifying new foundries and suppliers is a lengthy process and 
there is no assurance that we would be able to find and qualify another supplier without materially adversely 
affecting our business, financial condition and results of operations. 
Annual Report

24 
If we do not successfully develop new products to respond to rapid market changes due to changing 
technology and evolving industry standards, particularly in the networking and telecommunications markets, our 
business will be harmed.  
If we fail to offer technologically advanced products and respond to technological advances and emerging 
standards, we may not generate sufficient revenues to offset our development costs and other expenses, which will 
hurt our business. The development of new or enhanced products is a complex and uncertain process that requires 
the accurate anticipation of technological and market trends. In particular, the networking and telecommunications 
markets are rapidly evolving and new standards are emerging. We are vulnerable to advances in technology by 
competitors, including new SRAM architectures, new forms of DRAM and the emergence of new memory 
technologies that could enable the development of products that feature higher performance or lower cost. In 
addition, the trend toward incorporating SRAM into other chips in the networking and telecommunications markets 
has the potential to reduce future demand for Very Fast SRAM products. We may experience development, 
marketing and other technological difficulties that may delay or limit our ability to respond to technological 
changes, evolving industry standards, competitive developments or end-user requirements. For example, because we 
have limited experience developing integrated circuits, or IC, products other than Very Fast SRAMs, our efforts to 
introduce new products may not be successful and our business may suffer. Other challenges that we face include: 
• 
our products may become obsolete upon the introduction of alternative technologies;  
• 
we may incur substantial costs if we need to modify our products to respond to these alternative 
technologies; 
• 
we may not have sufficient resources to develop or acquire new technologies or to introduce new 
products capable of competing with future technologies; 
• 
new products that we develop may not successfully integrate with our end-users’ products into which 
they are incorporated;  
• 
we may be unable to develop new products that incorporate emerging industry standards;  
• 
we may be unable to develop or acquire the rights to use the intellectual property necessary to implement 
new technologies; and  
• 
when introducing new or enhanced products, we may be unable to effectively manage the transition from 
older products. 
If we are unable to offset increased wafer fabrication and assembly costs by increasing the average selling 
prices of our products, our gross margins will suffer. 
If there is a significant upturn in the demand for the manufacturing and assembly of semiconductor products 
as occurred in fiscal 2022, the available supply of wafers and packaging services may be limited. As a result, we 
could be required to obtain additional manufacturing and assembly capacity in order to meet increased demand. 
Securing additional manufacturing and assembly capacity may cause our wafer fabrication and assembly costs to 
increase. Inflationary pressures may also cause our wafer fabrication costs to increase. If we are unable to offset 
these increased costs by increasing the average selling prices of our products, our gross margins will decline. 
We are subject to the highly cyclical nature of the networking and telecommunications markets. 
Our Very Fast SRAM products are incorporated into routers, switches, wireless local area network 
infrastructure equipment, wireless base stations and network access equipment used in the highly cyclical 
networking and telecommunications markets. We expect that the networking and telecommunications markets will 

25 
continue to be highly cyclical, characterized by periods of rapid growth and contraction. Our business and our 
operating results are likely to fluctuate, perhaps quite severely, as a result of this cyclicality. 
The market for Very Fast SRAMs is highly competitive. 
The market for Very Fast SRAMs, which are used primarily in networking and telecommunications 
equipment, is characterized by price erosion, rapid technological change, cyclical market patterns and intense 
foreign and domestic competition. Several of our competitors offer a broad array of memory products and have 
greater financial, technical, marketing, distribution and other resources than we have. Some of our competitors 
maintain their own semiconductor fabrication facilities, which may provide them with capacity, cost and technical 
advantages over us. We cannot assure you that we will be able to compete successfully against any of these 
competitors. Our ability to compete successfully in this market depends on factors both within and outside of our 
control, including: 
• 
real or perceived imbalances in supply and demand of Very Fast SRAMs;  
• 
the rate at which OEMs incorporate our products into their systems;  
• 
the success of our customers’ products;  
• 
the price of our competitors’ products relative to the price of our products;  
• 
our ability to develop and market new products; and 
• 
the supply and cost of wafers. 
In fiscal 2022 and 2023 we experienced increases of 20% and 6%, respectively, in wafer fabrication costs due 
to supply chain constraints, which resulted in us increasing the cost of our products. Inflationary pressures are 
expected to result in additional increases in our wafer fabrication costs, which may require us to further increase the 
cost of our products. Our customers may decide to purchase products from our competitors rather than accept these 
price increases and our business may suffer. There can be no assurance that we will be able to compete successfully 
in the future. Our failure to compete successfully in these or other areas could harm our business.  
We rely heavily on distributors and our success depends on our ability to develop and manage our indirect 
distribution channels. 
A significant percentage of our sales are made to distributors and to contract manufacturers who incorporate 
our products into end products for OEMs. For example, in fiscal 2024, 2023 and 2022, our largest distributor Avnet 
Logistics accounted for 50.6%, 48.1% and 38.0%, respectively, of our net revenues. Avnet Logistics and our other 
existing distributors may choose to devote greater resources to marketing and supporting the products of other 
companies. Since we sell through multiple channels and distribution networks, we may have to resolve potential 
conflicts between these channels. For example, these conflicts may result from the different discount levels offered 
by multiple channel distributors to their customers or, potentially, from our direct sales force targeting the same 
equipment manufacturer accounts as our indirect channel distributors. These conflicts may harm our business or 
reputation. 
The average selling prices of our products are expected to decline, and if we are unable to offset these 
declines, our operating results will suffer. 
Historically, the average unit selling prices of our products have declined substantially over the lives of the 
products, and we expect this trend to continue. A reduction in overall average selling prices of our products could 
result in reduced revenues and lower gross margins. Our ability to increase our net revenues and maintain our gross 
Annual Report

26 
margins despite a decline in the average selling prices of our products will depend on a variety of factors, including 
our ability to introduce lower cost versions of our existing products, increase unit sales volumes of these products, 
and introduce new products with higher prices and greater margins. If we fail to accomplish any of these objectives, 
our business will suffer. To reduce our costs, we may be required to implement design changes that lower our 
manufacturing costs, negotiate reduced purchase prices from our independent foundries and our independent 
assembly and test vendors, and successfully manage our manufacturing and subcontractor relationships. Because we 
do not operate our own wafer foundry or assembly facilities, we may not be able to reduce our costs as rapidly as 
companies that operate their own foundries or facilities. 
We are substantially dependent on the continued services and performance of our senior management and 
other key personnel. 
Our future success is substantially dependent on the continued services and continuing contributions of our 
senior management who must work together effectively in order to design our products, expand our business, 
increase our revenues and improve our operating results. Members of our senior management team have long-
standing and important relationships with our key customers and suppliers.  The loss of services, whether as a result 
of illness, resignation, retirement or death, of Lee-Lean Shu, our President and Chief Executive Officer, Dr. Avidan 
Akerib, our Vice President of Associative Computing, any other executive officer or other key employee could 
significantly delay or prevent the achievement of our development and strategic objectives. We do not have 
employment contracts with, nor maintain key person insurance on, any of our executive officers or other key 
employees. 
System security risks, data protection, cyber-attacks and systems integration issues could disrupt our 
internal operations or the operations of our business partners, and any such disruption could harm our 
reputation or cause a reduction in our expected revenue, increase our expenses, negatively impact our results of 
operation or otherwise adversely affect our stock price. 
Security breaches, computer malware and cyber-attacks have become more prevalent and sophisticated and 
may increase in the future due to a number of our employees working from home and the potential for retaliatory 
cyber-attacks as a result of the military conflict in Ukraine. Experienced computer programmers and hackers may be 
able to penetrate our network security or the network security of our business partners, and misappropriate or 
compromise our confidential and proprietary information, create system disruptions or cause shutdowns. The costs 
to us to eliminate or alleviate cyber or other security problems, bugs, viruses, worms, malicious software programs 
and security vulnerabilities could be significant, and our efforts to address these problems may not be successful and 
could result in interruptions and delays that may impede our sales, manufacturing, distribution or other critical 
functions. 
We manage and store various proprietary information and sensitive or confidential data relating to our 
business on the cloud. Breaches of our security measures or the accidental loss, inadvertent disclosure or 
unapproved dissemination of proprietary information or confidential data about us, including the potential loss or 
disclosure of such information or data as a result of fraud, trickery or other forms of deception, could expose us to a 
risk of loss or misuse of this information, result in litigation and potential liability for us, damage our reputation or 
otherwise harm our business. In addition, the cost and operational consequences of implementing further data 
protection measures could be significant. 
Portions of our IT infrastructure also may experience interruptions, delays or cessations of service or produce 
errors in connection with systems integration or migration work that takes place from time to time. We may not be 
successful in implementing new systems and transitioning data, which could cause business disruptions and be more 
expensive, time consuming, disruptive and resource-intensive than originally anticipated. Such disruptions could 

27 
adversely impact our ability to attract and retain customers, fulfill orders and interrupt other processes and could 
adversely affect our business, financial results, stock price and reputation. 
We may be unable to accurately forecast future sales through our distributors, which could harm our 
ability to efficiently manage our resources to match market demand. 
Our financial results, quarterly product sales, trends and comparisons are affected by fluctuations in the 
buying patterns of the OEMs that purchase our products from our distributors. While we attempt to assist our 
distributors in maintaining targeted stocking levels of our products, we may not consistently be accurate or 
successful. This process involves the exercise of judgment and use of assumptions as to future uncertainties, 
including end user demand. Inventory levels of our products held by our distributors may exceed or fall below the 
levels we consider desirable on a going-forward basis. This could result in distributors returning unsold inventory to 
us, or in us not having sufficient inventory to meet the demand for our products. If we are not able to accurately 
forecast sales through our distributors or effectively manage our relationships with our distributors, our business and 
financial results will suffer. 
A small number of customers generally account for a significant portion of our accounts receivable in any 
period, and if any one of them fails to pay us, our financial position and operating results will suffer. 
At March 31, 2024, three customers accounted for 46%, 18% and 14% of our accounts receivable, 
respectively. If any of these customers do not pay us, our financial position and operating results will be harmed. 
Generally, we do not require collateral from our customers. 
Demand for our products may decrease if our OEM customers experience difficulty manufacturing, 
marketing or selling their products. 
Our products are used as components in our OEM customers’ products, including routers, switches and other 
networking and telecommunications products. Accordingly, demand for our products is subject to factors affecting 
the ability of our OEM customers to successfully introduce and market their products, including: 
• 
capital spending by telecommunication and network service providers and other end-users who purchase 
our OEM customers’ products;  
• 
the competition our OEM customers face, particularly in the networking and telecommunications 
industries;  
• 
the technical, manufacturing, sales and marketing and management capabilities of our OEM customers;  
• 
the financial and other resources of our OEM customers; and  
• 
the inability of our OEM customers to sell their products if they infringe third-party intellectual property 
rights. 
As a result, if OEM customers reduce their purchases of our products, our business will suffer. 
Our products have lengthy sales cycles that make it difficult to plan our expenses and forecast results. 
Our products are generally incorporated in our OEM customers’ products at the design stage. However, their 
decisions to use our products often require significant expenditures by us without any assurance of success, and 
often precede volume sales, if any, by a year or more. If an OEM customer decides at the design stage not to 
incorporate our products into their products, we will not have another opportunity for a design win with respect to 
that customer’s product for many months or years, if at all. Our sales cycle can take up to 24 months to complete, 
Annual Report

28 
and because of this lengthy sales cycle, we may experience a delay between increasing expenses for research and 
development and our sales and marketing efforts and the generation of volume production revenues, if any, from 
these expenditures. Moreover, the value of any design win will largely depend on the commercial success of our 
OEM customers’ products. There can be no assurance that we will continue to achieve design wins or that any 
design win will result in future revenues. 
We are developing a subscription business model for certain of our new APU products, which will take time 
to implement and will be subject to execution risks.  The sales cycle for subscription products is different from our 
hardware sales business and we will need to implement strategies to manage customer retention, which may be more 
volatile than the hardware sales to OEM customers.  We anticipate that there will be quarterly fluctuations in the 
revenue and expenses associated with this new license-based business as we optimize the sales process for our target 
customers.  Furthermore, because of the time it takes to build a meaningful subscription business, we expect to incur 
significant expenses relating to the subscription business before generating revenue from that new business. 
Our business could be negatively affected as a result of actions of activist stockholders or others. 
We may be subject to actions or proposals from stockholders or others that may not align with our business 
strategies or the interests of our other stockholders. Responding to such actions can be costly and time-consuming, 
disrupt our business and operations, and divert the attention of our board of directors, management, and employees 
from the pursuit of our business strategies. Such activities could interfere with our ability to execute our strategic 
plan. Activist stockholders or others may create perceived uncertainties as to the future direction of our business or 
strategy which may be exploited by our competitors and may make it more difficult to attract and retain qualified 
personnel and potential customers, and may affect our relationships with current customers, vendors, investors, and 
other third parties. In addition, a proxy contest for the election of directors at our annual meeting would require us to 
incur significant legal fees and proxy solicitation expenses and require significant time and attention by management 
and our board of directors. The perceived uncertainties as to our future direction also could affect the market price 
and volatility of our securities. 
Our acquisition of companies or technologies could prove difficult to integrate, disrupt our business, dilute 
stockholder value and adversely affect our operating results. 
In November 2015, we acquired all of the outstanding capital stock of privately held MikaMonu Group Ltd., 
a development-stage, Israel-based company that specializes in in-place associative computing for markets including 
big data, computer vision and cyber security. We also acquired substantially all of the assets related to the SRAM 
memory device product line of Sony Corporation in 2009. We intend to supplement our internal development 
activities by seeking opportunities to make additional acquisitions or investments in companies, assets or 
technologies that we believe are complementary or strategic. Other than the MikaMonu and Sony acquisitions, we 
have not made any such acquisitions or investments, and therefore our experience as an organization in making such 
acquisitions and investments is limited. In connection with the MikaMonu acquisition, we are subject to risks related 
to potential problems, delays or unanticipated costs that may be encountered in the development of products based 
on the MikaMonu technology and the establishment of new markets and customer relationships for the potential new 
products.  In addition, in connection with any future acquisitions or investments we may make, we face numerous 
other risks, including: 
• 
difficulties in integrating operations, technologies, products and personnel;  
• 
diversion of financial and managerial resources from existing operations;  
• 
risk of overpaying for or misjudging the strategic fit of an acquired company, asset or technology;  
• 
problems or liabilities stemming from defects of an acquired product or intellectual property litigation 
that may result from offering the acquired product in our markets; 

29 
• 
challenges in retaining key employees to maximize the value of the acquisition or investment;  
• 
inability to generate sufficient return on investment;  
• 
incurrence of significant one-time write-offs; and  
• 
delays in customer purchases due to uncertainty. 
If we proceed with additional acquisitions or investments, we may be required to use a considerable amount 
of our cash, or to finance the transaction through debt or equity securities offerings, which may decrease our 
financial liquidity or dilute our stockholders and affect the market price of our stock. As a result, if we fail to 
properly evaluate and execute acquisitions or investments, our business and prospects may be harmed. 
If we are unable to recruit or retain qualified personnel, our business and product development efforts 
could be harmed. 
We must continue to identify, recruit, hire, train, retain and motivate highly skilled technical, managerial, 
sales and marketing and administrative personnel. Competition for these individuals is intense, and we may not be 
able to successfully recruit, assimilate or retain sufficiently qualified personnel. We may encounter difficulties in 
recruiting and retaining a sufficient number of qualified engineers, which could harm our ability to develop new 
products and adversely impact our relationships with existing and future end-users at a critical stage of development. 
The failure to recruit and retain necessary technical, managerial, sales, marketing and administrative personnel could 
harm our business and our ability to obtain new customers and develop new products. 
Claims that we infringe third party intellectual property rights could seriously harm our business and 
require us to incur significant costs. 
There has been significant litigation in the semiconductor industry involving patents and other intellectual 
property rights.  We were previously involved in protracted patent infringement litigation, and we could become 
subject to additional claims or litigation in the future as a result of allegations that we infringe others’ intellectual 
property rights or that our use of intellectual property otherwise violates the law. Claims that our products infringe 
the proprietary rights of others would force us to defend ourselves and possibly our customers, distributors or 
manufacturers against the alleged infringement. Any such litigation regarding intellectual property could result in 
substantial costs and diversion of resources and could have a material adverse effect on our business, financial 
condition and results of operations. Similarly, changing our products or processes to avoid infringing the rights of 
others may be costly or impractical. If any claims received in the future were to be upheld, the consequences to us 
could require us to: 
• 
stop selling our products that incorporate the challenged intellectual property;  
• 
obtain a license to sell or use the relevant technology, which license may not be available on reasonable 
terms or at all;  
• 
pay damages; or  
• 
redesign those products that use the disputed technology. 
Although patent disputes in the semiconductor industry have often been settled through cross-licensing 
arrangements, we may not be able in any or every instance to settle an alleged patent infringement claim through a 
cross-licensing arrangement in part because we have a more limited patent portfolio than many of our competitors. 
If a successful claim is made against us or any of our customers and a license is not made available to us on 
commercially reasonable terms or we are required to pay substantial damages or awards, our business, financial 
condition and results of operations would be materially adversely affected. 
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30 
Our business will suffer if we are unable to protect our intellectual property. 
Our success and ability to compete depends in large part upon protecting our proprietary technology. We rely 
on a combination of patent, trade secret, copyright and trademark laws and non-disclosure and other contractual 
agreements to protect our proprietary rights. These agreements and measures may not be sufficient to protect our 
technology from third-party infringement. Monitoring unauthorized use of our intellectual property is difficult and 
we cannot be certain that the steps we have taken will prevent unauthorized use of our technology, particularly in 
foreign countries where the laws may not protect our proprietary rights as fully as in the United States. Our attempts 
to enforce our intellectual property rights could be time consuming and costly. In the past, we have been involved in 
litigation to enforce our intellectual property rights and to protect our trade secrets. Additional litigation of this type 
may be necessary in the future. Any such litigation could result in substantial costs and diversion of resources. If 
competitors are able to use our technology without our approval or compensation, our ability to compete effectively 
could be harmed. 
Any significant order cancellations or order deferrals could adversely affect our operating results. 
We typically sell products pursuant to purchase orders that customers can generally cancel or defer on short 
notice without incurring a significant penalty. Any significant cancellations or deferrals in the future could 
materially and adversely affect our business, financial condition and results of operations. Cancellations or deferrals 
could cause us to hold excess inventory, which could reduce our profit margins, increase product obsolescence and 
restrict our ability to fund our operations. We generally recognize revenue upon shipment of products to a customer. 
If a customer refuses to accept shipped products or does not pay for these products, we could miss future revenue 
projections or incur significant charges against our income, which could materially and adversely affect our 
operating results. 
If our business grows, such growth may place a significant strain on our management and operations and, 
as a result, our business may suffer. 
We are endeavoring to expand our business, and any growth that we are successful in achieving could place a 
significant strain on our management systems, infrastructure and other resources. To manage the potential growth of 
our operations and resulting increases in the number of our personnel, we will need to invest the necessary capital to 
continue to improve our operational, financial and management controls and our reporting systems and procedures. 
Our controls, systems and procedures may prove to be inadequate should we experience significant growth. In 
addition, we may not have sufficient administrative staff to support our operations. For example, we currently have 
only four employees in our finance department in the United States, including our Chief Financial Officer. 
Furthermore, our officers have limited experience in managing large or rapidly growing businesses. If our 
management fails to respond effectively to changes in our business, our business may suffer. 
Risks Related to Manufacturing and Product Development 
We may experience difficulties in transitioning to smaller geometry process technologies and other more 
advanced manufacturing process technologies, which may result in reduced manufacturing yields, delays in 
product deliveries and increased expenses. 
In order to remain competitive, we expect to continue to transition the manufacture of our products to smaller 
geometry process technologies. This transition will require us to migrate to new manufacturing processes for our 
products and redesign certain products. The manufacture and design of our products is complex, and we may 
experience difficulty in transitioning to smaller geometry process technologies or new manufacturing processes. 
These difficulties could result in reduced manufacturing yields, delays in product deliveries and increased expenses. 
We are dependent on our relationships with TSMC to transition successfully to smaller geometry process 

31 
technologies and to more advanced manufacturing processes. If we or TSMC experience significant delays in this 
transition or fail to implement these transitions, our business, financial condition and results of operations could be 
materially and adversely affected. 
Manufacturing process technologies are subject to rapid change and require significant expenditures for 
research and development. 
We continuously evaluate the benefits of migrating to smaller geometry process technologies in order to 
improve performance and reduce costs. Historically, these migrations to new manufacturing processes have resulted 
in significant initial design and development costs associated with pre-production mask sets for the manufacture of 
new products with smaller geometry process technologies.  For example, in the third quarter of fiscal 2024, we 
incurred approximately $2.4 million in research and development expense associated with a pre-production mask set 
that will not be used in production as part of the transition to our new 16 nanometer SRAM process technology for 
our APU2 product.  We will incur similar expenses in the future as we continue to transition our products to smaller 
geometry processes. The costs inherent in the transition to new manufacturing process technologies will adversely 
affect our operating results and our gross margin. 
Our products are complex to design and manufacture and could contain defects, which could reduce 
revenues or result in claims against us. 
We develop complex products. Despite testing by us and our OEM customers, design or manufacturing errors 
may be found in existing or new products. These defects could result in a delay in recognition or loss of revenues, 
loss of market share or failure to achieve market acceptance. These defects may also cause us to incur significant 
warranty, support and repair costs, divert the attention of our engineering personnel from our product development 
efforts, result in a loss of market acceptance of our products and harm our relationships with our OEM customers. 
Our OEM customers could also seek and obtain damages from us for their losses. A product liability claim brought 
against us, even if unsuccessful, would likely be time consuming and costly to defend. Defects in wafers and other 
components used in our products and arising from the manufacturing of these products may not be fully recoverable 
from TSMC or our other suppliers. 
Risks Related to Our International Business and Operations 
The software development for our associative computing products occurs in Israel, and therefore our 
business performance and operations may be adversely affected by military conflict in Israel. 
Our software development and certain regional sales activities for our APU product offerings occur in Israel. 
Our Vice President, Associative Computing, along with a team of software development experts are based in our 
Israel facility.  This team is needed for the development of the various levels of software required in the use of our 
APU product offering.  Proof of concept customers for our SAR imagine processing acceleration system are also 
based in Israel.  We are closely monitoring developments in the evolving military conflict with Hamas that began on 
October 7, 2023 including potential impacts to our business, customers, employees and operations in Israel. At this 
time, the impact on GSI Technology is uncertain and subject to change given the volatile nature of the situation, but 
adverse changes in the military conditions in Israel could harm our business and our stock price could decline. 
Changes in Taiwan’s political, social and economic environment may affect our business performance. 
Because much of the manufacturing and testing of our products is conducted in Taiwan, our business 
performance may be affected by changes in Taiwan’s political, social and economic environment. For example, 
political instability or restrictions on transportation logistics for our products resulting from changes in the 
relationship among the United States, Taiwan and the People’s Republic of China could negatively impact our 
Annual Report

