Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  CHRISTINE RUSSELL
2. Date of Event Requiring Statement (Month/Day/Year)
08/10/2018
3. Issuer Name and Ticker or Trading Symbol
PDF SOLUTIONS INC [PDFS]
(Last)
(First)
(Middle)
333 W. SAN CARLOS ST., SUITE 1000
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP, Finance and CFO
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN JOSE, CA 95110
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 80,000 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy)   (2) 08/01/2028 Common Stock 80,000 $ 10.65 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
CHRISTINE RUSSELL
333 W. SAN CARLOS ST.
SUITE 1000
SAN JOSE, CA 95