32 
business. Any significant armed conflict related to this matter would be expected to materially and adversely 
damage our business. Moreover, the role of the Taiwanese government in the Taiwanese economy is significant. 
Taiwanese policies toward economic liberalization, and laws and policies affecting technology companies, foreign 
investment, currency exchange rates, taxes and other matters could change, resulting in greater restrictions on our 
ability and our suppliers’ ability to do business and operate facilities in Taiwan. If any of these changes were to 
occur, our business could be harmed and our stock price could decline. 
Our international business exposes us to additional risks. 
Products shipped to destinations outside of the United States accounted for 47.3%, 51.4% and 53.5% of our 
net revenues in fiscal 2024, 2023 and 2022, respectively. Moreover, a substantial portion of our products is 
manufactured and tested in Taiwan, and the software development for our associative computing products occurs in 
Israel where there is an evolving military conflict with Hamas. We intend to continue expanding our international 
business in the future. Conducting business outside of the United States subjects us to additional risks and 
challenges, including: 
• 
potential political and economic instability in, or armed conflicts that involve or affect, the countries in 
which we, our customers and our suppliers are located; 
• 
uncertainties regarding taxes, tariffs, quotas, export controls and license requirements, trade wars, 
policies that favor domestic companies over nondomestic companies, including government efforts to 
provide for the development and growth of local competitors, and other trade barriers; 
• 
heightened price sensitivity from customers in emerging markets;  
• 
compliance with a wide variety of foreign laws and regulations and unexpected changes in these laws 
and regulations;  
• 
fluctuations in freight rates and transportation disruptions; 
• 
difficulties and costs of staffing and managing personnel, distributors and representatives across different 
geographic areas and cultures, including assuring compliance with the U.S. Foreign Corrupt Practices 
Act and other U.S. and foreign anti-corruption laws;  
• 
difficulties in collecting accounts receivable and longer accounts receivable payment cycles; and 
• 
limited protection for intellectual property rights in some countries.  
Moreover, our reporting currency is the U.S. dollar. However, a portion of our cost of revenues and our 
operating expenses is denominated in currencies other than the U.S. dollar, primarily the New Taiwanese dollar and 
Israeli Shekel. As a result, appreciation or depreciation of other currencies in relation to the U.S. dollar could result 
in transaction gains or losses that could impact our operating results. We do not currently engage in currency 
hedging activities to reduce the risk of financial exposure from fluctuations in foreign exchange rates. 
TSMC, as well as our other independent suppliers and many of our OEM customers, have operations in 
the Pacific Rim, an area subject to significant risk of earthquakes, typhoons and other natural disasters and 
adverse consequences related to the outbreak of contagious diseases. 
The foundry that manufactures our Fast SRAM and APU products, TSMC, and all of the principal 
independent suppliers that assemble and test our products are located in Taiwan. Many of our customers are also 
located in the Pacific Rim. The risk of an earthquake in these Pacific Rim locations is significant. The occurrence of 
an earthquake, typhoon or other natural disaster near the fabrication facilities of TSMC or our other independent 
suppliers could result in damage, power outages and other disruptions that impair their production and assembly 

33 
capacity. Any disruption resulting from such events could cause significant delays in the production or shipment of 
our products until we are able to shift our manufacturing, assembling, packaging or production testing from the 
affected contractor to another third-party vendor. In such an event, we may not be able to obtain alternate foundry 
capacity on favorable terms, or at all. 
The recent COVID-19 global pandemic, along with the previous outbreaks of SARS, H1N1 and the Avian 
Flu, curtailed travel between and within countries, including in the Asia-Pacific region.  Outbreaks of new 
contagious diseases or the resurgence of existing diseases that significantly affect the Asia-Pacific region could 
disrupt the operations of our key suppliers and manufacturing partners.  In addition, our business could be harmed if 
such an outbreak resulted in travel being restricted, the implementation of stay-at-home or shelter-in-place orders or 
if it adversely affected the operations of our OEM customers or the demand for our products or our OEM customers’ 
products. 
We do not maintain sufficient business interruption and other insurance policies to compensate us for all 
losses that may occur. Any losses or damages incurred by us as a result of a catastrophic event or any other 
significant uninsured loss in excess of our insurance policy limits could have a material adverse effect on our 
business. 
The United States could materially modify certain international trade agreements, or change tax 
provisions related to the global manufacturing and sales of our products.  
A portion of our business activities are conducted in foreign countries, including Taiwan and Israel. Our 
business benefits from free trade agreements, and we also rely on various U.S. corporate tax provisions related to 
international commerce as we develop, manufacture, market and sell our products globally. Any action to materially 
modify international trade agreements, change corporate tax policy related to international commerce or mandate 
domestic production of goods, could adversely affect our business, financial condition and results of operations. 
Some of our products are incorporated into advanced military electronics, and changes in international 
geopolitical circumstances and domestic budget considerations may hurt our business. 
Some of our products are incorporated into advanced military electronics such as radar and guidance systems. 
Military expenditures and appropriations for such purchases rose significantly in recent years. However, if current 
U.S. military operations around the world are scaled back, demand for our products for use in military applications 
may decrease, and our operating results could suffer. Domestic budget considerations may also adversely affect our 
operating results. For example, if governmental appropriations for military purchases of electronic devices that 
include our products are reduced, our revenues will likely decline. 
Risks Relating to Our Common Stock and the Securities Market 
The trading price of our common stock is subject to fluctuation and is likely to be volatile. 
The trading price of our common stock may fluctuate significantly in response to a number of factors, some 
of which are beyond our control, including: 
• 
the establishment of a market for our new associative computing products;  
• 
actual or anticipated declines in operating results; 
• 
changes in financial estimates or recommendations by securities analysts;  
• 
the institution of legal proceedings against us or significant developments in such proceedings; 
Annual Report

34 
• 
announcements by us or our competitors of financial results, new products, significant technological 
innovations, contracts, acquisitions, strategic relationships, joint ventures, capital commitments or other 
events;  
• 
changes in industry estimates of demand for Very Fast SRAM, RadHard and RadTolerant products;  
• 
the gain or loss of significant orders or customers;  
• 
recruitment or departure of key personnel; and  
• 
market conditions in our industry, the industries of our customers and the economy as a whole. 
In recent years, the stock market in general, and the market for technology stocks in particular, have 
experienced extreme price fluctuations, which have often been unrelated to the operating performance of affected 
companies. The market price of our common stock might experience significant fluctuations in the future, including 
fluctuations unrelated to our performance. These fluctuations could materially adversely affect our business 
relationships, our ability to obtain future financing on favorable terms or otherwise harm our business. In addition, 
in the past, securities class action litigation has often been brought against a company following periods of volatility 
in the market price of its securities. This risk is especially acute for us because the extreme volatility of market 
prices of technology companies has resulted in a larger number of securities class action claims against them. Due to 
the potential volatility of our stock price, we may in the future be the target of similar litigation. Securities litigation 
could result in substantial costs and divert management’s attention and resources. This could harm our business and 
cause the value of our stock to decline. 
We may need to raise additional capital in the future, which may not be available on favorable terms or at 
all, and which may cause dilution to existing stockholders. 
We may need to seek additional funding in the future. We do not know if we will be able to obtain additional 
financing on favorable terms, if at all. If we cannot raise funds on acceptable terms, if and when needed, we may not 
be able to develop or enhance our products, take advantage of future opportunities or respond to competitive 
pressures or unanticipated requirements, and we may be required to reduce operating costs, which could seriously 
harm our business. In addition, if we issue equity securities, our stockholders may experience dilution or the new 
equity securities may have rights, preferences or privileges senior to those of our common stock. 
Our executive officers, directors and entities affiliated with them hold a substantial percentage of our 
common stock. 
As of May 31, 2024, our executive officers, directors and entities affiliated with them beneficially owned 
approximately 33% of our outstanding common stock. As a result, these stockholders will be able to exercise 
substantial influence over, and may be able to effectively control, matters requiring stockholder approval, including 
the election of directors and approval of significant corporate transactions, which could have the effect of delaying 
or preventing a third party from acquiring control over or merging with us. 
The provisions of our charter documents might inhibit potential acquisition bids that a stockholder might 
believe are desirable, and the market price of our common stock could be lower as a result. 
Our Board of Directors has the authority to issue up to 5,000,000 shares of preferred stock. Our Board of 
Directors can fix the price, rights, preferences, privileges and restrictions of the preferred stock without any further 
vote or action by our stockholders. The issuance of shares of preferred stock might delay or prevent a change in 
control transaction. As a result, the market price of our common stock and the voting and other rights of our 

35 
stockholders might be adversely affected. The issuance of preferred stock might result in the loss of voting control to 
other stockholders. We have no current plans to issue any shares of preferred stock. Our charter documents also 
contain other provisions, which might discourage, delay or prevent a merger or acquisition, including: 
• 
our stockholders have no right to act by written consent;  
• 
our stockholders have no right to call a special meeting of stockholders; and 
• 
our stockholders must comply with advance notice requirements to nominate directors or submit 
proposals for consideration at stockholder meetings. 
These provisions could also have the effect of discouraging others from making tender offers for our common 
stock. As a result, these provisions might prevent the market price of our common stock from increasing 
substantially in response to actual or rumored takeover attempts. These provisions might also prevent changes in our 
management. 
Use of a portion of our cash reserves to repurchase shares of our common stock presents potential risks and 
disadvantages to us and our continuing stockholders.  
Since November 2008, we have repurchased and retired an aggregate of 12,004,779 shares of our common 
stock at a total cost of $60.7 million, including 3,846,153 shares repurchased at a total cost of $25 million pursuant 
to a modified “Dutch auction” self-tender offer that we completed in August 2014 and additional shares repurchased 
in the open market pursuant to our stock repurchase program.  At March 31, 2024, we had outstanding authorization 
from our Board of Directors to purchase up to an additional $4.3 million of our common stock from time to time 
under our repurchase program.  Although our Board has determined that these repurchases are in the best interests of 
our stockholders, they expose us to certain risks including:  
• 
the risks resulting from a reduction in the size of our “public float,” which is the number of shares of our 
common stock that are owned by non-affiliated stockholders and available for trading in the securities 
markets, which may reduce the volume of trading in our shares and result in reduced liquidity and, 
potentially, lower trading prices;   
• 
the risk that our stock price could decline and that we would be able to repurchase shares of our common 
stock in the future at a lower price per share than the prices we have paid in our tender offer and 
repurchase program; and  
• 
the risk that the use of a portion of our cash reserves for this purpose has reduced, or may reduce, the 
amount of cash that would otherwise be available to pursue potential cash acquisitions or other strategic 
business opportunities. 
Item 1B.    Unresolved Staff Comments 
None. 
Item 1C.   Cybersecurity 
Cybersecurity Risk Management and Strategy: 
We recognize the importance of assessing, identifying, and managing material risks associated with 
cybersecurity threats, as such term is defined in Item 106(a) of Regulation S-K. These risks include, among other 
things, internal operational risks; system security risks; data protection; risks to proprietary business information; 
intellectual property theft; fraud; extortion; harm to employees, partners, or customers; violation of privacy or 
Annual Report

36 
security laws and other litigation and legal risk; and reputational risks. We have implemented several cybersecurity 
processes, technologies, and controls to aid in our efforts to identify, assess, and manage such material risks. 
To aide in identifying and assessing material risks from cybersecurity threats, our Enterprise Risk 
Management program considers cybersecurity risks alongside other significant company risks as part of our overall 
risk assessment process. We employ a range of tools and services, including regular network and endpoint 
monitoring and vulnerability assessments to inform our professionals’ risk identification and assessment. 
We manage these known risks by using internal security controls designed to align with standards set the 
International Organization for Standardization (“ISO”). In connection with the identification, assessment and 
management of material risks and cybersecurity threats, we also conduct the following activities at various intervals 
during the year: 
• 
monitor emerging data protection laws and implement changes from time-to-time to our processes 
designed to comply with such laws; 
• 
undertake regular reviews of our customer facing policies and statements related to cybersecurity; 
• 
run exercises to simulate a response to a cybersecurity incident and use the findings to improve our 
processes and technologies; 
• 
run exercises to simulate a response to a cybersecurity incident to provide training to our cyber incident 
response team; 
• 
conduct a variety of information security and privacy trainings, including new employee training, job-
specific security training, specialized training for IT and security personnel, and phishing simulations; 
and 
• 
carry information security risk insurance to help defray potential losses that might arise from a 
cybersecurity incident. 
Our cybersecurity incident response plan was developed to respond to the threat of security breaches, the 
threat of cyberattacks, and to protect and preserve the confidentiality, integrity, and continued availability of 
information owned by, or in the care of, the Company. Our incident response plan coordinates the activities that we 
take to prepare for, detect, respond to, and recover from cybersecurity incidents, which include processes to triage, 
assess severity for, escalate material cybersecurity incidents to our global crisis management plan, contain, 
investigate, and remediate the incident. 
We regularly engage with auditors to review our cybersecurity program to help identify areas for continued 
focus, improvement and compliance. 
In our risk factors, we describe how potential risks from cybersecurity threats may affect us, including our 
business strategy, results of operations, or financial condition. See our risk factor disclosures at Item 1A of this 
Annual Report on Form 10-K. 
Cybersecurity Governance: 
Cybersecurity is an important part of our risk management processes and an area of focus for our Board of 
Directors and management. The Board has oversight responsibility for the Company’s Enterprise Risk Management 
framework. The Board as a whole and through the various Board committees oversees the Company’s management 

37 
of material enterprise level risk, focusing on four areas of risk: strategic, compliance, operational, and financial.  To 
fulfill its oversight responsibility, the Board also regularly reviews, consults, and discusses with management on 
strategic direction, challenges, and risks faced by the Company. Board members, including members of the Audit 
Committee, have expertise and/or operational experience in cybersecurity matters. We are committed to maintaining 
robust governance and oversight of these risks and to implementing mechanisms, controls, technologies, and 
processes designed to help us assess, identify, and manage these risks. 
As part of our entire Board’s operational risk management responsibilities, it has oversight of risks from 
cybersecurity threats. The Audit Committee has been designated with the responsibility to regularly review the 
Company’s processes and procedures around managing cybersecurity threat risks and cybersecurity incidents. As 
discussed below, members of management report to the Audit Committee which reports to the entire Board about 
cybersecurity threat risks, among other cybersecurity related matters, at least annually. 
In support of the Board's oversight of the Company's cybersecurity risk management program, the Audit 
Committee receives quarterly cybersecurity updates from members of management. These updates include topics, 
such as threat risk management updates, the results of exercises and response readiness assessments, our incident 
response plan, and steps management has taken to respond to such threat risks, if any.  
Members of the Board and Audit Committee are also encouraged to regularly engage in ad hoc conversations 
with management on cybersecurity-related news events and discuss any updates to our cybersecurity risk 
management and strategy programs.  
Item 2.    Properties 
Our executive offices, our principal administration, marketing and sales operations and a portion of our 
research and development operations are located in a 44,277 square foot facility in Sunnyvale, California, which we 
purchased in fiscal 2010. In April 2024, we entered into an agreement to sell the Sunnyvale facility and, in 
connection with such sale, agreed that we would enter into a new lease agreement to lease back the applicable 
property from the purchaser. The closing of the purchase and sale of the Sunnyvale property, and entry into the 
lease, occurred on June 6, 2024. 
We occupy approximately 25,250 square feet in a facility located in Hsin Chu, Taiwan under a lease expiring 
in August 2026. This facility supports our outsourced manufacturing activities. We believe that both our Sunnyvale 
and Taiwan facilities are adequate for our needs for the foreseeable future. We also lease space in the United States 
in the states of Georgia and Texas and in Israel. The aggregate annual gross rent for our leased facilities was 
approximately $734,000 in fiscal 2024. 
Item 3.    Legal Proceedings 
None. 
Item 4.    Mine Safety Disclosures 
Not applicable. 
Annual Report

38 
PART II 
Item 5.    Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity 
Securities 
Market Information, Holders of Common Stock and Dividends 
Our common stock is traded on the Nasdaq Global Market under the symbol “GSIT”. 
On May 31, 2024, there were approximately 21 holders of record of our common stock. Because many of 
such shares are held by brokers and other institutions on behalf of stockholders, we are unable to estimate the total 
number of beneficial holders of our common stock represented by these record holders. 
We have never declared or paid cash dividends on our common stock, and we do not anticipate declaring or 
paying any cash dividends in the foreseeable future. 
Issuer Purchases of Equity Securities 
Our Board of Directors has authorized us to repurchase, at management’s discretion, shares of our common 
stock.  Under the repurchase program, we may repurchase shares from time to time on the open market or in private 
transactions. The specific timing and amount of the repurchases will be dependent on market conditions, securities 
law limitations and other factors. The repurchase program may be suspended or terminated at any time without prior 
notice.  During the quarter ended March 31, 2024, we did not repurchase any of our shares under the repurchase 
program. 
Item 6.    Reserved 
 
 
 
 

39 
Item 7.    Management’s Discussion and Analysis of Financial Condition and Results of Operations 
The following discussion contains forward-looking statements that involve risks and uncertainties. Our actual 
results could differ substantially from those anticipated in these forward-looking statements as a result of many 
factors, including those set forth under “Risk Factors” and elsewhere in this report. The following discussion 
should be read together with our consolidated financial statements and the related notes included elsewhere in this 
report. 
This discussion and analysis generally covers our financial condition and results of operations for the fiscal 
year ended March 31, 2024, including year-over-year comparisons versus the fiscal year ended March 31, 2023. 
Our Annual Report on Form 10-K for the fiscal year ended March 31, 2023 includes year-over-year comparisons 
versus the fiscal year ended March 31, 2022 in Item 7 of Part II, “Management’s Discussion and Analysis of 
Financial Condition and Results of Operations.”  
 
Overview 
We are a provider of high-performance semiconductor memory solutions for in-place associative computing 
applications in high growth markets such as artificial intelligence and high-performance computing, including 
natural language processing and computer vision. Our initial associative processing unit (“APU”) products are 
focused on applications using similarity search, but have not resulted in material revenues to date. Similarity search 
is used in visual search queries for ecommerce, computer vision, drug discovery, cybersecurity and service markets 
such as NoSQL, Elasticsearch, and OpenSearch.  We have solutions to accelerate multimodal vector search as an 
on-prem or SaaS solution for OpenSearch and general Fast Vector Search, and for processing large area SAR 
images in real-time at high resolution. We also design, develop and market static random access memories, or 
SRAMs (our current primary revenue source), that operate at speeds of less than 10 nanoseconds, which we refer to 
as Very Fast SRAMs, primarily for the networking and telecommunications and the military/defense and aerospace 
markets. We are subject to the highly cyclical nature of the semiconductor industry, which has experienced 
significant fluctuations, often in connection with fluctuations in demand for the products in which semiconductor 
devices are used. Our revenues have been substantially impacted by significant fluctuations in sales to our largest 
customer, Nokia. We expect that future direct and indirect sales to Nokia will continue to fluctuate significantly on a 
quarterly basis. The networking and telecommunications market has accounted for a significant portion of our net 
revenues in the past and has declined during the past several years and is expected to continue to decline.  In 
anticipation of the decline of the networking and telecommunications market, we have been using the revenue 
generated by the sales of high-speed synchronous SRAM products to finance the development of our new in-place 
associative computing solutions and the marketing and sale of new types of SRAM products such as radiation-
hardened and radiation-tolerant SRAMs. 
Our revenues in recent years were impacted by changes in customer buying patterns and communication 
limitations related to COVID-19 restrictions that required a significant number of our customer contacts to work 
from home. While the COVID-19 pandemic has ended, worldwide inflationary pressures, higher interest rates and 
decline in the global economic environment have had, and may continue to have, an adverse impact on our business 
and financial condition. Furthermore, the easing of supply chain shortages and prior buffer stock purchases from 
significant customers led to a decrease in revenues in the second half of fiscal 2023 and during fiscal 2024. 
As of March 31, 2024, we had cash and cash equivalents of $14.4 million, with no debt. We have a team in-
place with tremendous depth and breadth of experience and knowledge, with a legacy business that is providing an 
ongoing source of funding for the development of new product lines. Our balance sheet and liquidity position has 
been strengthened by the recent sale of our Sunnyvale, California property, which we anticipate will provide further 
financial flexibility and security in the current environment of economic uncertainty.  Generally, our primary source 
of liquidity is cash equivalents. Our level of cash equivalents has historically been sufficient to meet our current and 
Annual Report

40 
longer term operating and capital needs. We believe that during the next 12 months, continued inflationary pressures 
and higher interest rates will continue to negatively impact general economic activity and demand in our end 
markets. Although it is difficult to estimate the length or gravity of the continued inflationary pressures and higher 
interest rates, the evolving conflict in the Middle East and the decline in the global economic environment, are 
expected to have an adverse effect on our results of operations, financial position, including potential impairments, 
and liquidity into fiscal 2025. 
Revenues. Substantially all of our revenues are derived from sales of our Very Fast SRAM products. Sales to 
networking and telecommunications OEMs accounted for 32% to 49% of our net revenues during our last three 
fiscal years. We also sell our products to OEMs that manufacture products for military and aerospace applications 
such as radar and guidance systems and satellites, for test and measurement applications such as high-speed testers, 
for automotive applications such as smart cruise control, and for medical applications such as ultrasound and CAT 
scan equipment. 
As is typical in the semiconductor industry, the selling prices of our products generally decline over the life of 
the product. Our ability to increase net revenues, therefore, is dependent upon our ability to increase unit sales 
volumes of existing products and to introduce and sell new products with higher average selling prices in quantities 
sufficient to compensate for the anticipated declines in selling prices of our more mature products.  Although we 
expect the average selling prices of individual products to decline over time, we believe that, over the next several 
quarters, our overall average selling prices will increase due to a continuing shift in product mix to a higher 
percentage of higher price, higher density products, and to a lesser extent, recent price increases to our customers 
due to supply constraints. Our ability to increase unit sales volumes is dependent primarily upon increases in 
customer demand but, particularly in periods of increasing demand, can also be affected by our ability to increase 
production through the availability of increased wafer fabrication capacity from TSMC, our wafer supplier, and our 
ability to increase the number of good integrated circuit die produced from each wafer through die size reductions 
and yield enhancement activities. 
We may experience fluctuations in quarterly net revenues for a number of reasons. Historically, orders on 
hand at the beginning of each quarter are insufficient to meet our revenue objectives for that quarter and are 
generally cancelable up to 30 days prior to scheduled delivery. Accordingly, we depend on obtaining and shipping 
orders in the same quarter to achieve our revenue objectives. In addition, the timing of product releases, purchase 
orders and product availability could result in significant product shipments at the end of a quarter. Failure to ship 
these products by the end of the quarter may adversely affect our operating results. Furthermore, our customers may 
delay scheduled delivery dates and/or cancel orders within specified timeframes without significant penalty. 
We sell our products through our direct sales force, international and domestic sales representatives and 
distributors. Our revenues have been and are expected to continue to be impacted by changes in customer buying 
patterns and communication limitations related to changes in working habits that have resulted in a significant 
number of our customer contacts working from home. Our customer contracts, which may be in the form of 
purchase orders, contracts or purchase agreements, contain performance obligations for delivery of agreed upon 
products.  Delivery of all performance obligations contained within a contract with a customer typically occurs at 
the same time (or within the same accounting period).  Transfer of control occurs at the time of shipment, title and 
the risks and rewards of ownership have passed to the customer, and we have a right to payment. Thus, we will 
recognize revenue upon shipment of the product for direct sales and sales to our distributors. 
Historically, a small number of OEM customers have accounted for a substantial portion of our net revenues, 
and we expect that significant customer concentration will continue for the foreseeable future. Many of our 
OEMs use contract manufacturers to manufacture their equipment. Accordingly, a significant percentage of our net 
revenues is derived from sales to these contract manufacturers. In addition, a significant portion of our sales are 

41 
made to foreign and domestic distributors who resell our products to OEMs, as well as their contract manufacturers. 
Direct sales to contract manufacturers accounted for 20.5%, 19.8% and 31.0% of our net revenues for fiscal 2024, 
2023 and 2022, respectively. Sales to foreign and domestic distributors accounted for 76.4%, 77.5% and 66.8% of 
our net revenues for fiscal 2024, 2023 and 2022, respectively. The following direct customers accounted for 10% or 
more of our net revenues in one or more of the following periods: 
 
 
 
 
 
 
 
 
 
 
Fiscal Year Ended 
 
 
 
March 31,  
 
 
     2024 
     
2023 
     
2022   
Contract manufacturers: 
 
 
 
 
Flextronics Technology . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 13.5 %    10.4 %    16.0 % 
Sanmina . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 5.9  
 8.8  
 11.2  
Distributors: 
 
 
 
 
Avnet Logistics . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 50.6  
 48.1  
 38.0  
Nexcomm . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 9.3  
 16.6  
 17.2  
Nokia was our largest customer in fiscal 2024, 2023 and 2022.  Nokia purchases products directly from us 
and through contract manufacturers and distributors.  Based on information provided to us by its contract 
manufacturers and our distributors, purchases by Nokia represented approximately 21%, 17% and 29% of our net 
revenues in fiscal 2024, 2023 and 2022, respectively. Our revenues have been substantially impacted by significant 
fluctuations in sales to Nokia, and we expect that future direct and indirect sales to Nokia will continue to fluctuate 
substantially on a quarterly basis and that such fluctuations may significantly affect our operating results in future 
periods.  To our knowledge, none of our other OEM customers accounted for more than 10% of our net revenues in 
fiscal 2024, 2023 or 2022. 
Cost of Revenues.    Our cost of revenues consists primarily of wafer fabrication costs, wafer sort, assembly, 
test and burn-in expenses, the amortized cost of production mask sets, stock-based compensation and the cost of 
materials and overhead from operations. All of our wafer manufacturing and assembly operations, and a significant 
portion of our wafer sort testing operations, are outsourced. Accordingly, most of our cost of revenues consists of 
payments to TSMC and independent assembly and test houses. Because we do not have long-term, fixed-price 
supply contracts, our wafer fabrication, assembly and other outsourced manufacturing costs are subject to the 
cyclical fluctuations in demand for semiconductors. We have experienced increased costs as a result of supply chain 
constraints for wafers and outsourced assembly, burn-in and test operations. We review our manufacturing costs on 
a regular basis and pass on any cost increases to our customers when it makes sense to do so. Cost of revenues also 
includes expenses related to supply chain management, quality assurance, and final product testing and 
documentation control activities conducted at our headquarters in Sunnyvale, California and our branch operations 
in Taiwan. 
Gross Profit.    Our gross profit margins vary among our products and are generally greater on our radiation 
hardened and radiation tolerant SRAMs, on our higher density products and, within a particular density, greater on 
our higher speed and industrial temperature products. We expect that our overall gross margins will fluctuate from 
period to period as a result of shifts in product mix, changes in average selling prices and our ability to control our 
cost of revenues, including costs associated with outsourced wafer fabrication and product assembly and testing. 
Research and Development Expenses.    Research and development expenses consist primarily of salaries and 
related expenses for design engineers and other technical personnel, the cost of developing prototypes, stock-based 
compensation and fees paid to consultants. We charge all research and development expenses to operations as 
incurred. We charge mask costs used in production to cost of revenues over a 12-month period. However, we charge 
costs related to pre-production mask sets, which are not used in production, to research and development expenses at 
the time they are incurred. These charges often arise as we transition to new process technologies and, accordingly, 
Annual Report

42 
can cause research and development expenses to fluctuate on a quarterly basis. We incurred charges of $2.4 million 
for a pre-production mask set for our APU2 during the quarter ended December 31, 2023. We believe that continued 
investment in research and development is critical to our long-term success, and we expect to continue to devote 
significant resources to product development activities. In particular, we are devoting substantial resources to the 
development of our in-place associative computing products. Accordingly, we expect that our research and 
development expenses will continue to be substantial in future periods and may lead to operating losses in some 
periods. Such expenses as a percentage of net revenues may fluctuate from period to period. 
Selling, General and Administrative Expenses.     Selling, general and administrative expenses consist 
primarily of commissions paid to independent sales representatives, salaries, stock-based compensation and related 
expenses for personnel engaged in sales, marketing, administrative, finance and human resources activities, 
professional fees, costs associated with the promotion of our products and other corporate expenses. We expect that 
our sales and marketing expenses will increase in absolute dollars in future periods if we are able to grow and 
expand our sales force but that, to the extent our revenues increase in future periods, these expenses will generally 
decline as a percentage of net revenues. We also expect that, in support of any future growth that we are able to 
achieve, general and administrative expenses will generally increase in absolute dollars. 
Acquisition 
On November 23, 2015, we acquired all of the outstanding capital stock of privately held MikaMonu Group 
Ltd. (“MikaMonu”), a development-stage, Israel-based company that specialized in in-place associative computing 
for markets including big data, computer vision and cyber security.  MikaMonu, located in Tel Aviv, held 12 United 
States patents and had a number of pending patent applications.  
The acquisition was undertaken in order to gain access to the MikaMonu patents and the potential markets, 
and new customer base in those markets, that can be served by new products that we are developing using the in-
place associative computing technology.  
The acquisition has been accounted for as a purchase under authoritative guidance for business 
combinations.  The purchase price of the acquisition was allocated to the intangible assets acquired, with the excess 
of the purchase price over the fair value of assets acquired recorded as goodwill. We perform a goodwill impairment 
test near the end of each fiscal year and if certain events or circumstances indicate that an impairment loss may have 
been incurred, on an interim basis.  
The acquisition agreement provides for potential “earnout” payments to the former MikaMonu shareholders 
in cash or shares of our common stock, at our discretion, during a period of up to ten years following the closing if 
certain revenue targets for products based on the MikaMonu technology are achieved.  Earnout payments, up to a 
maximum of $30.0 million, equal to 5% of net revenues from the sale of qualifying products in excess of certain 
thresholds, will be made quarterly through December 31, 2025.  As of March 31, 2024, none of the revenue targets 
have been achieved and no revenue based earnout payments have been paid to the former MikaMonu shareholders. 
The maximum amount of the remaining potential earnout payments totals approximately $30.0 million at 
March 31, 2024. We determined that the fair value of this contingent consideration liability was $5.8 million at the 
acquisition date. The contingent consideration liability is included in contingent consideration, non-current on the 
Consolidated Balance Sheet at March 31, 2023 and 2024 in the amount of $1.1 million and $160,000, respectively 
At each reporting period, the contingent consideration liability is re-measured at then current fair value with 
changes recorded in the Consolidated Statements of Operations.  Changes in any of the inputs may result in 
significant adjustments to the recorded fair value. Re-measurement of the contingent consideration liability during 
the fiscal year ended March 31, 2024 resulted in a decrease of the contingent consideration liability of $0.9 million.  

43 
The allocation of the purchase price to acquired identifiable intangible assets and goodwill was based on their 
estimated fair values at the date of acquisition. The fair value allocated to patents was $3.5 million and the residual 
value allocated to goodwill was $8.0 million.  
Results of Operations 
The following table sets forth statement of operations data as a percentage of net revenues for the periods 
indicated:  
 
 
 
 
 
 
 
 
     
Year Ended March 31,  
 
 
 
2024 
 
     
2023 
 
Net revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
100.0  %    
100.0  %   
Cost of revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
45.7  
 
40.4  
Gross profit. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
54.3  
 
59.6  
Operating expenses:  
 
 
 
 
Research and development . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
99.7  
 
79.3  
Selling, general and administrative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
48.5  
 
33.5  
Total operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
148.2  
 
112.8  
Loss from operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
(93.9) 
 
(53.2) 
Interest and other income, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
1.9  
 
0.7  
Loss before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
(92.0) 
 
(52.5) 
Provision for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
0.3  
 
1.3  
Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
(92.3) 
 
(53.8) 
Fiscal Year Ended March 31, 2024 Compared to Fiscal Year Ended March 31, 2023 
Net Revenues.    Net revenues decreased by 26.7% from $29.7 million in fiscal 2023 to $21.8 million in fiscal 
2024. The overall average selling price of all units shipped in fiscal 2024 increased by 20.8% in fiscal 2024 
compared to the prior fiscal year. The decrease in net revenues is related to the current economic environment which 
has led to cautionary spending by our customers and purchases made as a result of supply chain constraints in the 
previous periods. Units shipped decreased by 39.3% in fiscal 2024 compared to fiscal 2023. The networking and 
telecommunications markets represented 34% and 32% of shipments in fiscal 2024 and in fiscal 2023, respectively. 
Direct and indirect sales to Nokia, currently our largest customer, decreased by $500,000 from $5.0 million in fiscal 
2023 to $4.5 million fiscal 2024. Shipments to Nokia will continue to fluctuate on a quarterly basis as a result of 
demand and shipments to its end customers. While recent customer order patterns have been particularly variable, 
these fluctuations are related to economic and external factors, which include worldwide inflationary pressures, 
higher interest rates and the decline in the global economic environment. Shipments of our SigmaQuad product line 
accounted for 51.2% of total shipments in fiscal 2024 compared to 49.1% of total shipments in fiscal 2023 
Cost of Revenues.    Cost of revenues decreased by 17.2% from $12.0 million in fiscal 2023 to $9.9 million in 
fiscal 2024. Cost of revenues decreased as a result of the lower volume of units shipped in fiscal 2024 compared to 
fiscal 2023 as discussed above. Cost of revenues included a provision for excess and obsolete inventories of 
$180,000 in fiscal 2024 compared to $226,000 in fiscal 2023. Cost of revenues included stock-based compensation 
expense of $228,000 and $202,000, respectively, in fiscal 2024 and fiscal 2023.  
Gross Profit.    Gross profit decreased by 33.1% from $17.7 million in fiscal 2023 to $11.8 million in fiscal 
2024.  Gross margin decreased from 59.6% in fiscal 2023 to 54.3% in fiscal 2024. The change in gross profit is 
primarily related to the change in net revenues discussed above.  The decrease in gross margin was primarily related 
to change in the mix of products and customers and also reflects the impact of fixed overhead on lower shipment 
levels compared to the prior year. 
Annual Report

44 
Research and Development Expenses.    Research and development expenses decreased 7.9% from 
$23.6 million in fiscal 2023 to $21.7 million in fiscal 2024. The reduction in research and development spending in 
fiscal 2024 reflects the impact of cost reduction measures implemented in the quarter ended December 31, 2022. 
The decrease in research and development spending was primarily related to decreases of $2.2 million in payroll 
related expenses and $1.4 million in outside consulting expenses for the development of our APU-2 product. The 
decrease in research and development spending was partially offset by an increase in pre-production mask costs of 
$2.4 million related to our APU-2 product. Research and development expenses in fiscal 2024 were also offset by 
$435,000 of funding received under the Direct to Phase II award for the development of a Next-Generation 
Associative Processing Unit-2 for Enhanced Space-Based Capabilities. Research and development expenses 
included stock-based compensation expense of $1.4 million and $1.3 million in fiscal 2024 and fiscal 2023, 
respectively. 
Selling, General and Administrative Expenses.    Selling, general and administrative expenses increased 
6.3% from $9.9 million in fiscal 2023 to $10.6 million in fiscal 2024. In fiscal 2024, the value of contingent 
consideration liability resulting from the MikaMonu acquisition decreased by $892,000 compared to a decrease of 
$1.7 million in fiscal 2023 as a result of re-measurement of contingent consideration liability in each year. Decreases 
of $554,000 in payroll related expenses and $196,000 in outside sales representative commissions were partially 
offset by increases of $284,000 in outside consultants and $234,000 in professional fees. Selling, general and 
administrative expenses included stock-based compensation expense of $1.2 million and $951,000 in fiscal 2024 
and fiscal 2023, respectively. 
Interest Income and Other (Expense), Net.  Interest income and other (expense), net increased from income of 
$202,000 in fiscal 2023 to income of $414,000 in fiscal 2024. Interest income increased by $232,000 due to higher 
interest rates received on cash and short-term investments. The foreign currency exchange loss increased from 
($121,000) in fiscal 2023 to ($127,000) in fiscal 2024. The exchange loss in each period was primarily related to our 
Taiwan branch operations and operations in Israel. 
Provision (benefit) for Income Taxes.    The provision for income taxes decreased from $372,000 in fiscal 
2023 to $70,000 in fiscal 2024. The provision for income taxes in fiscal 2024 included a benefit of ($117,000) 
related to the approval by the Israel tax authorities of a “Preferred Company” tax rate that was retroactively applied 
to fiscal 2023. Because we recorded a cumulative three-year loss on a U.S. tax basis for the year ended March 31, 
2024 and the realization of our deferred tax assets is questionable, we recorded a tax provision reflecting a valuation 
allowance of $20.2 million in net deferred tax assets in fiscal 2024. Reductions in uncertain tax benefits due to 
lapses in the statute of limitations were not significant in the years ended March 31, 2024 and 2023. 
Net Loss.    Net loss was ($16.0) million in fiscal 2023 compared to a net loss of ($20.1) million in fiscal 
2024. This decrease was primarily due to the changes in net revenues, gross profit and operating expenses discussed 
above. 
Liquidity and Capital Resources 
As of March 31, 2024, our principal sources of liquidity were cash and cash equivalents of $14.4 million 
compared to $30.6 million of cash, cash equivalents and short-term investments as of March 31, 2023. Cash and 
cash equivalents totaling $9.4 million were held in foreign locations as of March 31, 2024. 
Net cash used in operating activities was $17.4 million and $16.8 million for fiscal 2024 and fiscal 2023, 
respectively. The primary uses of cash in fiscal 2024 were the net loss of $20.1 million and a decrease of 
$1.6 million in accrued expenses and other liabilities. The reduction in accrued expenses and other liabilities was 
primarily related to decreases in compensation related accruals, income taxes payable and deferred revenue. The 
uses of cash in fiscal 2024 were less than the net loss due to non-cash items including stock-based compensation of 

45 
$2.8 million and depreciation and amortization expenses of $927,000. The primary source of cash in fiscal 2024 was 
a decrease in inventories of $1.3 million.  
The primary uses of cash in fiscal 2023 were the net loss of $16.0 million, a reduction in accrued expenses 
and other liabilities of $2.3 million and an increase in inventories of $2.0 million. The reduction in accrued expenses 
and other liabilities was primarily related to the payment of fiscal 2022 year-end accruals for incentive 
compensation. The uses of cash in fiscal 2023 were less than the net loss due to non-cash items including stock-
based compensation of $2.5 million and depreciation and amortization expenses of $1.0 million. The primary source 
of cash in fiscal 2023 was a decrease in accounts receivable of $1.1 million.  
Net cash provided by investing activities was $2.8 million and $6.7 million in fiscal 2024 and 2023, 
respectively. Investment activities in fiscal 2024 primarily consisted of the maturity of certificates of deposit and 
agency bonds of $3.4 million partially offset by the purchase of property and equipment of $645,000. Investment 
activities in fiscal 2023 primarily consisted of the maturity of certificates of deposit and agency bonds of 
$7.0 million partially offset by the purchase of property and equipment of $316,000.  
Cash provided by financing activities was $1.8 million and $402,000 in fiscal 2024 and fiscal 2023, 
respectively and consisted of the net proceeds from the sale of common stock pursuant to our employee stock plans.  
At March 31, 2024, we had total minimum lease obligations of approximately $1.6 million from April 1, 
2023 through April 30, 2027, under non-cancelable operating leases for our facilities. 
While higher interest rates, worldwide inflationary pressures and the decline in the global economic 
environment have created significant uncertainty as to general economic and capital market conditions for the 
remainder of calendar 2024 and beyond, we believe that our existing balances of cash and cash equivalents, and cash 
flow expected to be generated from our future operations and the net proceeds of approximately $11.2 million from 
the sale of our headquarters building in Sunnyvale, CA which closed on June 6, 2024 will be sufficient to meet our 
cash needs for working capital and capital expenditures for at least the next 12 months. Our future capital 
requirements will depend on many factors, including revenue growth, if any, that we experience, any additional 
manufacturing cost increases resulting from supply constraints and the continuation of the impact of higher interest 
rates and inflation may have on our business, the extent to which we utilize subcontractors, the levels of inventory 
and accounts receivable that we maintain, the timing and extent of spending to support our product development 
efforts and the expansion of our sales and marketing team. Additional capital may also be required for the 
consummation of any acquisition of businesses, products or technologies that we may undertake. On June 28, 2023, 
we filed a registration statement on Form S-3, which was declared effective by the SEC on July 19, 2023. On 
August 1, 2023, we commenced a registered securities offering pursuant to a Sales Agreement (the “Sales 
Agreement”) with Needham & Company, LLC (“Needham”). The Sales Agreement provides that we may offer and 
sell our common stock having an aggregate offering price of up to $25.0 million from time to time (the “Offering”) 
through Needham, acting as our sales agent.  We sold 133,000 shares pursuant to the offering at an average price of 
$4.20 for proceeds of $542,000, less offering costs of $389,000 during the quarter ended September 30, 2023. We 
cannot assure that additional equity or debt financing, if required, will be available on terms that are acceptable or at 
all. 
As of March 31, 2024, we had $2.2 million in purchase obligations for facility leases, wafers and software 
and test purchase obligations that are binding commitments, of which $1.2 million are payable in the next twelve 
months and $1.0 million are committed in the long term. 
In connection with the acquisition of MikaMonu on November 23, 2015, we are required to make contingent 
consideration payments to the former MikaMonu shareholders conditioned upon the achievement of certain revenue 
Annual Report

46 
targets for products based on the MikaMonu technology. As of March 31, 2024, the accrual for potential payment of 
contingent consideration was $160,000. 
Critical Accounting Estimates 
The preparation of our consolidated financial statements and related disclosures in conformity with 
accounting principles generally accepted in the United States (“GAAP”) requires us to make estimates and 
assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and 
liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the 
reporting period. Significant estimates are inherent in the preparation of the consolidated financial statements and 
include estimates affecting obsolete and excess inventory and contingent consideration. We believe that we 
consistently apply these judgments and estimates and that our financial statements and accompanying notes fairly 
represent our financial results for all periods presented. However, any errors in these judgments and estimates may 
have a material impact on our balance sheet and statement of operations. Critical accounting estimates, as defined by 
the Securities and Exchange Commission, are those that are most important to the portrayal of our financial 
condition and results of operations and require our most difficult and subjective judgments and estimates of matters 
that are inherently uncertain. Our critical accounting estimates include those regarding the valuation of inventories 
and contingent consideration. 
Valuation of Inventories.    Inventories are stated at the lower of cost or net realizable value, cost being 
determined on a weighted average basis. Our inventory write-down allowance is established when conditions 
indicate that the selling price of our products could be less than cost due to physical deterioration, obsolescence 
based on changes in technology and demand, changes in price levels, or other causes. We consider the need to 
establish the allowance for excess inventory generally based on inventory levels in excess of 12 months of 
forecasted customer demand for each specific product, which is based on historical sales and expected future orders. 
At any point in time, some portion of our inventory is subject to the risk of being materially in excess of our 
projected demand. Additionally, our average selling prices could decline due to market or other conditions, which 
creates a risk that costs of manufacturing our inventory may not be recovered. These factors contribute to the risk 
that we may be required to record additional inventory write-downs in the future, which could be material. In 
addition, if actual market conditions are more favorable than expected, inventory previously written down may be 
sold to customers resulting in lower cost of sales and higher income from operations than expected in that period. 
 
Contingent Consideration. The fair value of the contingent consideration liability potentially payable in 
connection with our acquisition of MikaMonu was initially determined as of the acquisition date using unobservable 
inputs. These inputs included the estimated amount and timing of future revenue, the probability of achievement of 
the revenue forecast, and a risk-adjusted discount rate to adjust the probability-weighted cash flow payments to their 
present value. Since the acquisition date, at each reporting period, the contingent consideration liability is re-
measured at its then current fair value with changes recorded in selling, general and administrative expenses in the 
Consolidated Statements of Operations. Due to revisions to the amount of expected revenue, the timing of revenue to 
be recognized prior to the end of the earnout period and the probability of achievement of the APU revenue forecast, 
the contingent consideration liability decreased by $892,000 from March 31, 2023 to March 31, 2024. Future changes 
to any of the inputs, including forecasted revenues from a new product, which are inherently difficult to estimate, or the 
valuation model selected, may result in material adjustments to the recorded fair value. 
Recent Accounting Pronouncements 
Please refer to Note 1 to our consolidated financial statements appearing under Part II, Item 8 for a discussion 
of recent accounting pronouncements that may impact the Company. 

47 
Item 7A.    Quantitative and Qualitative Disclosures About Market Risk 
Foreign Currency Exchange Risk.    Our revenues and expenses, except those expenses related to our 
operations in Israel and Taiwan, including subcontractor manufacturing expenses in Taiwan, are denominated in 
U.S. dollars. As a result, we have relatively little exposure for currency exchange risks, and foreign exchange losses 
have been minimal to date. We do not currently enter into forward exchange contracts to hedge exposure 
denominated in foreign currencies or any other derivative financial instruments for trading or speculative purposes. 
In the future, if we believe our foreign currency exposure has increased, we may consider entering into hedging 
transactions to help mitigate that risk. 
Interest Rate Sensitivity.    We had cash and cash equivalents totaling $14.4 million at March 31, 2024. These 
amounts were invested primarily in money market funds. The cash and cash equivalents are held for working capital 
purposes. We do not enter into investments for trading or speculative purposes. Due to the short-term nature of these 
investments, we believe that we do not have any material exposure to changes in the fair value of our investment 
portfolio as a result of changes in interest rates. We believe a hypothetical 100 basis point increase in interest rates 
would not materially affect the fair value of our interest-sensitive financial instruments. Declines in interest rates, 
however, will reduce future investment income. 
 
 
Annual Report

48 
Item 8.    Financial Statements and Supplementary Data 
GSI TECHNOLOGY, INC. 
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS 
 
 
 
 
 
Page 
Report of Independent Registered Public Accounting Firm (BDO USA, LLP; San 
Jose, CA; PCAOB ID#243) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 
49 
Consolidated Balance Sheets As of March 31, 2024 and 2023 . . . . . . . . . . . . . . . . . . .  
 
52 
Consolidated Statements of Operations For the Three Years Ended March 31,  
2024, 2023 and 2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 
53 
Consolidated Statements of Comprehensive Loss For the Three Years Ended  
March 31, 2024, 2023 and 2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 
54 
Consolidated Statements of Stockholders’ Equity For the Three Years Ended  
March 31, 2024, 2023 and 2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 
55 
Consolidated Statements of Cash Flows For the Three Years Ended March 31, 
2024, 2023 and 2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 
56 
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 
57 
 
 

49 
Report of Independent Registered Public Accounting Firm 
 
Shareholders and Board of Directors 
GSI Technology, Inc. 
Sunnyvale, California 
 
Opinion on the Consolidated Financial Statements 
 
We have audited the accompanying consolidated balance sheets of GSI Technology, Inc. (the “Company”) as of 
March 31, 2024 and 2023, the related consolidated statements of operations, comprehensive loss, stockholders’ equity, 
and cash flows for each of the three years in the period ended March 31, 2024, and the related notes (collectively 
referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present 
fairly, in all material respects, the financial position of the Company at March 31, 2024 and 2023, and the results of 
its operations and its cash flows for each of the three years in the period ended March 31, 2024, in conformity with 
accounting principles generally accepted in the United States of America. 
 
Basis for Opinion  
  
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to 
express an opinion on the Company’s consolidated financial statements based on our audits. We are a public 
accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and 
are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and 
the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.  
  
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and 
perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of 
material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to 
perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an 
understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the 
effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.  
  
Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial 
statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures 
included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial 
statements. Our audits also included evaluating the accounting principles used and significant estimates made by 
management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that 
our audits provide a reasonable basis for our opinion.  
  
Critical Audit Matters   
  
The critical audit matters communicated below are matters arising from the current period audit of the consolidated 
financial statements that were communicated or required to be communicated to the audit committee and that: 
(1) relate to accounts or disclosures that are material to the consolidated financial statements and (2) involved our 
especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter 
in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating 
the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or 
disclosures to which they relate.  
 
 
Annual Report

50 
Valuation of Inventories  
 
As described in Note 1 to the consolidated financial statements, the Company’s consolidated inventories balance is 
stated at the lower of cost or net realizable value. The valuation of inventories is adjusted by the Company when 
conditions indicate a decline in value due to obsolescence or inventory levels are in excess of forecasted customer 
demand for each specific product.   
 
We identified the valuation of inventories associated with excess or obsolete attributes for certain products as a critical 
audit matter. Determining whether an adjustment for excess and obsolete inventory is necessary requires significant 
judgments related to forecasted customer demand for excess and obsolete units on hand based on historical sales and 
expected future orders. Auditing these elements involved especially challenging and subjective auditor judgments due 
to the nature and extent of audit procedures performed.   
  
The primary procedures we performed to address this critical audit matter included:   
  
• 
Evaluating the appropriateness and adequacy of the allowances estimated by management for certain 
products by analyzing the carrying value and quantities on hand against historical sales data and expected 
future orders and performing a retrospective review of the Company’s prior year estimates to actual results. 
 
• 
Evaluating the reasonableness of management’s judgments related to forecasted customer demand for certain 
products by performing inquiries of management and testing the completeness and accuracy of the expected 
future orders and the historical sales data. 
 
Valuation of Contingent Consideration  
 
As described in Notes 7 and 14 to the consolidated financial statements, on November 23, 2015, the Company acquired 
all of the outstanding stock of MikaMonu Group Ltd. (“MikaMonu”) for cash and future contingent consideration 
payable to former MikaMonu shareholders if certain revenue targets for products based on the MikaMonu technology 
are achieved. Since the initial measurement at the acquisition date, the liability has been re-measured to fair value at 
each reporting period. The primary inputs used in the valuation include (i) the forecasted amount and timing of future 
revenues, (ii) the probability of achievement of the revenue forecast, (iii) revenue volatility and (iv) a risk-adjusted 
discount rate to adjust the probability-weighted cash flow payments to their present value.  
 
We identified the valuation of the contingent consideration liability as a critical audit matter. Estimating the fair value 
of contingent consideration liability utilizes a complex Monte Carlo model and requires significant judgments, 
including (i) the forecasted amount and timing of future revenues, (ii) the probability of achievement of the revenue 
forecast, (iii) revenue volatility and (iv) the risk-adjusted discount rate used to adjust the probability-weighted cash 
flow payments to their present value. Auditing these elements involved especially complex and subjective auditor 
judgments due to the nature and extent of procedures performed, including the extent of specialized skills or 
knowledge needed.   
The primary procedures we performed to address this critical audit matter included:  
• 
Evaluating the reasonableness of management’s probability-weighted revenue forecast by examining 
expected customer demand, historical sales activity, external market data and contradictory evidence from 
retrospective reviews of prior period forecasts including the probability of achievement of the forecast in 
future periods. 
 
• 
Utilizing professionals with specialized skills and knowledge in valuation to: (i) evaluate the 
appropriateness of the valuation model utilized by management to estimate the fair value of the contingent 

51 
consideration; (ii) assess the reasonableness of the revenue volatility and risk-adjusted discount rate by 
developing independent estimates using external market data.  
 
/s/ BDO USA, P.C. 
 
We have served as the Company's auditor since 2017. 
San Jose, California 
June 13, 2024 
 
Annual Report

52 
GSI TECHNOLOGY, INC. 
CONSOLIDATED BALANCE SHEETS 
 
 
 
 
 
 
 
 
 
  
March 31,  
 
 
     
2024 
      
2023 
 
 
  
(In thousands, except share and 
per share amounts) 
 
ASSETS 
  
  
 
Cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $
 14,429  $
 27,212  
Short-term investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 —   
 3,363  
Accounts receivable, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 3,118   
 3,471  
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 4,977   
 6,415  
Prepaid expenses and other current assets ($375 and $0 from a related party) . . . . . . .     
 1,954   
 1,414  
Assets held for sale . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 5,629   
 —  
Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 30,107   
 41,875  
Property and equipment, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 1,148   
 7,423  
Operating lease right-of-use assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 1,553   
 684  
Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 7,978   
 7,978  
Intangible assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 1,556   
 1,790  
Deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 122   
 126  
Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $
 42,464  $
 59,876  
LIABILITIES AND STOCKHOLDERS’ EQUITY 
  
  
 
Accounts payable ($0 and $8 to a related party) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $
 668  $
 1,621  
Lease liabilities, current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 567   
 413  
Accrued expenses and other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 4,130   
 5,168  
Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 5,365   
 7,202  
Deferred tax liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 14   
 12  
Lease liabilities, non-current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 955   
 238  
Contingent consideration, non-current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 160   
 1,052  
Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 6,494   
 8,504  
Commitments and contingencies (Note 9) 
  
  
 
Stockholders’ equity: 
  
  
 
Preferred stock: $0.001 par value authorized: 5,000,000 shares; issued and 
outstanding: none . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 —   
 —  
Common Stock: $0.001 par value authorized: 150,000,000 shares; issued and 
outstanding: 25,300,372 and 24,685,059 shares, respectively . . . . . . . . . . . . . . . .     
 25   
 25  
Additional paid-in capital . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 60,598   
 55,953  
Accumulated other comprehensive loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 (87)  
 (127) 
Retained deficit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 (24,566)  
 (4,479) 
Total stockholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 35,970   
 51,372  
Total liabilities and stockholders’ equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $
 42,464  $
 59,876  
 
The accompanying notes are an integral part of these consolidated financial statements. 
 
 

53 
GSI TECHNOLOGY, INC. 
CONSOLIDATED STATEMENTS OF OPERATIONS 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
    
2024 
    
2023 
     
2022 
 
 
 (In thousands, except per share amounts) 
Net revenues . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $  21,765  $  29,691  $  33,384  
Cost of revenues ($125, $240 and $397 to a related party) . . . . . . . . . . . . . . . . .    
 9,942     12,010     14,847  
Gross profit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     11,823     17,681     18,537  
Operating expenses: 
  
  
  
 
Research and development . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     21,689     23,550     24,672  
Selling, general and administrative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     10,565    
 9,938     10,218  
Total operating expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     32,254     33,488     34,890  
Loss from operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (20,431)    (15,807)    (16,353) 
Interest income, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 541    
 308    
 71  
Other (expense), net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 (127)   
 (106)   
 (131) 
Loss before income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (20,017)    (15,605)    (16,413) 
Provision (benefit) for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 70    
 372    
 (45) 
Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ (20,087) $ (15,977) $ (16,368) 
Net loss per share: 
  
  
  
 
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $
 (0.80) $  (0.65) $
 (0.67) 
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $
 (0.80) $  (0.65) $
 (0.67) 
Weighted average shares used in per share calculations: 
  
  
  
 
Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     25,144     24,595     24,303  
Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     25,144     24,595     24,303  
The accompanying notes are an integral part of these consolidated financial statements. 
 
 
Annual Report

54 
GSI TECHNOLOGY, INC. 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
     
2024 
     
2023 
     
2022 
 
 
 
(In thousands) 
 
Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $ (20,087)    $ (15,977) $ (16,368) 
Net unrealized gain (loss) on available-for-sale investments . . . . . . . . . . . . . . .     
 40    
 27    
 (134) 
Total comprehensive loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $ (20,047)  $ (15,950) $ (16,502) 
The accompanying notes are an integral part of these consolidated financial statements. 
 
 

55 
GSI TECHNOLOGY, INC. 
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  
 
Accumulated   
  
 
 
  
 Additional 
Other 
 
Retained  
Total 
 
 
Common Stock 
 
Paid-in  Comprehensive 
Earnings  Stockholders'
 
    
Shares 
    Amount    Capital     Income (Loss)     
(Deficit) 
    
Equity 
 
 
(In thousands, except share amounts) 
Balance, March 31, 2021. . . . . . . . . . . . .    24,020,276  $  24  $ 47,722  $ 
 (20) $  27,866  $  75,592 
Issuance of common stock under 
employee stock option plans . . . . . . . .   
 465,963   
 —    2,368   
 —   
 —   
 2,368 
Stock-based compensation expense . . . .   
 —   
 —    2,993   
 —   
 —   
 2,993 
Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 —   
 —   
 —   
 —    (16,368)   (16,368)
Net unrealized loss on available- 
for-sale investments . . . . . . . . . . . . . . .   
 —   
 —   
 —   
 (134)  
 —   
 (134)
Balance, March 31, 2022. . . . . . . . . . . . .    24,486,239   
 24    53,083   
 (154)  
 11,498   
 64,451 
Issuance of common stock under 
employee stock option plans . . . . . . . .   
 198,820   
 1   
 401   
 —   
 —   
 402 
Stock-based compensation expense . . . .   
 —   
 —    2,469   
 —   
 —   
 2,469 
Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 —   
 —   
 —   
 —    (15,977)   (15,977)
Net unrealized gain on available- 
for-sale investments . . . . . . . . . . . . . . .   
 —   
 —   
 —   
 27   
 —   
 27 
Balance, March 31, 2023. . . . . . . . . . . . .    24,685,059   
 25    55,953   
 (127)  
 (4,479)  
 51,372 
Issuance of common stock under 
employee stock option plans . . . . . . . .   
 482,313   
 —    1,654   
 —   
 —   
 1,654 
Issuance of common stock pursuant  
to an At-the-Market offering, net  
of offering costs of $389 . . . . . . . . . . .   
 133,000   
 —   
 153   
 —   
 —   
 153 
Stock-based compensation expense . . . .   
 —   
 —    2,838   
 —   
 —   
 2,838 
Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 —   
 —   
 —   
 —    (20,087)   (20,087)
Net unrealized gain on available- 
for-sale investments . . . . . . . . . . . . . . .   
 —   
 —   
 —   
 40   
 —   
 40 
Balance, March 31, 2024. . . . . . . . . . . . .    25,300,372  $  25  $ 60,598  $ 
 (87) $  (24,566) $  35,970 
The accompanying notes are an integral part of these consolidated financial statements. 
Annual Report

56 
GSI TECHNOLOGY, INC. 
CONSOLIDATED STATEMENTS OF CASH FLOWS 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
    
2024 
     
2023 
     
2022 
  
 
 
(In thousands) 
 
Cash flows from operating activities: 
  
 
  
 
  
 
 
Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ (20,087)    $ (15,977)    $ (16,368) 
Adjustments to reconcile net loss to net cash used in operating activities:   
  
  
 
   Allowance for credit losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 (16)   
 (21)   
 (39) 
   Provision for excess and obsolete inventories . . . . . . . . . . . . . . . . . . . . . . .    
 180    
 226    
 402  
   Non-cash lease expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 576   
 581   
 373  
   Change in fair value of contingent consideration . . . . . . . . . . . . . . . . . . . .   
 (892)   (1,685)   (1,487) 
   Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 927    
 1,015    
 1,004  
   Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 2,838    
 2,469    
 2,993  
   Amortization of premium on investments . . . . . . . . . . . . . . . . . . . . . . . . . .    
 (2)   
 13    
 69  
Changes in assets and liabilities: 
  
  
  
 
Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 369    
 1,068    
 (814) 
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 1,258     (1,986)   
 (714) 
Prepaid expenses and other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 (536)   
 140    
 (70) 
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 (355)   
 (383)   
 (127) 
Accrued expenses and other liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (1,610)    (2,305)   
 952  
Net cash used in operating activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (17,350)    (16,845)    (13,826) 
Cash flows from investing activities: 
  
  
  
 
     Purchase of investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 —   
 —    (7,163) 
Maturities of short-term investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 3,405    
 7,000     12,132  
Purchases of property and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 (645)   
 (316)   
 (774) 
Net cash provided by investing activities . . . . . . . . . . . . . . . . . . . . . . . . . .    
 2,760    
 6,684    
 4,195  
Cash flows from financing activities: 
  
  
  
 
Proceeds from issuance of common stock under At-the-Market offering, 
net of offering costs of $389 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
153   
 —   
 —  
Proceeds from issuance of common stock under employee stock plans . . . .    
 1,654   
 402    
 2,368  
Net cash provided by financing activities . . . . . . . . . . . . . . . . . . . . . . . . .    
 1,807    
 402    
 2,368  
Net decrease in cash and cash equivalents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (12,783)    (9,759)    (7,263) 
Cash and cash equivalents at beginning of the period . . . . . . . . . . . . . . . . . . . . .     27,212     36,971     44,234  
Cash and cash equivalents at end of the period . . . . . . . . . . . . . . . . . . . . . . . . . .  $  14,429   $  27,212   $  36,971  
Non-cash investing and financing activities: 
  
  
  
 
Purchases of property and equipment through accounts payable and 
accruals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 
 598  $ 
 564  $ 
 34  
Operating lease right-of-use assets exchanged for lease obligations . . . . . . . .   
 1,445   
 376   
 585  
Supplemental cash flow information: 
  
  
  
 
Net cash paid for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 
 389   $ 
 155   $ 
 26  
The accompanying notes are an integral part of these consolidated financial statements. 
 

57 
NOTE 1—THE COMPANY AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 
The Company 
GSI Technology, Inc. (the “Company”) was incorporated in California in March 1995 and reincorporated in 
Delaware on June 9, 2004. The Company is a provider of high-performance semiconductor memory solutions to 
networking, industrial, medical, aerospace and military customers.  The Company’s products are incorporated 
primarily in high-performance networking and telecommunications equipment, such as routers, switches, wide area 
network infrastructure equipment, wireless base stations and network access equipment. In addition, the Company 
serves the ongoing needs of the military, industrial, test equipment and medical markets for high-performance 
SRAMs. The Company’s in-place associative computing product is targeted for markets including computer vision, 
synthetic aperture radar, drug discovery, cybersecurity, and service markets such as NoSQL, Elasticsearch, and 
OpenSearch, which the Company plans to support with a SaaS solution. 
Accounting principles 
The consolidated financial statements and accompanying notes were prepared in accordance with accounting 
principles generally accepted in the United States of America (“GAAP”). 
Basis of consolidation 
The consolidated financial statements include the accounts of the Company’s four wholly owned subsidiaries, 
GSI Technology Holdings, Inc., GSI Technology (BVI), Inc., GSI Technology Israel Ltd. and GSI Technology 
Taiwan, Inc.  All inter-company transactions and balances have been eliminated in consolidation. 
Use of estimates 
The preparation of financial statements in conformity with GAAP requires management to make estimates 
and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and 
liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the 
reporting period. Significant estimates are inherent in the preparation of the consolidated financial statements and 
include obsolete and excess inventory and the valuation of contingent consideration. The uncertainty created by the 
disruptions in the capital markets as a result of higher interest rates, worldwide inflationary pressures, the evolving 
conflict in the Middle East, the military conflict in Ukraine and the decline in the global economic environment, has 
made such estimates more difficult and subjective. Actual results could differ materially from those estimates. 
Government Agreements 
From time to time, the Company may enter into agreements with federal government agencies. GAAP does 
not have specific accounting standards covering agreements between the government and business entities. The 
Company applies International Accounting Standards 20 (“IAS 20”), Accounting for Government Grants and 
Disclosure of Government Assistance, by analogy when accounting for agreements entered into with the 
government. Under IAS 20, government grants or awards are initially recognized when there is reasonable assurance 
the conditions of the grant or award will be met and the grant or award will be received. After initial recognition, 
government grants or awards are recognized on a systematic basis in a manner consistent with the manner in which 
the Company recognizes the underlying costs for which the grant or award is intended to compensate. The Company 
follows ASC 832, Disclosures by Business Entities about Government Assistance, with respect to the disclosures of 
government grants or awards. 
 
Annual Report

58 
Credit Losses—Marketable Securities 
For marketable securities in an unrealized loss position, the Company periodically assesses its portfolio for 
impairment. The assessment first considers the intent or requirement to sell the marketable security. If either of these 
criteria are met, the amortized cost basis is written down to fair value through earnings. 
Beginning April 1, 2023, if the criteria above are not met, the Company evaluates whether the decline 
resulted from credit losses or other factors by considering the extent to which fair value is less than amortized cost, 
any changes to the rating of the marketable security by a rating agency, and any adverse conditions specifically 
related to the marketable security, among other factors. If this assessment indicates that a credit loss exists, the 
present value of cash flows expected to be collected from the marketable security is compared to the amortized cost 
basis of the marketable security. If the present value of cash flows expected to be collected is less than the amortized 
cost basis, a credit loss exists and an allowance for credit losses is recorded, limited by the amount that the fair value 
is less than the amortized cost basis. Any other impairment that has not been recorded through an allowance for 
credit losses is recognized in other comprehensive loss. 
Credit Losses—Accounts Receivable 
Accounts receivable are recorded at the amounts billed less estimated allowances for credit losses for any 
potential uncollectible amounts. The Company continually monitors customer payments and maintains an allowance 
for estimated losses resulting from a customer’s inability to make required payments. The Company considers 
factors such as historical experience, credit quality, age of the accounts receivable balances, and economic 
conditions that may affect a customer’s ability to pay. Accounts receivable are written-off and charged against an 
allowance for credit losses when the Company has exhausted collection efforts without success. 
Risk and uncertainties 
The decline in the global economic environment due to, among other things, higher interest rates and 
worldwide inflationary pressures has affected the business activities of the Company, its customers, suppliers, and 
other business partners in the fiscal year ended March 31, 2024. 
Our software development and certain regional sales activities for our APU product offerings occur in Israel. 
Our Vice President, Associative Computing, along with a team of software development experts are based in our 
Israel facility.  This team is needed for the development of the various levels of software required in the use of our 
APU product offering.  Proof of concept customers for our Synthetic Aperture Radar image processing acceleration 
system are also based in Israel. We are closely monitoring developments in the evolving military conflict with 
Hamas that began on October 7, 2023, including potential impacts to our business, customers, employees and 
operations in Israel. At this time, the impact on GSI Technology is uncertain and subject to change given the volatile 
nature of the situation, but adverse changes in the military conditions in Israel could harm our business and our stock 
price could decline. 

59 
The Company’s revenues have been adversely impacted by changes in customer buying patterns and 
communication limitations related to COVID-19 restrictions that required a significant number of our customer 
contacts to work from home. The Company’s results for the fiscal years ended March 31, 2024, 2023 and 2022 
demonstrated the challenges that the Company has faced during the COVID-19 global pandemic, which has 
restricted the activities of the Company’s sales force and distributors, reduced customer demand and caused the 
postponement of investment in certain customer sectors. These challenges have also impacted the Company as it 
entered new markets and engaged with target customers to sell its new APU product. Industry conferences and on-
site training workshops, which are typically used for building a sales pipeline, were limited, due to COVID-19 
related restrictions. The Company adapted its sales strategies for the COVID-19 environment, where it could not do 
face-to-face meetings and conduct secure meetings with government and defense customers. 
The Company believes that during the next 12 months disruptions in the capital markets as a result of higher 
interest rates, worldwide inflationary pressures and the decline in the global economic environment could impact 
general economic activity and demand in the Company’s end markets. Additionally, fluctuations in customer 
demand due to previous buffer stock purchases during the semiconductor supply shortage may negatively impact 
near-term revenues. 
The Company buys all of its SRAM wafers, an integral component of its products, from a single supplier and 
is also dependent on independent suppliers to assemble and test its products. During the years ended March 31, 
2024, 2023 and 2022, all of the wafers used in the Company’s SRAM products were supplied by Taiwan 
Semiconductor Manufacturing Company Limited, or TSMC. If this supplier fails to satisfy the Company’s 
requirements on a timely basis at competitive prices, the Company could suffer manufacturing delays, a possible 
loss of revenues, or higher cost of revenues, any of which could adversely affect operating results. 
A majority of the Company’s net revenues come from sales to customers in the networking and 
telecommunications equipment industry. A decline in demand in this industry could have a material adverse effect 
on the Company’s operating results and financial condition. 
Because much of the manufacturing and testing of the Company’s products is conducted in Taiwan, its 
business performance may be affected by changes in Taiwan’s political, social and economic environment. For 
example, any political instability or restrictions on transportation logistics for our products that result from the 
relationship among the United States, Taiwan and the People’s Republic of China could damage the Company’s 
business. Moreover, the role of the Taiwanese government in the Taiwanese economy is significant. Taiwanese 
policies toward economic liberalization, and laws and policies affecting technology companies, foreign investment, 
currency exchange rates, taxes and other matters could change, resulting in greater restrictions on the Company’s 
and its suppliers' ability to do business and operate facilities in Taiwan. If any of these risks were to occur, the 
Company’s business could be harmed. 
Some of the Company’s suppliers and the Company’s two principal operations are located near fault lines. In 
the event of a major earthquake, typhoon or other natural disaster near the facilities of any of these suppliers or the 
Company, the Company’s business could be harmed. 
From time to time, the Company is involved in legal actions.  There are many uncertainties associated with 
any litigation, and the Company may not prevail.  If information becomes available that causes us to determine that 
a loss in any of the Company’s pending litigation, or the settlement of such litigation, is probable, and we can 
reasonably estimate the loss associated with such events, we will record the loss in accordance with GAAP. 
However, the actual liability in any such litigation may be materially different from the Company’s estimates, which 
could require us to record additional costs. 
Annual Report

60 
Revenue recognition 
The Company recognizes revenue when control of the promised goods or services is transferred to its 
customers, in an amount that reflects the consideration to which the Company expects to be entitled in exchange for 
those goods or services. Under this criteria, revenue from the sale of products is generally recognized upon shipment 
according to the Company’s shipping terms, net of accruals for estimated variable consideration resulting from sales 
returns and allowances based on historical experience.  
Cash and cash equivalents 
Cash and cash equivalents include cash in demand accounts and highly liquid investments purchased with an 
original or remaining maturity of three months or less at the date of purchase, stated at cost, which approximates 
their fair value. 
Short-term investments 
All of the Company’s short-term investments are classified as available-for-sale. Available-for-sale debt 
securities with maturities greater than twelve months are classified as long-term investments when they are not 
intended for use in current operations. Investments in available-for-sale securities are reported at fair value with 
unrecognized gains (losses), net of tax, as a component of “Accumulated other comprehensive loss” on the 
Consolidated Balance Sheets. 
Concentration of credit risk 
Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily 
of cash, cash equivalents and short-term investments and accounts receivable. The Company places its cash 
primarily in checking, certificate of deposit, and money market accounts with reputable financial institutions, and by 
policy, limits the amount of credit exposure with any one financial institution or commercial issuer. The Company’s 
accounts receivables are derived primarily from revenue earned from customers located in the U.S. and Asia. The 
Company performs ongoing credit evaluations of its customers’ financial condition and, generally, requires no 
collateral from its customers. The Company maintains an allowance for credit losses based upon the expected 
collectability of accounts receivable. There were no write offs of accounts receivable in the years ended March 31, 
2024, 2023 or 2022. 
At March 31, 2024, three customers accounted for 46%, 18% and 14% of accounts receivable, and for the 
year then ended, two customers accounted for 51% and 14% of net revenues. At March 31, 2023, three customers 
accounted for 36%, 25% and 19% of accounts receivable, and for the year then ended, three customers accounted for 
48%, 17% and 10% of net revenues.  For the year ended March 31, 2022, four customers accounted for 38%, 17%, 
16% and 11% of net revenues. 
Inventories 
Inventories are stated at the lower of cost or net realizable value, cost being determined on a weighted 
average basis. Inventory write-down allowances are established when conditions indicate that the selling price could 
be less than cost due to physical deterioration, obsolescence of certain products based on changes in technology and 
demand, changes in price levels, or other causes. These allowances, once recorded, result in a new cost basis for the 
related inventory. These allowances are also considered for excess inventory generally based on inventory levels in 
excess of 12 months of forecasted customer demand based on historical sales and expected future orders, as 
estimated by management, for each specific product. The allowance is not reversed until the inventory is sold or 
disposed. 

61 
The Company recorded write-downs of excess and obsolete inventories of $180,000, $226,000 and $402,000, 
respectively, in fiscal 2024, 2023 and 2022.  
Property and equipment, net 
Property and equipment are stated at cost. Depreciation is computed using the straight-line method over the 
estimated useful lives of the assets as presented below: 
Software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        
3 to 5 years 
Computer and other equipment . . . . . . . . . . . . . . . . . . . . . . . . . . .     
5 to 10 years 
Building and building improvements . . . . . . . . . . . . . . . . . . . . . .    
10 to 25 years 
Furniture and fixtures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
7 years 
 
Leasehold improvements are amortized using the straight-line method over the shorter of the estimated useful 
lives of the assets or the remaining lease term of the respective assets. Gains or losses on disposals of property and 
equipment are recorded within loss from operations. Costs of repairs and maintenance are included as part of 
operating expenses unless they are incurred in relation to major improvements to existing property and equipment, at 
which time they are capitalized. 
Operating Leases 
The Company determines if an arrangement is a lease at inception. Operating leases are included in operating 
lease right-of-use ("ROU") assets, lease liabilities, current and lease liabilities, non-current on the Company's 
Consolidated Balance Sheets. The Company did not identify any finance leases as of March 31, 2024 and 2023. 
Operating lease ROU assets and operating lease liabilities are recognized based on the present value of the 
future minimum lease payments over the lease term at commencement date. As the Company’s leases do not 
provide an implicit rate, the Company uses an estimate of its incremental borrowing rate based on observed market 
data and other information available at the lease commencement date. The operating lease ROU assets also include 
any lease payments made and exclude lease incentives. Lease terms may include options to extend or terminate the 
lease when it is reasonably certain that the Company will exercise such options. The Company does not record 
leases on the Consolidated Balance Sheet with a term of one year or less. The Company does not separate lease and 
non-lease components but rather accounts for each separate component as a single lease component for all 
underlying classes of assets. Variable lease payments are expensed as incurred and are not included within the 
operating lease ROU asset and lease liability calculation. Variable lease payments primarily include reimbursements 
of costs incurred by lessors for common area maintenance and utilities. Lease expense for minimum operating lease 
payments is recognized on a straight-line basis over the lease term. 
Impairment of long-lived assets 
Long-lived assets held and used by the Company are reviewed for impairment whenever events or changes in 
circumstances indicate that their net book value may not be recoverable. If the sum of the expected future cash flows 
(undiscounted and before interest) from the use of the assets is less than the net book value of the asset an 
impairment could exist and the amount of the impairment loss, if any, will generally be measured as the difference 
between the net book value of the assets and their estimated fair values. There were no impairment losses recognized 
during the years ended March 31, 2024, 2023 or 2022. 
Annual Report

62 
Goodwill and intangible assets 
Goodwill is not amortized but is tested for impairment on an annual basis or whenever events or changes in 
circumstances indicate that the carrying amount of these assets may not be recoverable. 
The Company assesses goodwill for impairment on an annual basis on the last day of February in the fourth 
quarter of its fiscal year and if certain events or circumstances indicate that an impairment loss may have been 
incurred, on an interim basis. The Company has one reporting unit. Impairment is recognized if the carrying value of 
the net assets of the reporting unit exceeds the fair value of the reporting unit, with the impairment loss not to exceed 
the amount of goodwill allocated to the reporting unit. 
Intangible assets with finite useful lives are amortized over their estimated useful lives, generally on a 
straight-line basis over five to fifteen years. The Company reviews identifiable amortizable intangible assets for 
impairment whenever events or changes in circumstances indicate that the carrying value of the assets may not be 
recoverable. Determination of recoverability is based on the lowest level of identifiable estimated undiscounted cash 
flows resulting from use of the asset group and its eventual disposition. Measurement of any impairment loss is 
based on the excess of the carrying value of the asset over its fair value. The Company identified a potential 
impairment indicator for the finite lived intangible assets and performed a recoverability test by comparing the sum 
of the estimated undiscounted future cash flows of the asset group to the carrying amount as of December 31, 2023 
and March 31, 2023. The result of the recoverability test indicated that the sum of the expected future cash flows 
was greater than the carrying amount of the finite lived intangible assets. There were no impairment indicators note 
as of March 31, 2024. 
Research and development 
Research and development expenses are related to new product designs, including, salaries, stock-based 
compensation, contractor fees, preproduction masks, and allocation of corporate costs and are charged to the 
statement of operations as incurred. 
Income taxes 
The Company accounts for income taxes under the liability method, whereby deferred tax assets and 
liabilities are determined based on the difference between the financial statement and tax bases of assets and 
liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. 
Valuation allowances are established when it is more likely than not that the deferred tax asset will not be 
realized. Due to historical losses in the U.S., the Company has a full valuation allowance on its U.S. federal and 
state deferred tax assets. As of March 31, 2024 and 2023, the Company’s net deferred tax assets of $20.2 and 
$17.5 million, respectively, were subject to a valuation allowance of $20.2 and $17.5 million, respectively. 
Management continues to evaluate the realizability of deferred tax assets and the related valuation allowance. 
Authoritative guidance prescribes a comprehensive model for how a company should recognize, measure, 
present, and disclose in its financial statements uncertain tax positions that the Company has taken or expects to take 
on a tax return (including a decision whether to file or not to file a return in a particular jurisdiction). Under the 
guidance, the financial statements will reflect expected future tax consequences of such positions presuming the 
taxing Authorities’ full knowledge of the position and all relevant facts, but without considering time values. The 
first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates 
that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or 
litigation process, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% 
likely of being realized upon ultimate settlement. 

63 
The Company’s policy is to include interest and penalties related to unrecognized tax benefits within the 
provision for income taxes in the Consolidated Statements of Operations 
Shipping and handling costs 
The Company records costs related to shipping and handling in cost of revenues. 
Advertising expense 
Advertising costs are charged to expense in the period incurred. Advertising expense was not material for the 
years ended March 31, 2024, 2023 and 2022. 
Foreign currency transactions 
The U.S. dollar is the functional currency for all of the Company’s foreign operations. Foreign currency 
transaction gains and losses, resulting from transactions denominated in currencies other than U.S. dollars are 
included in the Consolidated Statements of Operations. These gains and losses were not material for the years ended 
March 31, 2024, 2023 or 2022. 
Segments 
Segment reporting is based on the “management approach,” following the method that management organizes 
the Company’s reportable segments for which separate financial information is made available to, and evaluated 
regularly by, the chief operating decision maker in allocating resources and in assessing performance. The 
Company’s chief operating decision maker is its Chief Executive Officer (“CEO”), who makes the decision on 
allocating resources and in assessing performance. The CEO reviews the Company's consolidated results as one 
operating segment. In making operating decisions, the CEO primarily considers consolidated financial information, 
accompanied by disaggregated information about revenues by customers and product. All of the Company’s 
principal operations and decision-making functions are located in the U.S. The Company’s CEO views its 
operations, manages its business, and uses one measurement of profitability for the one operating segment, which 
designs, develops and sells integrated circuits. 
Accounting for stock-based compensation 
Stock-based compensation expense recognized in the Consolidated Statements of Operations is based on 
options ultimately expected to vest, reduced by the amount of estimated forfeitures. The Company chose the 
straight-line method of allocating compensation cost over the requisite service period of the related award according 
to authoritative guidance. The Company calculates the expected term based on the historical average period of time 
that options were outstanding as adjusted for expected changes in future exercise patterns, which, for options 
granted in fiscal 2024, 2023 and 2022 resulted in an expected term of approximately 4.5 to 4.9 years, 4.6 to 5.0 years 
and 5.0 years, respectively. The Company uses its historical volatility to estimate expected volatility.  The risk-free 
interest rate is based on the U.S. Treasury yields in effect at the time of grant for periods corresponding to the 
expected life of the options. The dividend yield is 0%, based on the fact that the Company has never paid dividends 
and has no present intention to pay dividends. Changes to these assumptions may have a significant impact on the 
results of operations. 
Authoritative guidance requires cash flows, if any, resulting from the tax benefits from tax deductions in 
excess of the compensation cost recognized for those options (excess tax benefits) to be classified as financing cash 
flows in the Consolidated Statements of Cash Flows. 
Annual Report

64 
Comprehensive loss 
Comprehensive loss is defined to include all changes in stockholders’ equity during a period except those 
resulting from investments by owners and distributions to owners. For the years ended March 31, 2024, 2023 and 
2022, comprehensive loss was $20.0 million, $16.0 million and $16.5 million, respectively. 
Asset sale and leaseback transaction 
On April 2, 2024, the Company entered into a purchase and sale agreement (the “Agreement”) with D.R. 
Stephens & Company, LLC, as purchaser, to sell the Company’s 1213 Elko Drive property in Sunnyvale, California 
(the “Sunnyvale Property”) for $11.9 million in cash. On May 21, 2024 the purchase price was revised to 
$11.7 million. The net proceeds will be reduced by transaction commissions and expenses payable by the Company 
and incurred in connection with the sale. The Sunnyvale Property consists of approximately 44,277 square feet of 
industrial and office space where the Company has its headquarters and distribution facilities. The Agreement 
contains customary representations, warranties, covenants and closing conditions.  The Agreement can be 
terminated by the purchaser for any reason during the purchaser’s 45-day diligence period.  
The Company further agreed that upon closing, the Company will enter into a lease agreement (the “Lease”) 
and lease all of the Sunnyvale Property from the purchaser that it currently occupies for an initial term of ten years 
from the closing of the sale of the Sunnyvale Property.  The Company has the option to renew the term of the Lease 
for two additional five-year periods. Pursuant to the Lease, the Company is responsible for base rent initially at a 
rate of approximately $90,768 per month and the monthly operational expenses, such as maintenance, insurance, 
property taxes and utilities. The rental rate will increase three percent (3%) per year beginning on the first 
anniversary of the closing.   
The closing of the transaction occurred in June 2024. In connection with the transaction, the Company 
presented the net book value of the real property of $5.6 million as assets held for sale in the Consolidated Balance 
Sheets as of March 31, 2024. 
Accounting pronouncements effective for fiscal 2024 
In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 
(“ASU”) No. 2016-13, “Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on 
Financial Instruments.” ASU 2016-13 replaces the incurred loss impairment methodology in current GAAP with a 
methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and 
supportable information to inform credit loss estimates. For trade and other receivables, loans, and other financial 
instruments, the Company is required to use a forward-looking expected loss model rather than the incurred loss 
model for recognizing credit losses which reflects losses that are probable. Credit losses relating to available-for-sale 
debt securities are recorded through an allowance for credit losses rather than as a reduction in the amortized cost 
basis of the securities. ASU 2016-13 is effective for fiscal years beginning after December 15, 2022, including 
interim periods within those fiscal years. Application of the amendments is through a cumulative-effect adjustment 
to retained earnings as of the effective date. Adoption of this standard on April 1, 2023 did not have a material 
impact on the Company’s consolidated financial statements and related disclosures. 
Accounting pronouncements not yet adopted by the Company 
In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to 
Reportable Segment Disclosures,” which will require the Company to disclose segment expenses that are significant 
and regularly provided to the Company’s chief operating decision maker (“CODM”). In addition, ASU 2023-07 will 
require the Company to disclose the title and position of its CODM and how the CODM uses segment profit or loss 

65 
information in assessing segment performance and deciding how to allocate resources. The Company is currently 
evaluating the effect that the updated standard will have on the Company's financial statement disclosures.  
NOTE 2 —REVENUE RECOGNITION 
The Company determines revenue recognition through the following steps: (1) identification of the contract 
with a customer; (2) identification of the performance obligations in the contract; (3) determination of the 
transaction price; (4) allocation of the transaction price to the performance obligations in the contract; and 
(5) recognition of revenue when, or as, we satisfy a performance obligation. 
The Company’s customer contracts, which may be in the form of purchase orders, contracts or purchase 
agreements, contain performance obligations for delivery of agreed upon products.  Delivery of all performance 
obligations contained within a contract with a customer typically occurs at the same time (or within the same 
accounting period).  Transfer of control occurs at the point at which delivery has occurred, title and the risks and 
rewards of ownership have passed to the customer, and the Company has a right to payment. The Company 
recognizes revenue upon shipment of the product.  
Because all of the Company’s performance obligations relate to contracts with a duration of less than one 
year, the Company elected to apply the optional exemption practical expedient and, therefore, is not required to 
disclose the aggregate amount of the transaction price allocated to performance obligations that are unsatisfied or 
partially unsatisfied at the end of the reporting period. 
The Company adjusts the transaction price for variable consideration.  Variable consideration is not typically 
significant and primarily results from stock rotation rights and quick pay discounts provided to certain distributors. 
As a practical expedient, the Company is recognizing the incremental costs of obtaining a contract, specifically 
commission expenses that have a period of benefit of less than twelve months, as an expense when incurred.  
Additionally, the Company has adopted an accounting policy to recognize shipping costs that occur after control 
transfers to the customer as a fulfillment activity. 
The Company’s contracts with customers do not typically include extended payment terms. Payment terms 
vary by contract type and type of customer and generally range from 30 to 60 days from shipment. Additionally, the 
Company has right to payment upon shipment. 
The Company records revenue net of sales tax, value added tax, excise tax and other taxes collected 
concurrent with product sales. The impact of such taxes on product sales is immaterial.  
The Company warrants its products to be free of defects generally for a period of three years. The Company 
estimates its warranty costs based on historical warranty claim experience and includes such costs in cost of 
revenues. Warranty costs and the accrued warranty liability were not material as of March 31, 2024 and 2023. 
Substantially all of the Company’s revenue is derived from sales of SRAM products which represented 
approximately 99%, 97% and 97% of total revenues in the years ended March 31, 2024, 2023 and 2022, 
respectively. 
Nokia, the Company’s largest customer, purchases products directly from the Company and through contract 
manufacturers and distributors. Based on information provided to the Company by its contract manufacturers and 
distributors, purchases by Nokia represented approximately 21%, 17% and 29% of the Company’s net revenues in 
fiscal 2024, 2023 and 2022, respectively. 
 
 
Annual Report

66 
See “Note 13 - Segment and Geographic Information” for revenue by shipment destination. 
The following table presents the Company’s revenue disaggregated by customer type. 
 
 
Year Ended March 31,  
 
 
     
2024 
     
2023 
     
2022 
 
 
 
(In thousands) 
 
Contract manufacturers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 
 4,450     $ 
 5,882  $ 
 10,354  
Distribution. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 16,636   
 23,023   
 22,289  
OEMs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 679   
 786   
 741  
 
 $ 
 21,765  $ 
 29,691  $ 
 33,384  
 
NOTE 3—NET LOSS PER COMMON SHARE 
The Company uses the treasury stock method to calculate the weighted average shares used in computing 
diluted net loss per share. The following table sets forth the computation of basic and diluted net loss per share: 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
     
2024 
     
2023 
     
2022 
 
 
 
 
 
 
 
 
 
 
 
(In thousands, except per share amounts) 
 
Net loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $
 (20,087)    $
 (15,977) $
 (16,368) 
 
  
  
  
 
Denominators: 
  
  
  
 
Weighted average shares—Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 25,144   
 24,595   
 24,303  
Dilutive effect of employee stock options . . . . . . . . . . . . . . . . . . . . . . . . . .   
 —   
 —   
 —  
Dilutive effect of employee stock purchase plan options . . . . . . . . . . . . . . .    
 —   
 —   
 —  
Weighted average shares—Dilutive . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 25,144    
 24,595    
 24,303  
Net loss per common share—Basic . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $
 (0.80)  $
 (0.65) $
 (0.67) 
Net loss per common share—Diluted . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $
 (0.80)  $
 (0.65) $
 (0.67) 
The following shares of common stock (determined on a weighted average basis) were excluded from the 
computation of diluted net loss per common share as they had an anti-dilutive effect: 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
     
2024 
     
2023 
     
2022 
  
 
 
(In thousands) 
 
Shares underlying options and ESPP shares . . . . . . . . . . . . . . . . . . . . . . . .  
 7,930  
 8,531  
 6,405  
 
 
NOTE 4—BALANCE SHEET DETAIL 
 
 
 
 
 
 
 
 
 
 
 
 
March 31,  
 
 
    
2024 
     
2023 
 
 
 
(In thousands) 
 
Inventories: 
   
   
 
Work-in-progress . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $
 2,865     $  3,629  
Finished goods . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 2,112    
 2,767  
Inventory at distributors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     
 —    
 19  
 
 $
 4,977   $  6,415  
 

67 
 
 
 
 
 
 
 
 
 
 
 
 
March 31,  
 
 
     
2024 
     
2023 
  
 
 
(In thousands) 
 
Accounts receivable, net: 
 
 
 
 
 
Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$  3,162      $  3,531  
Less: Allowances for credit losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
  
 (44) 
  
 (60) 
 
 
$  3,118   $  3,471  
 
 
 
 
 
 
 
 
 
 
 
 
 
March 31,  
 
 
     
2024 
     
2023 
  
 
 
(In thousands) 
 
Prepaid expenses and other current assets: 
 
 
 
 
 
Prepaid tooling and masks . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$ 
 668  
$ 
 333  
Other receivables . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
 215  
 
 156  
Other prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
 1,071  
 
 925  
 
 
$  1,954  
$  1,414  
 
 
 
 
 
 
 
 
 
 
 
 
 
March 31,  
 
 
     
2024 
     
2023 
  
 
 
(In thousands) 
 
Property and equipment, net: 
  
  
 
Computer and other equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
$  18,555  $  19,188  
Software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 
 4,428   
 4,428  
Land . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 
 —   
 3,900  
Building and building improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 
 —   
 3,741  
Furniture and fixtures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 
 102   
 102  
Leasehold improvements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
 
 927   
 910  
 
   24,012    32,269  
Less: Accumulated depreciation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  
  (22,864)   (24,846) 
 
 $  1,148  $  7,423  
Depreciation expense was $693,000, $782,000 and $771,000 for the years ended March 31, 2024, 2023 and 
2022, respectively.  
The following table summarizes the components of intangible assets and related accumulated amortization 
balances at March 31, 2024 and 2023, respectively (in thousands): 
 
 
 
 
 
 
 
 
 
 
 
 
 
As of March 31, 2024 
 
 
    
Gross 
Carrying 
Amount      
Accumulated 
Amortization     
Net Carrying
Amount 
  
Intangible assets: 
  
     
     
 
Product designs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $
 590  $ 
 (590) $ 
 —  
Patents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     4,220   
 (2,664)  
 1,556  
Software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 80   
 (80)  
 —  
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  4,890  $  (3,334) $ 
 1,556  
 
Annual Report

68 
 
 
 
 
 
 
 
 
 
 
 
 
 
As of March 31, 2023 
 
 
     
Gross 
Carrying 
Amount      
Accumulated 
Amortization     
Net Carrying 
Amount 
 
Intangible assets: 
  
  
  
 
Product designs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $
 590  $ 
 (590) $ 
 —  
Patents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 4,220   
 (2,430)  
 1,790  
Software . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 80   
 (80)  
 —  
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  4,890  $  (3,100) $ 
 1,790  
Amortization of intangible assets of $234,000, $233,000 and $233,000 was included in cost of revenues for 
the years ended March 31, 2024, 2023 and 2022, respectively. 
As of March 31, 2024, the estimated future amortization expense of intangible assets in the table above is as 
follows (in thousands): 
 
 
 
 
Fiscal year ending March 31, 
 
 
2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      $ 
233  
2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
233  
2027 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
233  
2028 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
233  
2029 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
233  
Thereafter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
391  
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $ 
1,556  
 
 
 
 
 
 
 
 
 
 
 
March 31,  
 
 
     
2024 
     
2023 
 
 
 
(In thousands) 
 
Accrued expenses and other liabilities: 
  
  
 
Accrued compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 
 3,173  $
 3,441  
Accrued commissions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 180   
 214  
Income taxes payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 10   
 345  
Miscellaneous accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 767   
 1,168  
 
 $ 
 4,130  $
 5,168  
 
 
 
On November 30, 2022, the Company announced cost reduction initiatives which included an approximate 
15% reduction in the Company’s global workforce. The Company incurred $0.3 million in severance related charges 
during fiscal 2023 including $0.1 million recorded as cost of revenues and $0.2 million recorded as selling, general 
and administrative expense in the condensed consolidated statements of operations. There were no severance 
charges incurred during the year ended March 31, 2024. 

69 
NOTE 5—GOODWILL 
Goodwill represents the difference between the purchase price and the estimated fair value of the identifiable 
assets acquired and liabilities assumed in a business combination. The Company tests for goodwill impairment on an 
annual basis, or more frequently if events or changes in circumstances indicate that the asset is more likely than not 
impaired. The Company has one reporting unit. The Company assesses goodwill for impairment on an annual basis 
on the last day of February in the fourth quarter of its fiscal year. 
The Company had a goodwill balance of $8.0 million as of both March 31, 2024 and 2023. The goodwill 
resulted from the acquisition of MikaMonu Group Ltd. (“MikaMonu”) in fiscal 2016. 
The Company completed its annual impairment test during the fourth quarter of fiscal 2024 and concluded 
that there was no impairment, as it was more likely than not that the fair value of its sole reporting unit exceeded its 
carrying value and the performance of a quantitative impairment test was not required. 
NOTE 6—INCOME TAXES 
Loss before income taxes and the provision for income taxes consists of the following: 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
     
2024 
     
2023 
     
2022 
  
 
 
(In thousands) 
 
Loss before income taxes: 
   
   
   
 
U.S. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $  (12,414) $  (10,992) $  (11,132) 
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 (7,603)  
 (4,613)  
 (5,281) 
 
 $  (20,017) $  (15,605) $  (16,413) 
Current income tax expense (benefit): 
   
   
   
 
U.S. federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 
 —  $ 
 —  $ 
 —  
Foreign . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 67   
 382   
 (48) 
State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 1   
 1   
 1  
 
  
 68   
 383   
 (47) 
Deferred income tax expense (benefit): 
   
   
   
 
U.S. federal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 2   
 (7)  
 2  
State . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 —   
 (4)  
 —  
 
  
 2   
 (11)  
 2  
Provision (benefit) for income taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 
 70  $ 
 372  $ 
 (45) 
Annual Report

70 
The provision for income tax differs from the amount of income tax determined by applying the applicable 
U.S. statutory income tax rate to pre-tax loss as follows: 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
     
2024 
     
2023 
     
2022 
  
 
 
(In thousands) 
 
U.S. Federal taxes at statutory rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  (4,204) $  (3,277) $  (3,447) 
State taxes, net of federal benefit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 1   
 (3)  
 1  
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 408   
 463   
 605  
Tax credits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 (530)  
 (487)  
 (497) 
Foreign tax rate differential . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 1,663   
 1,350   
 1,277  
GILTI tax . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 232   
 1,262   
 —  
Tax remeasurement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 —   
 —   
 (220) 
Non-deductible expenses and other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 2   
 1   
 4  
 
   (2,428)  
 (691)   (2,277) 
Valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 2,498   
 1,063   
 2,232  
 
 $ 
 70  $ 
 372  $ 
 (45) 
Deferred tax assets and deferred tax liabilities consist of the following: 
 
 
 
 
 
 
 
 
 
March 31,  
 
     
2024 
     
2023 
 
 
(In thousands) 
Deferred tax assets: 
 
  
 
  
Tax credits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
$ 
 9,572  
$ 
 8,714 
Net operating losses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 
 4,807  
 
 4,064 
Capitalized research and development. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 
 3,407  
 
 2,106 
Stock-based compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 
 1,168  
 
 1,119 
Property and equipment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 
 474  
 
 551 
Unrecognized gains . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 
 —  
 
 10 
Other reserves and accruals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 
 748  
 
 1,073 
Total deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 
 20,176  
 
 17,637 
Less valuation allowance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
  (20,165) 
  (17,480)
Deferred tax assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 
 11  
 
 157 
Deferred tax liabilities: 
 
  
 
  
Leased assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 
 (25) 
 
 (169)
Total deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 
 (25) 
 
 (169)
Net deferred tax liability . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
$ 
 (14) 
$ 
 (12)
The Company currently intends to indefinitely reinvest earnings in operations outside the United States. No 
provision has been made for state income taxes that might be payable upon remittance of such earnings, nor is it 
practicable to determine the amount of such potential liability. 
As of March 31, 2024 and 2023, $3.9 million and $3.7 million, respectively, of unrecognized tax benefits had 
been recorded as a reduction to net deferred tax assets. It is possible, however, that some months or years may elapse 

71 
before an uncertain position for which the Company has established a reserve is resolved. A reconciliation of 
unrecognized tax benefits is as follows: 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
     
2024 
     
2023 
     
2022 
  
 
 
(In thousands) 
 
Unrecognized tax benefits, beginning of period . . . . . . . . . . . . . . . . . . . . . . . . . .   $  3,723  $  3,502  $  3,273  
Additions based on tax positions related to current year . . . . . . . . . . . . . . . . . . .    
 225   
 221   
 229  
Unrecognized tax benefits, end of period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $  3,948  $  3,723  $  3,502  
There is no unrecognized tax benefit balance as of March 31, 2024 that would affect the Company’s effective 
tax rate if recognized after considering the valuation allowance. At March 31, 2024, due to the Company’s valuation 
allowance in the United States, there was no net income tax effect related to Global intangible low-taxed income 
(“GILTI”) in the Company’s fiscal year ended March 31, 2024. 
Management believes that within the next twelve months the Company could have a reduction in uncertain 
tax benefits of up to $767,000, including interest and penalties, as a result of the lapse of statute of limitations.  
The Company's federal and state net operating loss carryforwards for income tax purposes are approximately 
$16.5 million and $23.1 million, respectively, at March 31, 2024.  The Company's federal net operating loss 
carryforwards do not expire and the Company’s state tax net operating loss carryforwards expire beginning in 2034. 
The Company's federal and state tax credit carryforwards for income tax purposes are approximately $5.2 million 
and $5.6 million respectively, at March 31, 2024.  The Company's federal tax credit carryforwards expire beginning 
in 2033.  The Company's state tax credit carryforwards have no expiration date. Utilization of the Company’s net 
operating loss carryforwards and research tax credit carryforwards may be subject to substantial annual limitations 
due to the ownership change limitations provided by the Internal Revenue Code and similar state provisions. The 
annual limitation could result in the expiration of the net operating loss carryforwards and research tax credit 
carryforwards before utilization. The Company has not performed an analysis to determine if a limitation applies 
and whether the limitation would cause the net operating losses to expire unutilized. 
Due to historical losses in the U.S., the Company has a full valuation allowance on its U.S. federal and state 
deferred tax assets. As of March 31, 2024 and 2023, the Company’s net deferred tax assets of $20.2 million and 
$17.5 million, respectively, were subject to a valuation allowance of $20.2 million and $17.5 million, respectively. 
The net valuation allowance increased by $2.7 million and $1.3 million in fiscal 2024 and 2023, respectively. As of 
March 31, 2024 and 2023, the Company’s net deferred tax liabilities were $14,000 and $12,000, respectively. The 
deferred tax assets consist primarily of the tax credits and federal and state net operating losses. Realization of 
deferred tax assets is dependent upon future taxable income, if any, the amount and timing of which are uncertain. In 
assessing the realizability of deferred tax assets, management determined that it is more likely than not that no 
deferred tax assets will be realized. Therefore, the Company has provided a full valuation allowance against these 
deferred tax assets. 
 
The Company is subject to taxation in the United States and various state and foreign jurisdictions. Fiscal 
years 2013 through 2022 remain open to examination by the federal tax authorities and fiscal years 2012 through 
2022 remain open to examination by the state of California. Fiscal years 2020, 2021, 2022 and 2023 are subject to 
audit by the Israeli tax authorities. 
 
 
Annual Report

72 
NOTE 7—FINANCIAL INSTRUMENTS 
Fair value measurements 
Authoritative accounting guidance for fair value measurements provides a framework for measuring fair 
value and related disclosures.  The guidance applies to all financial assets and financial liabilities that are measured 
on a recurring basis.  The guidance requires fair value measurement to be classified and disclosed in one of the 
following three categories: 
Level 1: Valuations based on quoted prices in active markets for identical assets and liabilities. The fair value 
of available-for-sale securities included in the Level 1 category is based on quoted prices that are readily and 
regularly available in an active market. As of March 31, 2024, the Level 1 category included money market funds of 
$5.7 million, which were included in cash and cash equivalents on the Consolidated Balance Sheets. 
Level 2: Valuations based on observable inputs (other than Level 1 prices), such as quoted prices for similar 
assets at the measurement date; quoted prices in markets that are not active; or other inputs that are observable, 
either directly or indirectly. The fair value of available-for-sale securities included in the Level 2 category is based 
on the market values obtained from an independent pricing service that were evaluated using pricing models that 
vary by asset class and may incorporate available trade, bid and other market information and price quotes from 
well-established independent pricing vendors and broker-dealers. There were no short-term or long-term 
investments as of March 31, 2024. 
Level 3: Valuations based on inputs that are unobservable and involve management judgment and the 
reporting entity’s own assumptions about market participants and pricing. As of March 31, 2024, the Company’s 
Level 3 financial instruments measured at fair value on the Consolidated Balance Sheets consisted of the contingent 
consideration liability related to the MikaMonu acquisition. The fair value of the contingent consideration liability 
was initially determined as of the acquisition date using unobservable inputs.  These inputs include the estimated 
amount and timing of future revenues, the probability of achievement of the revenue forecast, revenue volatility and 
a risk-adjusted discount rate of approximately 14.8% used to adjust the probability-weighted cash flow payments to 
their present value.  Significant increases (decreases) to the estimated amount and timing of future revenues or the 
probability of achievement of the revenue forecast would result in a significantly higher (lower) fair value 
measurement. Conversely, a significant increase (decrease) in the risk-adjusted discount rate would result in a 
significantly (lower) higher fair value measurement. Generally, changes used in the assumptions for future revenues 
and probability of achievement of the revenue forecast would be accompanied by a directionally similar change in 
the fair value measurement and expense. Conversely, changes in the risk-adjusted discount rate would be 
accompanied by a directionally opposite change in the related fair value measurement and expense. The continued 
appropriateness of the Monte Carlo valuation model selected or any decision to change the valuation model may 
also lead to changes in fair value measurement. Subsequent to the acquisition date, at each reporting period, the 
contingent consideration liability is re-measured to fair value with changes recorded in selling, general and 
administrative expenses in the Consolidated Statements of Operations. During the most recent re-measurement of 
the contingent consideration liability as of March 31, 2024, the Company used a risk-adjusted discount rate of 
approximately 16.1% to adjust the probability-weighted cash flows to their present value using probabilities ranging 
from 25% to 75% for the remaining contingent events. The contingent consideration liability is included in 
contingent consideration, non-current on the Consolidated Balance Sheet at March 31, 2024 and 2023 in the amount 
of $160,000 and $1.1 million, respectively. 
Refer to Note 14, “Acquisition” for more information. 

73 
The fair value of financial assets and liabilities measured on a recurring basis is as follows (in thousands): 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
Fair Value Measurements at Reporting Date Using  
 
  
 
 
Quoted Prices  
 
 
 
 
 
  
 
 
in Active 
 
Significant  
 
 
 
  
 
 
Markets for 
 
Other 
 
Significant  
 
  
 
 
Identical Assets  
Observable  
Unobservable 
 
  
 
 
and Liabilities  
Inputs 
 
Inputs 
 
 
    March 31, 2024    
(Level 1) 
     
(Level 2) 
     
(Level 3) 
 
Assets: 
  
  
 
 
 
 
 
Money market funds . . . . . . . . . . . . . . . . . . . . . . . . . . .   $ 
 5,676  $ 
 5,676  
$ 
 —  
$ 
 —  
Marketable securities . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 —   
 —  
 
 —  
 
 —  
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $ 
 5,676  $ 
 5,676  
$ 
 —  
$ 
 —  
 
  
  
 
 
 
 
 
Liabilities: 
  
  
 
 
 
 
 
Contingent consideration. . . . . . . . . . . . . . . . . . . . . . . .   $ 
 160  $ 
 —  
$ 
 —  
$ 
 160  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
Fair Value Measurements at Reporting Date Using  
 
  
 
 
Quoted Prices  
 
 
 
 
 
  
 
 
in Active 
 
Significant  
 
 
 
  
 
 
Markets for 
 
Other 
 
Significant  
 
  
 
 
Identical Assets  
Observable  
Unobservable 
 
  
 
 
and Liabilities  
Inputs 
 
Inputs 
 
 
    March 31, 2023    
(Level 1) 
     
(Level 2) 
     
(Level 3) 
 
Assets: 
  
  
 
 
 
 
 
Money market funds . . . . . . . . . . . . . . . . . . . . . . . . . . .   $ 
 7,796  $ 
 7,796  
$ 
 —  
$ 
 —  
Marketable securities . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 3,363   
 —  
 
 3,363  
 
 —  
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $ 
 11,159  $ 
 7,796  
$ 
 3,363  
$ 
 —  
 
  
  
 
 
 
 
 
Liabilities: 
  
  
 
 
 
 
 
Contingent consideration. . . . . . . . . . . . . . . . . . . . . . . .   $ 
 1,052  $ 
 —  
$ 
 —  
$ 
 1,052  
The following table sets forth the changes in fair value of contingent consideration for the fiscal years ended 
March 31, 2024, 2023 and 2022, respectively: 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
     
2024 
     
2023 
     
2022 
 
 
 
(In thousands) 
 
Contingent consideration, beginning of period . . . . . . . . . . . . . . . . . . . .   $ 
 1,052  $
 2,738  $ 
 4,225  
Change due to accretion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
 108   
 222   
 88  
Re-measurement of contingent consideration . . . . . . . . . . . . . . . . . . . . .    
 (1,000)  
 (1,908)  
 (1,575) 
Contingent consideration, end of period . . . . . . . . . . . . . . . . . . . . . . . . .   $ 
 160  $
 1,052  $ 
 2,738  
Short-term and long-term investments 
All of the Company’s short-term investments are classified as available-for-sale. Available-for-sale debt 
securities with maturities greater than twelve months are classified as long-term investments when they are not 
intended for use in current operations. Investments in available-for-sale securities are reported at fair value with 
unrecognized gains (losses), net of tax, as a component of accumulated other comprehensive loss on the 
Consolidated Balance Sheets. The Company had money market funds of $5.7 million and $7.8 million at March 31, 
2024 and March 31, 2023, respectively, included in cash and cash equivalents on the Consolidated Balance Sheets.  
Annual Report

74 
The following table summarizes the Company’s available-for-sale investments. There were no available-for-
sale investments at March 31, 2024.  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
March 31, 2023 
 
 
  
 
 
Gross 
 
Gross 
  
 
 
 
  
 
 Unrealized Unrealized 
Fair 
 
 
     
Cost 
    
Gains 
     Losses      Value  
 
 
(In thousands) 
 
Short-term investments: 
   
   
   
   
 
Certificates of deposit . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 1,750  $ 
 —  $ 
 (13) $ 1,737  
Supranational obligations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 654   
 —   
 (17)  
 637  
Agency bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 999   
 —   
 (10)  
 989  
Total short-term investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $ 3,403  $ 
 —  $ 
 (40) $ 3,363  
 
The following table shows the gross unrealized losses and fair value of the Company’s investments with 
unrealized losses aggregated by investment category and length of time that individual securities have been in a 
continuous loss position as of March 31, 2023. 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
March 31, 2023 
 
 
 
Less Than 12 Months 
 
12 Months or Greater 
 
Total 
 
 
  
Fair 
  Unrealized   
Fair 
  Unrealized  
 
Fair 
 
 
Unrealized  
 
  
Value 
  
Loss 
  
Value 
  
Loss 
 
 
Value 
 
 
Loss 
 
 
 
(In thousands) 
 
Certificates of deposit . . . . . . . . .  $ 
 —  $ 
 —  $  1,737  $ 
 (13) $ 
 1,737  $ 
 (13) 
Agency bonds . . . . . . . . . . . . . . . .   
 —   
 —   
 990   
 (10)  
 990   
 (10) 
Supranational obligations . . . . . .   
 —   
 —   
 636   
 (17)  
 636   
 (17) 
 
 $ 
 —  $ 
 —  $  3,363  $ 
 (40) $ 
 3,363  $ 
 (40) 
 
The Company’s investment portfolio consists of both corporate and governmental securities that have a 
maximum maturity of three years. All unrealized gains and losses are due to changes in interest rates and bond 
yields. Subject to normal credit risks, the Company has the ability to realize the full value of all these investments 
upon maturity. 
At March 31, 2023, the deferred tax asset related to unrecognized gains and losses on short-term and long-
term investments was $10,000. 
 
NOTE 8—LEASES 
The Company has operating leases for corporate offices, and research and development facilities. The 
Company’s leases have remaining lease terms of 29 months to 37 months, one of which includes an option to extend 
for 5 years. 

75 
Supplemental balance sheet information related to leases was as follows: 
 
 
 
 
 
 
 
 
 
As of  
 
As of  
 
 
March 31, 2024  
March 31, 2023 
 
 
(In thousands) 
Operating Leases 
 
  
 
  
Operating lease right-of-use assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$ 
1,553  
$ 
684 
 
 
  
 
  
Lease liabilities-current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$ 
567  
$ 
413 
Lease liabilities-non-current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
955  
 
238 
Total operating lease liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$ 
1,522  
$ 
651 
 
The following table provides the details of lease costs: 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
2024 
     
2023 
 
 
(In thousands) 
Operating lease cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$ 
572  
$ 
592 
Short-term lease cost . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
32  
 
31 
 
 
$ 
604  
$ 
623 
 
The following table provides other information related to leases: 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
2024 
     
2023 
 
 
(In thousands) 
Cash paid for amounts included in the measurement of lease liabilities 
 
  
 
  
Operating cash flows from operating leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$ 
570  
$ 
589  
 
 
  
 
  
Right-of-use assets obtained in exchange for lease obligations 
 
  
 
  
Operating leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$ 
 1,445  
$ 
 376 
 
 
  
 
  
Weighted-average remaining lease term (years): 
 
  
 
  
Operating leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
2.78  
 
2.42 
 
 
  
 
  
Weighted-average discount rate: 
 
  
 
  
Operating leases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
4.22%  
 
4.37% 
 
Annual Report

76 
The following table provides the maturities of the Company’s operating lease liabilities as of March 31, 
2024: 
 
 
 
 
 
 
Operating Lease 
 
 
Liabilities 
Fiscal Year 
 
(In thousands) 
2025 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$ 
578  
2026 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
588  
2027 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
438  
2028 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
7  
2029 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
0  
Total undiscounted future cash flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
1,611  
Less: Imputed interest . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
(89)
Present value of undiscounted future cash flows . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$ 
1,522  
 
 
  
Presentation on statement of financial position 
 
  
Current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$ 
567  
Non-current . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$ 
955  
 
 
NOTE 9—COMMITMENTS AND CONTINGENCIES 
Royalty obligations 
The Company has license agreements that require it to pay royalties on the sale of products using the licensed 
technology. Royalty expense for the years ended March 31, 2024, 2023 and 2022 was $36,000, $39,000 and 
$32,000, respectively, and was included within cost of revenues. 
Indemnification obligations 
The Company is a party to a variety of agreements pursuant to which it may be obligated to indemnify the 
other party with respect to certain matters. Typically, these obligations arise in the context of contracts entered into 
by the Company, under which the Company customarily agrees to hold the other party harmless against losses 
arising from a breach of representations and covenants related to such matters as title to assets sold and certain 
intellectual property rights. In each of these circumstances, payment by the Company is conditioned on the other 
party making a claim pursuant to the procedures specified in the particular contract, which procedures typically 
allow the Company to challenge the other party’s claims. Further, the Company’s obligations under these 
agreements may be limited in terms of time and/or amount, and in some instances, the Company may have recourse 
against third parties for certain payments made by it under these agreements. 
It is not possible to predict the maximum potential amount of future payments under these or similar 
agreements due to the conditional nature of the Company’s obligations and the unique facts and circumstances 
involved in each particular agreement. Historically, payments made by the Company under these agreements have 
not had a material effect on its business, financial condition, cash flows or results of operations. The Company 
believes that if it were to incur a loss in any of these matters, such loss should not have a material effect on its 
business, financial condition, cash flows or results of operations. 
 
 

77 
Product warranties 
The Company warrants its products to be free of defects generally for a period of three years. The Company 
estimates its warranty costs based on historical warranty claim experience and includes such costs in cost of 
revenues. Warranty costs and the accrued warranty liability were not material as of March 31, 2024 and 2023 and 
for the years ended March 31, 2024, 2023 or 2022. 
NOTE 10—COMMON STOCK 
The Company’s Certificate of Incorporation, as amended, authorizes the Company to issue 150,000,000 
shares of $0.001 par value common stock. 
The Company’s board of directors has authorized the repurchase, at management’s discretion, of shares of its 
common stock. Under the repurchase program, the Company may repurchase shares from time to time on the open 
market or in private transactions. The specific timing and amount of the repurchases will be dependent on market 
conditions, securities law limitations and other factors. The repurchase program may be suspended or terminated at 
any time without prior notice. Through March 31, 2024, including the shares purchased in a modified “Dutch 
Auction” self-tender offer, the Company has repurchased and retired a total of 12,004,779 shares at an average cost 
of $5.06 per share for a total cost of $60.7 million. At March 31, 2024, management was authorized to repurchase 
additional shares with a value of up to $4.3 million under the repurchase program. 
NOTE 11—STOCK-BASED COMPENSATION 
The 2007 Equity Incentive Plan 
In January 2007, the Company’s board of directors approved the 2007 Equity Incentive Plan, (the “2007 
Plan”), which was subsequently approved by the Company’s stockholders in March 2007. A total of 3,000,000 
shares of common stock were authorized and reserved for issuance under the 2007 Plan. This reserve automatically 
increased on April 1 of each year through 2017 by an amount equal to the smaller of (a) five percent of the number 
of shares of common stock issued and outstanding on the immediately preceding March 31, or (b) a lesser amount 
determined by the board of directors.  As described below, the 2007 Plan was terminated in August 2016 and no 
further awards may be granted pursuant to the 2007 Plan. In the event of a stock split or other change in the 
Company’s capital structure, appropriate adjustments will be made in the number of outstanding awards to prevent 
dilution or enlargement of participants’ rights. 
Awards could be granted under the 2007 Plan to the Company’s employees, including officers, directors, or 
consultants or those of any present or future parent or subsidiary corporation or other affiliated entity. Options 
granted to non-officer employees generally vest at the rate of 25% on the first anniversary and subsequent 
anniversaries of the date of grant, while grants to officers vest in full four years after the anniversary date of the 
officer’s employment that is closest to the date of grant.  
In the event of a change in control as described in the 2007 Plan, the acquiring or successor entity may 
assume or continue all or any awards outstanding under the 2007 Plan or substitute substantially equivalent awards. 
Any awards which are not assumed or continued in connection with a change in control or exercised or settled prior 
to the change in control will terminate effective as of the time of the change in control. The administrator may 
provide for the acceleration of vesting of any or all outstanding awards upon such terms and to such extent as it 
determines, except that the vesting of all nonemployee director awards will automatically be accelerated in full. The 
2007 Plan also authorizes the administrator, in its discretion and without the consent of any participant, to cancel 
each or any outstanding award denominated in shares upon a change in control in exchange for a payment to the 
participant with respect to each vested share subject to the cancelled award of an amount equal to the excess of the 
Annual Report

78 
consideration to be paid per share of common stock in the change in control transaction over the exercise price per 
share, if any, under the award. 
The 2016 Equity Incentive Plan 
In June 2016, the Company’s board of directors approved the 2016 Equity Incentive Plan, (the “2016 Plan”), 
which was subsequently approved by the Company’s stockholders in August 2016. In connection with the 
stockholders’ approval of the 2016 Plan, 6,000,000 shares available for future award under the 2007 Plan were 
transferred to the 2016 Plan, 705,699 shares available for grant under the 2007 plan were canceled and the 2007 Plan 
was terminated. The Company granted options under the 2007 Plan until August 2016, and the 2007 Plan continues 
to govern the terms of options that remain outstanding under the 2007 Plan. 
In July 2021, the Company’s board of directors approved the amendment and restatement of the 2016 Plan, 
which was subsequently approved by the Company’s stockholders in August 2021. The following summary 
highlights the material changes to the 2016 Plan: 
• 
The number of shares available for issuance was increased by 4,000,000 shares; 
• 
The sum of the aggregate grant date fair value of all equity awards and cash compensation for services as 
a director that may be provided to any non-employee director in any fiscal year was limited to $300,000, 
reflecting an amendment to a provision of the 2016 Plan that applies a limit of $150,000 to the grant of 
equity awards alone in any fiscal year; and 
• 
The period during which new awards may be granted under the 2016 Plan was extended to August 25, 
2031. 
Appropriate and proportionate adjustments will be made to the number of shares authorized and other 
numerical limits in the 2016 Plan and to outstanding awards in the event of any change in the Company’s common 
stock through merger, consolidation, reorganization, reincorporation, recapitalization, reclassification, stock 
dividend, stock split, reverse stock split, split-up, split-off, spin-off, combination of shares, exchange of shares or 
similar change in the Company’s capital structure, or if the Company makes a distribution to its stockholders in a 
form other than common stock (excluding regular and periodic cash dividends) that has a material effect on the fair 
market value of the Company’s common stock. In such circumstances, the administrator also has the discretion 
under the 2016 Plan to adjust other terms of outstanding awards as it deems appropriate. 
If any award granted under the 2016 Plan expires or otherwise terminates for any reason without having been 
exercised or settled in full, or if shares subject to forfeiture or repurchase are forfeited or repurchased by the 
Company for not more than the participant's purchase price, any such shares reacquired or subject to a terminated 
award will again become available for issuance under the 2016 Plan. Shares will not be treated as having been 
issued under the 2016 Plan and will therefore not reduce the number of shares available for issuance to the extent an 
award is settled in cash or to the extent that shares are withheld or reacquired by the Company in satisfaction of a tax 
withholding obligation. Upon the exercise of a stock appreciation right, tender of shares in payment of an option's 
exercise price or net-exercise of an option, the number of shares available under the 2016 Plan will be reduced by 
number of shares actually issued in settlement of the award. 
To enable compensation provided in connection with certain types of awards intended to qualify as 
“performance-based” within the meaning of Section 162(m) of the Internal Revenue Code, the 2016 Plan establishes 

79 
limits on the maximum aggregate number of shares or dollar value for which awards may be granted to an employee 
in any fiscal year, as follows:   
• 
No more than 300,000 shares subject to stock options and stock appreciation rights. 
• 
No more than 100,000 shares subject to restricted stock and restricted stock unit awards.   
• 
For each full fiscal year of the Company contained in the performance period of performance shares or 
performance unit awards, no more than 50,000 shares subject to performance share awards or more than 
$500,000 subject to performance unit awards. 
• 
For each full fiscal year of the Company contained in the performance period of cash-based or other 
stock-based awards, no more than $500,000 subject to cash-based awards or more than 50,000 shares 
subject to other stock-based awards. 
Awards may be granted under the 2016 Plan to the Company’s employees, including officers, directors and 
consultants or those of any present or future parent or subsidiary corporation or other affiliated entity of the 
Company. To date, options granted to non-officer employees generally vest 25% on the first anniversary and 
subsequent anniversaries of the date of grant, while grants to officers generally vest in full four years after the 
anniversary date of the officer’s employment that is closest to the date of grant.  
 While the Company may grant incentive stock options only to employees, the Company may grant 
nonstatutory stock options, stock appreciation rights, restricted stock and stock units, performance shares and units, 
other stock-based awards and cash-based awards to any eligible participant. Non-employee director awards may be 
granted only to members of the Company’s board of directors who, at the time of grant, are not employees. 
Only members of the board of directors who are not employees at the time of grant are eligible to participate 
in the nonemployee director awards component of the 2016 Plan. The board or the compensation committee shall set 
the amount and type of nonemployee director awards to be awarded on a periodic, non-discriminatory basis. 
Nonemployee director awards may be granted in the form of NSOs, stock appreciation rights, restricted stock 
awards and restricted stock unit awards. Subject to adjustment for changes in the Company's capital structure, no 
nonemployee director may be awarded, in any fiscal year, one or more nonemployee director awards for more than a 
number of shares determined by dividing $150,000 by the fair market value of a share of the Company’s stock 
determined on the last trading day immediately preceding the date on which the applicable nonemployee award is 
granted. 
The 2016 Plan provides that, without the approval of a majority of the votes cast in person or by proxy at a 
meeting of the Company’s stockholders, the administrator may not provide for any of the following with respect to 
underwater options or stock appreciation rights: (1) either the cancellation of such outstanding options or stock 
appreciation rights in exchange for the grant of new options or stock appreciation rights at a lower exercise price or 
the amendment of outstanding options or stock appreciation rights to reduce the exercise price, (2) the issuance of 
new full value awards in exchange for the cancellation of such outstanding options or stock appreciation rights, or 
(3) the cancellation of such outstanding options or stock appreciation rights in exchange for payments in cash. 
In the event of a change in control as described in the 2016 Plan, the surviving, continuing, successor or 
purchasing entity or its parent may, without the consent of any participant, either assume or continue outstanding 
awards or substitute substantially equivalent awards for its stock. If so determined by the Committee, stock-based 
awards will be deemed assumed if, for each share subject to the award prior to the change in control, its holder is 
given the right to receive the same amount of consideration that a stockholder would receive as a result of the 
change in control. Any awards which are not assumed or continued in connection with a change in control or 
exercised or settled prior to the change in control will terminate effective as of the time of the Change in Control. 
Annual Report

80 
The administrator may provide for the acceleration of vesting or settlement of any or all outstanding awards upon 
such terms and to such extent as it determines, except that the vesting of all nonemployee director awards will 
automatically be accelerated in full. The 2016 Plan also authorizes the administrator, in its discretion and without the 
consent of any participant, to cancel each or any outstanding award denominated in shares of stock upon a change in 
control in exchange for a payment to the participant with respect to each vested share (and each unvested share if so 
determined by the administrator) subject to the cancelled award of an amount equal to the excess of the 
consideration to be paid per share of common stock in the change in control transaction over the exercise or 
purchase price per share, if any, under the award. 
The 2007 Employee Stock Purchase Plan 
In January 2007, the board of directors approved the 2007 Employee Stock Purchase Plan (the “2007 
Purchase Plan”) which was subsequently approved by the Company’s stockholders in March 2007. A total of 
500,000 shares of the Company’s common stock was authorized and reserved for sale under the 2007 Purchase Plan. 
In addition, the 2007 Purchase Plan provides for an automatic annual increase in the number of shares available for 
issuance under the plan on April 1 of each year beginning in 2008 and continuing through and including April 1, 
2017 equal to the lesser of (1) one percent of the number of issued and outstanding shares of common stock on the 
immediately preceding March 31, (2) 250,000 shares or (3) a number of shares as the board of directors may 
determine. Appropriate adjustments will be made in the number of authorized shares and in outstanding purchase 
rights to prevent dilution or enlargement of participants' rights in the event of a stock split or other change in our 
capital structure. Shares subject to purchase rights that expire or are canceled will again become available for 
issuance under the 2007 Purchase Plan.  
The Company’s employees and employees of any parent or subsidiary corporation designated by the 
administrator will be eligible to participate in the 2007 Purchase Plan if they are customarily employed by us for 
more than 20 hours per week and more than five months in any calendar year. However, an employee may not be 
granted a right to purchase stock under the 2007 Purchase Plan if: (1) the employee immediately after such grant 
would own stock possessing 5% or more of the total combined voting power or value of all classes of our capital 
stock or of any parent or subsidiary corporation, or (2) the employee’s rights to purchase stock under all of our 
employee stock purchase plans would accrue at a rate that exceeds $25,000 in value for each calendar year of 
participation in such plans. 
The 2007 Purchase Plan is designed to be implemented through a series of sequential offering periods, 
generally six (6) months in duration beginning on the first trading day on or after May 1 and November 1 of each 
year. The administrator is authorized to establish additional or alternative sequential or overlapping offering periods 
and offering periods having a different duration or different starting or ending dates, provided that no offering period 
may have a duration exceeding 27 months. 
Amounts accumulated for each participant under the 2007 Purchase Plan are used to purchase shares of the 
Company’s common stock at the end of each offering period at a price generally equal to 85% of the lower of the 
fair market value of our common stock at the beginning of an offering period or at the end of the offering period. 
Prior to commencement of an offering period, the administrator is authorized to reduce, but not increase, this 
purchase price discount for that offering period, or, under circumstances described in the 2007 Purchase Plan, during 
that offering period. The maximum number of shares a participant may purchase in any six-month offering period is 
the lesser of (i) that number of shares determined by multiplying (x) 1,000 shares by (y) the number of months 
(rounded to the nearest whole month) in the offering period and rounding to the nearest whole share or (ii) that 
number of whole shares determined by dividing (x) the product of $2,083.33 and the number of months (rounded to 
the nearest whole month) in the offering period and rounding to the nearest whole dollar by (y) the fair market value 
of a share of our common stock at the beginning of the offering period. Prior to the beginning of any offering period, 
the administrator may alter the maximum number of shares that may be purchased by any participant during the 

81 
offering period or specify a maximum aggregate number of shares that may be purchased by all participants in the 
offering period. If insufficient shares remain available under the plan to permit all participants to purchase the 
number of shares to which they would otherwise be entitled, the administrator will make a pro rata allocation of the 
available shares. Any amounts withheld from participants' compensation in excess of the amounts used to purchase 
shares will be refunded, without interest. During fiscal 2024, 240,100 shares of common stock were issued under the 
2007 Purchase Plan. 
In the event of a change in control, an acquiring or successor corporation may assume our rights and 
obligations under the 2007 Purchase Plan. If the acquiring or successor corporation does not assume such rights and 
obligations, then the purchase date of the offering periods then in progress will be accelerated to a date prior to the 
change in control. 
The following table summarizes stock option activities:  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted   
 
  
 
 
 
 
 
 Number of Shares 
Average  
Weighted 
 
 
 
 
 
Shares 
 
Underlying 
 
Remaining  
Average   
 
 
 
 
Available for  
Options 
 Contractual 
Exercise  
Intrinsic 
 
 
    
Grant 
    
Outstanding 
    Life (Years)    
Price     
Value 
 
Balance at March 31, 2021 . . . . . . . . . . . . . . . .   
 1,331,562  
 8,432,877   
 $  6.17    
 
Options reserved . . . . . . . . . . . . . . . . . . . . .   
 4,000,000  
 —   
 $ 
 —    
 
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (1,280,761) 
 1,280,761   
 $  5.43    
 
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 —  
 (316,784)  
 $  5.12  $  149,937  
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 484,862  
 (806,179)  
 $  6.45    
 
Balance at March 31, 2022 . . . . . . . . . . . . . . . .   
 4,535,663  
 8,590,675   
 $  6.07    
 
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (1,535,647) 
 1,535,647   
 $  3.01    
 
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 —  
 —   
 $ 
 —  $
 —  
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 594,935  
 (1,317,162)  
 $  5.50    
 
Balance at March 31, 2023 . . . . . . . . . . . . . . . .   
 3,594,851  
 8,809,160   
 $  5.62    
 
Granted . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (1,272,502) 
 1,272,502   
 $  3.24    
 
Exercised . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 —  
 (242,213)  
 $  4.95  $  323,937  
Forfeited . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 261,837  
 (871,250)  
 $  6.01    
 
Balance at March 31, 2024 . . . . . . . . . . . . . . . .   
 2,584,186  
 8,968,199  
 5.64  $  5.26    
 
Options vested and exercisable . . . . . . . . . . . . .    
 
 5,886,020  
 4.24  $  5.81  $  675,132  
Options vested and expected to vest . . . . . . . . .    
 
 8,862,062  
 5.61  $  5.27  $ 1,800,794  
 
The options outstanding and by exercise price at March 31, 2024 are as follows: 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Number of 
 
Options Outstanding 
 
Options Exercisable 
 
 
 
 
 
 
Shares 
 
Weighted  
Weighted Average 
 
 
 
Weighted  
 
 
 
 
 
Underlying 
 
Average 
 
Remaining 
 
Number 
 
Average 
 
 
 
 
 
 
Options 
 
Exercise 
 
Contractual 
 
Vested and 
 
Exercise 
 
Exercise Price 
     Outstanding     
Price 
    
Life (Years) 
    
Exercisable     
Price 
  
$ 0.00 
- 
2.00 
 
 985,533  $ 
 1.91  
 9.35  
 198,491  $ 
 1.88  
$ 2.01 
- 
4.00 
 
 701,837  $ 
 2.87  
 5.68  
 668,979  $ 
 2.85  
$ 4.01 
- 
6.00 
 
 4,483,354  $ 
 5.07  
 5.39  
 2,291,598  $ 
 5.18  
$ 6.01 
- 
8.00 
 
 2,029,162  $ 
 7.01  
 4.50  
 1,958,639  $ 
 7.01  
$ 8.01 
- 
10.00 
 
 768,313  $ 
 8.24  
 5.30  
 768,313  $ 
 8.24  
  
 
 
 
 8,968,199  $ 
 5.26  
 5.64  
 5,886,020  $ 
 5.81  
 
Annual Report

82 
Stock-based compensation 
The Company recognized $2.8 million, $2.5 million and $3.0 million of stock-based compensation expense 
for the years ended March 31, 2024, 2023 and 2022, respectively, as follows: 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
    
2024 
    
2023 
    
2022 
  
 
 
(In thousands) 
 
Cost of revenues. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $ 
228  $ 
202  $ 
248  
Research and development . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
1,411   
1,316   
1,676  
Selling, general and administrative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    
1,199   
951   
1,069  
Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $ 
 2,838  $ 
 2,469  $ 
 2,993  
Stock-based compensation expense in the years ended March 31, 2024, 2023 and 2022 included $230,000, 
$211,000 and $260,000, respectively, related to the Company’s Employee Stock Purchase Plan. 
 No tax benefit was recognized in either fiscal 2024 or fiscal 2023 due to a full valuation allowance. There 
were no windfall tax benefits realized from exercised stock options recognized in fiscal 2024 or fiscal 2023. 
Compensation cost capitalized within inventory at March 31, 2024 and 2023 was not material. As of March 31, 
2024, the Company’s total unrecognized compensation cost was $4.2 million, which will be recognized over the 
weighted average period of 2.18 years. The Company calculated the fair value of stock-based awards in the periods 
presented using the Black-Scholes option pricing model and the following weighted average assumptions: 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
     
2024 
     
2023 
     
2022 
  
Stock Option Plans: 
 
 
  
 
 
 
 
 
 
  
 
Risk-free interest rate . . . . . . . . . . . . . . . . . . . . . . .   
3.69 - 4.80 %   2.95 
- 
4.27 %   0.66 - 
1.62 % 
Expected life (in years) . . . . . . . . . . . . . . . . . . . . . .   
4.46 - 4.94  
4.55 
- 
5.00  
  
5.00  
Volatility . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
80.7 - 85.9 %   49.2 
- 
53.1 %   47.7 - 
49.1 % 
Dividend yield . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
 — %   
 
 — %   
  
 — % 
Employee Stock Purchase Plan: 
 
 
 
 
 
  
 
Risk-free interest rate . . . . . . . . . . . . . . . . . . . . . . .   
5.26 - 5.38 %   1.54 
- 
4.54 %   0.04 - 
0.07 % 
Expected life (in years) . . . . . . . . . . . . . . . . . . . . . .   
 
0.50  
 
0.50  
  
0.50  
Volatility . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
28.8 - 83.9 %   49.3 
- 
58.2 %   45.6 - 
57.4 % 
Dividend yield . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
 — %   
 
 — %   
  
 — % 
The weighted average fair value of options granted during the years ended March 31, 2024, 2023 and 2022 
was $2.13, $1.38 and $2.29, respectively. 
NOTE 12—RELATED PARTY TRANSACTION 
The Company incurred engineering service expense and manufacturing services of approximately $500,000, 
$240,000 and $397,000 during the fiscal years ended March 31, 2024, 2023 and 2022, respectively, from Wistron 
Neweb Corp (“WNC”) in connection with the manufacturing of single-APU PCIe boards, to be used in the 
Company’s in-place associative computing product. Haydn Hsieh, a member of the Company’s board of directors, is 
the Chairman and Chief Strategy Officer of WNC. The amount owed to WNC, of $0 and $8,000 at March 31, 2024 
and 2023, respectively, is included in accounts payable in the Consolidated Balance Sheets. Amounts paid to WNC 
of $375,000 and $0 are included in prepaid expenses and other current assets in the Consolidated Balance Sheets at 
March 31, 2024 and 2023, respectively. 
 

83 
NOTE 13—SEGMENT AND GEOGRAPHIC INFORMATION 
Based on its operating management and financial reporting structure, the Company has determined that it has 
one reportable business segment: the design, development and sale of integrated circuits. 
The following is a summary of net revenues by geographic area based on the location to which product is 
shipped: 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended March 31,  
 
 
     
2024 
     
2023 
     
2022 
  
 
 
(In thousands) 
 
United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$  11,461     $  14,435  
$  15,517  
China . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
 1,262  
 
 1,582  
 
 2,108  
Singapore . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
 2,034  
 
 4,941  
 
 5,731  
Netherlands . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
 2,825  
 
 3,087  
 
 5,172  
Germany . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
 3,498  
 
 4,474  
 
 3,471  
Rest of the world . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
 685  
 
 1,172  
 
 1,385  
 
 
$  21,765  
$  29,691  
$  33,384  
 
 
  
 
  
 
  
 
All sales are denominated in United States dollars. 
The locations and net book value of long-lived assets and operating lease right-of-use assets are as follows:   
 
 
 
 
 
 
 
 
 
 
 
 
March 31,  
 
 
     
2024 
     
2023 
  
 
 
(In thousands) 
 
United States . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
$  6,805  
$  7,453  
Taiwan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
 590  
 
 177  
Israel . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
 935  
 
 477  
 
 
$  8,330  
$  8,107  
 
NOTE 14—ACQUISITION 
On November 23, 2015, the Company acquired all of the outstanding capital stock of privately held 
MikaMonu Group Ltd. (“MikaMonu”), a development-stage, Israel-based company that specialized in in-place 
associative computing for markets including big data, computer vision and cyber security. MikaMonu, located in Tel 
Aviv, held 12 United States patents and had a number of pending patent applications.  
The acquisition was accounted for as a purchase under authoritative guidance for business combinations. The 
purchase price of the acquisition was allocated to the intangible assets acquired, with the excess of the purchase 
price over the fair value of assets acquired recorded as goodwill. The Company performs a goodwill impairment test 
in February of each fiscal year and if certain events or circumstances indicate that an impairment loss may have been 
incurred, on an interim basis. 
The acquisition agreement provides for potential “earnout” payments to the former MikaMonu shareholders 
in cash or shares of the Company’s common stock, at the Company’s discretion, during a period of up to ten years 
following the closing if certain revenue targets for products based on the MikaMonu technology are achieved. 
Earnout payments, up to a maximum of $30.0 million, equal to 5% of net revenues from the sale of qualifying 
products in excess of certain thresholds, will be made quarterly through December 31, 2025. As of March 31, 2024, 
Annual Report

84 
none of the revenue targets have been achieved and no revenue based earnout payments have been paid to the 
former MikaMonu shareholders.    
The maximum amount of the remaining potential earnout payments totals approximately $30.0 million at 
March 31, 2024. The Company determined that the fair value of this contingent consideration liability was 
$5.8 million at the acquisition date. The contingent consideration liability is included in contingent consideration, 
non-current on the Consolidated Balance Sheets at March 31, 2024 and 2023 in the amount of $160,000 and 
$1.1 million, respectively. 
At each reporting period, the contingent consideration liability is re-measured to fair value with changes 
recorded in selling, general and administrative expenses in the Consolidated Statements of Operations. Re-
measurement of the contingent consideration liability resulted in a reduction in fair value for the years ended 
March 31, 2024, 2023 and 2022 of ($1.0 million), ($1.9 million) and ($1.6 million), respectively. See Note 7 for the 
valuation of contingent consideration.   
NOTE 15—EMPLOYEE BENEFIT PLANS 
The Company provides a defined contribution retirement plan (the “Retirement Plan”), which qualifies under 
Section 401(k) of the Internal Revenue Code of 1986. The Retirement Plan covers essentially all United States 
employees. Eligible employees may make contributions to the Retirement Plan up to 15% of their annual 
compensation, but no greater than the annual IRS limitation for any plan year. The Retirement Plan does not provide 
for Company contributions. 
The Company provides a defined contribution retirement plan (the “Taiwan Pension Plan”) that covers 
essentially all of its employees located in Taiwan. The Company makes contributions to the Taiwan Pension Plan 
equal to 6% of eligible compensation and employees can make voluntary contributions of up to 6% of eligible 
compensation. All contributions are fully vested. 
The Company provides a defined contribution retirement plan (the “Pension Plan”) that covers essentially all 
of its employees located in Israel. Eligible employees may make contributions to the Pension Plan up to 6% of 
eligible compensation, and the Company contributes up to 15.83% of eligible compensation. All contributions are 
fully vested. 
 
 

85 
NOTE 16—GOVERNMENT AGREEMENTS 
In June 2023, the Company entered into a prototype agreement with the Space Development Agency for the 
development of a Next-Generation Associative Processing Unit-2 for Enhanced Space-Based Capabilities 
(“Prototype Agreement”). Under the Prototype Agreement, the Company will receive an award funded by the Small 
Business Innovation Research program. Pursuant to an agreed-upon schedule, the Company will receive milestone 
payments totaling an estimated $1.25 million upon successful completion of each milestone. 
In November 2023, the Company entered into a second prototype agreement with the U.S. Air Force 
Research Laboratory (“AFRL”) for the development of specialized algorithms for a Next-Generation Compute-In-
Memory Associative Processing Unit (APU2) to Enable High-Performance Computing in Space. Pursuant to an 
agreed-upon schedule, the Company will receive milestone payments totaling an estimated $1.1 million upon 
successful completion of each milestone. 
The Prototype Agreements are unrelated to the Company’s ordinary business activities. The Company has 
discretion in managing the activities under the Prototype Agreement and retains all developed intellectual property. 
The Company applies IAS 20, by analogy, and recognizes the award as a reduction of research and development 
expenses based on a cost incurred method. 
During fiscal year 2024, the Company recognized $435,000 as a reduction to research and development 
expense in the Condensed Consolidated Statements of Operations. As of March 31, 2024, the Company had received 
total milestone payments of $435,000 under the Prototype Agreement. 
NOTE 17—SUBSEQUENT EVENT 
On April 2, 2024, the Company entered into a purchase and sale agreement (the “Agreement”) with D.R. 
Stephens & Company, LLC, as purchaser, to sell the Company’s 1213 Elko Drive property in Sunnyvale, California 
(the “Sunnyvale Property”). The final purchase price for the Sunnyvale Property was $11.7 million in cash. The net 
proceeds were reduced by transaction commissions and expenses payable by the Company and incurred in 
connection with the sale. The Sunnyvale Property consists of approximately 44,277 square feet of industrial and 
office space where the Company has its headquarters and distribution facilities. The Agreement contains customary 
representations, warranties, covenants and closing conditions. 
The Company further agreed that upon closing, the Company would enter into a lease agreement (the 
“Lease”) and lease all of the Sunnyvale Property from the purchaser that it currently occupies for an initial term of 
ten years from the closing of the sale of the Sunnyvale Property.  The Company has the option to renew the term of 
the Lease for two additional five-year periods. Pursuant to the Lease, the Company is responsible for base rent 
initially at a rate of approximately $90,768 per month and the monthly operational expenses, such as maintenance, 
insurance, property taxes and utilities. The rental rate will increase three percent (3%) per year beginning on the first 
anniversary of the closing.   
The closing of the transaction occurred in June 2024. In connection with the transaction, the Company 
presented the net book value of the Real Property of $5.6 million as assets held for sale in the Consolidated Balance 
Sheets as of March 31, 2024. 
 
 
Annual Report

86 
Item 9.    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 
None. 
 
Item 9A.    Controls and Procedures 
Management’s Evaluation of Disclosure Controls and Procedures 
Disclosure controls and procedures, as defined in Rule 13a-15(e) under the Exchange Act, are controls and 
procedures that are designed to ensure that information required to be disclosed in the reports that we file or submit 
under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the 
SEC’s rules and forms and accumulated and communicated to our management, including our Chief Executive 
Officer and Chief Financial Officer, or persons performing similar functions, as appropriate to allow timely 
decisions regarding required disclosure. 
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has 
evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this 
Annual Report on Form 10-K. Based upon that evaluation, our management, including our Chief Executive Officer 
and Chief Financial Officer, has concluded that our disclosure controls and procedures were effective as of 
March 31, 2024. 
Inherent Limitations on Effectiveness of Controls 
Our management, including our Chief Executive Officer and Chief Financial Officer, believes that our 
disclosure controls and procedures and internal control over financial reporting are designed to provide reasonable 
assurance of achieving their objectives and are effective at the reasonable assurance level. Further, our internal 
control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial 
reporting and the preparation of our consolidated financial statements for external purposes in accordance with 
generally accepted accounting principles in the United States (“GAAP”). Our internal control over financial 
reporting includes those policies and procedures that: (i) pertain to the maintenance of records that, in reasonable 
detail, accurately and fairly reflect the transactions and dispositions of our assets; (ii) provide reasonable assurance 
that transactions are recorded as necessary to permit preparation of our consolidated financial statements in 
accordance with GAAP, and that our receipts and expenditures are being made only in accordance with 
authorizations of our management and directors; and (iii) provide reasonable assurance regarding prevention or 
timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our 
consolidated financial statements. 
Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our 
control system will prevent all error and all fraud. A control system, no matter how well conceived and operated, 
can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the 
design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must 
be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of 
controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company 
have been detected. Also, any evaluation of the effectiveness of controls in future periods are subject to the risk that 
those controls may become inadequate because of changes in business conditions, or that the degree of compliance 
with the policies or procedures may deteriorate. 

87 
Remediation of Previously Reported Material Weakness in Internal Control Over Financial Reporting 
As previously disclosed under Item 9A. Controls and Procedures, in our Annual Report on Form 10-K for the 
year ended March 31, 2023, management concluded that the material weakness in our internal control over financial 
reporting existed as of March 31, 2023. The material weakness related to inadequate design and maintenance of 
controls over the review of forecasts and the probability of achievement of the forecast used to calculate the 
contingent consideration liability, used in the goodwill impairment test and used in the recoverability test over 
intangible assets. We implemented remediation activities over the twelve months ended March 31, 2024 which 
included redesigned internal controls over the process and procedures involved in developing and reviewing 
forecasts. As a result, we have remediated the previously identified material weakness related to inadequate design 
and maintenance of controls over the review of forecasts and the probability of achievement of the forecast used to 
calculate the contingent consideration liability, used in the goodwill impairment test and used in the recoverability 
test over intangible assets. 
Management’s Report on Internal Control over Financial Reporting 
Our management is responsible for establishing and maintaining adequate internal control over financial 
reporting and for the assessment of the effectiveness of internal control over financial reporting as defined in Rule 
13a-15(f) under the Exchange Act. Under the supervision of our management, we conducted an evaluation of the 
effectiveness of our internal control over financial reporting as of March 31, 2024 based on the criteria set forth in 
Internal Control—Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the 
Treadway Commission. Based on that assessment, our management has concluded that our internal control over 
financial reporting was effective as of March 31, 2024. 
Changes in Internal Control over Financial Reporting 
Except as described above under “Remediation of Previously Reported Material Weakness in Internal 
Control Over Financial Reporting”, there has been no change in our internal control over financial reporting during 
the quarter ended March 31, 2024, that has materially affected, or is reasonably likely to materially affect, our 
internal control over financial reporting. 
Item 9B.    Other Information  
Insider Trading Arrangements and Policies 
During the quarter ended March 31, 2024, no director or officer of the Company adopted or terminated a 
contract, instruction or written plan for the purchase or sale of securities of the Company intended to satisfy the 
affirmative defense conditions of Rule 10b5-1(c) and/or a non-Rule 10b5-1 trading arrangement. 
 
Item 9C.    Disclosure Regarding Foreign Jurisdictions that Prevent Inspections 
Not applicable. 
 
 
Annual Report

88 
PART III 
The SEC allows us to include information required in this report by referring to other documents or reports 
we have already filed or will soon be filing. This is called “incorporation by reference.” We intend to file our 
definitive proxy statement for our 2024 annual meeting of stockholders (the “Proxy Statement”) pursuant to 
Regulation 14A not later than 120 days after the end of the fiscal year covered by this report, and certain information 
therein is incorporated in this report by reference. 
Item 10.    Directors, Executive Officers and Corporate Governance 
The information required by this item with respect to executive officers is set forth in Part I of this Annual 
Report on Form 10-K and the remaining information required by this item is incorporated by reference from the 
sections entitled “Proposal No. 1 - Election of Directors” and “Corporate Governance” to be included in the Proxy 
Statement. 
Item 11.    Executive Compensation 
The information required by this item is incorporated by reference from the section entitled “Executive 
Compensation” to be included in the Proxy Statement. 
Item 12.    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 
The information required by this item is incorporated by reference from the sections entitled “Principal 
Stockholders and Stock Ownership by Management” and “Executive Compensation – Equity Compensation Plan 
Information” to be included in the Proxy Statement. 
Item 13.    Certain Relationships and Related Transactions, and Director Independence 
The information required by this item is incorporated by reference from the section entitled “Related Person 
Transactions” and “Corporate Governance—Director Independence” to be included in the Proxy Statement. 
Item 14.    Principal Accountant Fees and Services 
The information required by this item is incorporated by reference from the section entitled “Proposal No. 2 - 
Ratification of Appointment of Independent Registered Public Accounting Firm” to be included in the Proxy 
Statement. 
 
 

89 
PART IV 
Item 15.    Exhibits and Financial Statement Schedules 
(a) 
The following documents are filed as part of this Form: 
1. Financial Statements 
 
 
 
 
 
  
Page 
Report of Independent Registered Public Accounting Firm . . . . . . . . . . . . . . .   
 
49 
Consolidated Balance Sheets As of March 31, 2024 and 2023 . . . . . . . . . . . .   
 
52 
Consolidated Statements of Operations For the Three Years Ended 
March 31, 2024, 2023 and 2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
53 
Consolidated Statements of Comprehensive Loss For the Three Years  
Ended March 31, 2024, 2023 and 2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
54 
Consolidated Statements of Stockholders’ Equity For the Three Years  
Ended March 31, 2024, 2023 and 2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
55 
Consolidated Statements of Cash Flows For the Three Years Ended 
March 31, 2024, 2023 and 2022 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
56 
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . . . . . . . .   
 
57 
 
2. Financial Statement Schedules 
Schedules not listed above have been omitted because the information required to be set forth therein is not 
applicable, is not required or is shown in the consolidated financial statements or the notes thereto. 
Annual Report

90 
3. Exhibits:  
The following exhibits are filed herewith: 
 
 
 
 
Exhibit 
Number 
 
Name of Document 
3.1 
 
Amended and Restated Certificate of Incorporation of Registrant (Incorporated by reference to 
Exhibit 3.1 to Registrant’s Current Report on Form 8-K filed on August 26, 2022) 
3.2 
 
Bylaws of Registrant (Incorporated by reference to Exhibit 3.1 to Registrant’s Current Report on 
Form 8-K filed on January 25, 2022) 
4.1 
 
Description of Registrant's securities registered pursuant to Section 12 of the Securities Exchange Act 
of 1934 
10.1 
 
Form of Indemnity Agreement between Registrant and Registrant’s directors and officers 
(Incorporated by reference to identically-numbered exhibit to Registrant’s Registration Statement on 
Form S-1 (File No. 333-139885) filed on January 10, 2007) 
10.2 
(1) 2007 Equity Incentive Plan, as amended (Incorporated by reference to Appendix A to Registrant’s 
definitive Proxy Statement filed on July 21,2011) 
10.3 
(1) 2007 Employee Stock Purchase Plan and form of Subscription Agreement (Incorporated by reference 
to identically-numbered exhibit to Registrant’s Registration Statement on Form S-1 (File 
No. 333-139885) filed on February 16, 2007) 
10.4 
(1) Form of Notice of Grant of Stock Option (U.S. Participant) (Incorporated by reference to Exhibit 99.1 
to Registrant’s Current Report on Form 8-K filed on June 4, 2007) 
10.5 
(1) Form of Notice of Grant of Stock Option (Non-U.S. Participant) (Incorporated by reference to 
Exhibit 99.2 to Registrant’s Current Report on Form 8-K filed on June 4, 2007) 
10.6 
(1) Form of Stock Option Agreement (U.S. Participant) (Incorporated by reference to Exhibit 99.3 to 
Registrant’s Current Report on Form 8-K filed on June 4, 2007) 
10.7 
(1) Form of Stock Option Agreement (Non-U.S. Participant) (Incorporated by reference to Exhibit 99.4 
to Registrant’s Current Report on Form 8-K filed on June 4, 2007) 
10.8 
 
Intellectual Property Agreement dated August 28, 2009 between GSI Technology, Inc. and Sony 
Electronics Inc. (Incorporated by reference to Exhibit 10.2 to Registrant’s Quarterly Report on 
Form 10-Q filed on November 16, 2009) 
10.9 
(2) Master Purchase Agreement dated August 31, 2011 between Registrant and Cisco Systems, Inc. 
(Incorporated by reference to Exhibit 10.1 to Registrant’s Quarterly Report on Form 10-Q filed on 
November 4, 2011) 
10.10 
(2) Master Purchase Agreement dated August 31, 2011 between Registrant and Cisco Systems 
International B.V. (Incorporated by reference to Exhibit 10.2 to Registrant’s Quarterly Report on 
Form 10-Q filed on November 4, 2011) 
10.11 
 
Stock Purchase Agreement dated November 23, 2015 among GSI Technology, Inc., GSI Technology 
Holdings, Inc. and MikaMonu Group Ltd. (Incorporated by reference to Exhibit 10.1 to Registrant’s 
Current Report on Form 8-K filed on February 4, 2016) 
10.12 
(1) GSI Technology, Inc. 2016 Equity Incentive Plan (Incorporated by reference to Exhibit 10.1 to 
Registrant’s Current Report on Form 8-K/A filed on September 2, 2016) 

91 
10.13 
(1) GSI Technology, Inc. 2016 Equity Incentive Plan (Incorporated by reference to Exhibit 10.1 to 
Registrant’s Current Report on Form 8-K/A filed on August 26, 2021) 
10.14 
(1) Form of Notice of Grant of Stock Option (U.S. Participant) under 2016 Equity Incentive Plan 
(Incorporated by reference to Exhibit 10.2 to Registrant’s Form 10-Q filed on November 4, 2016) 
10.15 
(1) Form of Notice of Grant of Stock Option (Non-U.S. Participant) under 2016 Equity Incentive Plan 
(Incorporated by reference to Exhibit 10.3 to Registrant’s Form 10-Q filed on November 4, 2016) 
10.16 
(1) Form of Stock Option Agreement (U.S. Participant) under 2016 Equity Incentive Plan (Incorporated 
by reference to Exhibit 10.4 to Registrant’s Form 10-Q filed on November 4, 2016) 
10.17 
(1) Form of Stock Option Agreement (Non-U.S. Participant) under 2016 Equity Incentive Plan 
(Incorporated by reference to Exhibit 10.5 to Registrant’s Form 10-Q filed on November 4, 2016) 
10.18 
(1) GSI Technology, Inc. Executive Retention and Severance Plan (Incorporated by reference to Exhibit 
10.1 to Registrant’s Current Report on Form 8-K filed on October 3, 2014) 
10.19 
(1) First Amendment to the GSI Technology, Inc. Executive Retention and Severance Plan dated 
August 29. 2017 (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on 
Form 8-K filed on August 31, 2018) 
10.20 
(1) Second Amendment to the GSI Technology, Inc. Executive Retention and Severance Plan dated 
August 27. 2020 (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on 
Form 8-K filed on August 28, 2020) 
10.21 
(1) Third Amendment to the GSI Technology, Inc. Executive Retention and Severance Plan dated 
September 12, 2023 (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on 
Form 8-K filed on September 15, 2023) 
10.22 
 
Factory Lease Agreement for No. 1, 6th Floor, 30 Tai-Yuan Street, Chu-Pei City, Taiwan dated 
August 13, 2020 (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on 
Form 8-K filed on August 19, 2020) 
10.23 
(1) GSI Technology, Inc. 2022 Variable Compensation Plan (Incorporated by reference to Exhibit 10.1 to 
Registrant’s Current Report on Form 8-K filed on June 4, 2021) 
10.24 
(1) GSI Technology, Inc. 2023 Variable Compensation Plan (Incorporated by reference to Exhibit 10.1 to 
Registrant’s Current Report on Form 8-K filed on June 3, 2022) 
10.25 
(1) GSI Technology, Inc. 2024 Variable Compensation Plan (Incorporated by reference to Exhibit 10.1 to 
Registrant’s Current Report on Form 8-K filed on June 2, 2023) 
10.26 
 
Factory Lease dated June 29, 2023, for 30 Tai Yuan Street, Chu-Pei City, Taiwan between GSI 
Technology Taiwan, Inc., as lessee, and Tai Yuen Textile Co., Ltd. as lessor (Incorporated by 
reference to Exhibit 10.1 to Registrant’s Current Report on Form 8-K filed on July 13, 2023) 
10.27 
 
Sales Agreement, dated August 1, 2023, by and between GSI Technology, Inc. and Needham & 
Company, LLC (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on 
Form 8-K filed on August 1, 2023) 
10.28 
 
Purchase and Sale Agreement dated April 2, 2024 between GSI Technology, Inc. and D.R. 
Stephens & Company, LLC (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report 
on Form 8-K filed on April 3, 2024) 
10.29 
 
First Amendment to Purchase and Sale Agreement with Escrow Instructions dated April 30, 2024 
between GSI Technology, Inc. and D.R. Stephens & Company, LLC (Incorporated by reference to 
Exhibit 10.1 to Registrant’s Current Report on Form 8-K filed on May 2, 2024) 
Annual Report

92 
10.30 
 
Second Amendment to Purchase and Sale Agreement with Escrow Instructions dated May 17, 2024 
between GSI Technology, Inc. and D.R. Stephens & Company, LLC (Incorporated by reference to 
Exhibit 10.1 to Registrant’s Current Report on Form 8-K filed on May 22, 2024) 
10.31 
 
Third Amendment to Purchase and Sale Agreement with Escrow Instructions dated May 21, 2024 
between GSI Technology, Inc. and D.R. Stephens & Company, LLC (Incorporated by reference to 
Exhibit 10.2 to Registrant’s Current Report on Form 8-K filed on May 22, 2024) 
10.32 
(1) GSI Technology, Inc. 2025 Variable Compensation Plan (Incorporated by reference to Exhibit 10.1 to 
Registrant’s Current Report on Form 8-K filed on May 31, 2024) 
10.33 
 
Lease Agreement between DRSIP/ELKO, LLC, as landlord, and GSI Technology, Inc., as tenant, 
dated June 6, 2024 (Incorporated by reference to Exhibit 10.1 to Registrant’s Current Report on 
Form 8-K filed on June 11, 2024) 
21.1 
 
List of Subsidiaries 
23.1 
 
Consent of Independent Registered Public Accounting Firm – BDO USA, P.C. 
24.1 
 
Power of Attorney (Incorporated by reference to the signature page of this Annual Report on 
Form 10-K) 
31.1 
 
Certification of Lee-Lean Shu, President and Chief Executive Officer, pursuant to Section 302 of the 
Sarbanes-Oxley Act of 2002 
31.2 
 
Certification of Douglas Schirle, Chief Financial Officer, pursuant to Section 302 of the Sarbanes-
Oxley Act of 2002 
32.1 
 
Certification of Lee-Lean Shu, President and Chief Executive Officer, and Douglas Schirle, Chief 
Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 
97.1 
 
Policy For Recovery of Erroneously Awarded Incentive Compensation 
101.INS 
 
Inline XBRL Instance Document 
101.SCH 
 
Inline XBRL Taxonomy Extension Schema Document 
101.CAL 
 
Inline XBRL Taxonomy Extension Calculation Linkbase Document 
101.DEF 
 
Inline XBRL Taxonomy Extension Definition Linkbase Document 
101.LAB 
 
Inline XBRL Taxonomy Extension Label Linkbase Document 
101.PRE 
 
Inline XBRL Taxonomy Extension Presentation Linkbase Document 
104 
 
Cover Page Interactive Data File (embedded within the Inline XBRL documents) 
__________________________________ 

93 
 
 
(1) Compensatory plan or management contract. 
(2) This exhibit has been filed separately with the Commission pursuant to an application for confidential 
treatment which has been granted by the Commission. The confidential portions of this exhibit have been 
omitted and marked by asterisks. 
 
Item 16. Form 10-K Summary 
Not applicable. 
 
 
Annual Report

94 
SIGNATURES 
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has 
duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. 
 
June 13, 2024 
GSI TECHNOLOGY, INC. 
 
 
 
  
By: 
/s/ DOUGLAS M. SCHIRLE 
 
 
Douglas M. Schirle 
Chief Financial Officer 
 

95 
POWER OF ATTORNEY 
KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes 
and appoints Lee-Lean Shu and Robert Yau, jointly and severally, his attorneys-in-fact, each with the power of 
substitution, for him in any and all capacities, to sign any amendments to this Annual Report on Form 10-K and to 
file the same, with exhibits thereto and other documents in connection therewith, with the Securities and Exchange 
Commission, hereby ratifying and confirming all that each of said attorneys-in-fact, or his substitute or substitutes, 
may do or cause to be done by virtue thereof. 
Pursuant to the requirements of the Securities Exchange Act of 1934, this Annual Report on Form 10-K has 
been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates 
indicated. 
 
 
 
 
 
Name 
     
Title 
    
Date 
  
 
  
      
/s/ LEE-LEAN SHU 
 
President, Chief Executive Officer and Chairman 
  
June 13, 2024 
Lee-Lean Shu 
 
(Principal Executive Officer) 
 
 
 
 
 
 
 
/s/ DOUGLAS M. SCHIRLE 
 
Chief Financial Officer 
  
June 13, 2024 
Douglas M. Schirle 
 
(Principal Financial and Accounting Officer) 
 
 
 
 
 
 
 
/s/ ROBERT YAU 
 
Secretary and Director 
  
June 13, 2024 
Robert Yau 
 
 
 
 
 
 
 
 
 
/s/ JACK A. BRADLEY 
 
Director 
 
June 13, 2024 
Jack A. Bradley 
 
 
  
 
 
 
 
 
 
/s/ ELIZABETH CHOLAWSKY  
Director 
 
June 13, 2024 
Elizabeth Cholawsky 
 
 
  
 
 
 
 
 
 
/s/ HAYDN HSIEH 
 
Director 
 
June 13, 2024 
Haydn Hsieh 
 
 
  
 
 
 
 
 
 
/s/ RUEY L. LU 
 
Director 
 
June 13, 2024 
Ruey L. Lu 
 
 
  
 
 
 
 
 
 
/s/ BARBARA NELSON 
 
Director 
  
June 13, 2024 
Barbara Nelson 
 
 
 
 
 
Annual Report

(This page has been left blank intentionally.)

Board of Directors
Lee-Lean Shu
Chairman of the Board, President and
Chief Executive Officer
GSI Technology, Inc.
Jack A. Bradley
Former Partner, David Powell Financial
Services
Elizabeth Cholawsky
Former Chief Executive Officer
HG Insights Inc.
Haydn Hsieh
Chairman and Chief Strategy Officer
Wistron NeWeb Corporation
Ruey L. Lu
President
EMPIA Technology
Barbara Nelson
Former Vice President of Western Digital
Corporation
Robert Yau
Secretary
GSI Technology, Inc.
Executive Officers
Lee-Lean Shu
President and Chief Executive Officer
Didier Lasserre
Vice President, Sales
Douglas Schirle
Chief Financial Officer
Bor-Tay Wu
Vice President, Taiwan Operations
Ping Wu
Vice President, U.S. Operations
Patrick Chuang
Senior Vice President, Memory Design
Avidan Akerib
Vice President, Associative Computing
Annual Meeting of Stockholders
The annual meeting of stockholders
will be held on Thursday, August 22, 2024
at 2:00 p.m. PDT, virtually via audio
webcast at https://meetnow.global/ MP5KTFJ
Corporate Offices
GSI Technology, Inc.
1213 Elko Drive
Sunnyvale, California 94089
408-331-8800
http://www.gsitechnology.com
General Counsel
DLA Piper LLP (US)
Palo Alto, California
Investor Relations
Hayden IR
Scottsdale, Arizona
646-536-7331
Independent Registered Public
Accounting Firm
BDO USA, P.C.
San Jose, California
Transfer Agent and Stock Registrar
First Class/Registered/Certified Mail:
Computershare Investor Services
P.O. Box 43078
Providence, RI 02940-0378
Courier Services:
Computershare Investor Services
150 Royall Street, Suite 101
Canton, MA 02021
Shareholder Services Number:
800-962-4284
Investor Centre™portal:
www.computershare.com/investor
Additional Information
Additional copies of our annual report on Form 10-K, as filed with the Securities and Exchange
Commission, can be obtained, free of charge, on our Web site or upon written request by mail or e-mail to our
corporate offices, Attention Investor Relations, at the address indicated above.

Corporate Office
      1213 Elko Drive
  Sunnyvale, CA 94089
08--8
www.gsitechnology.com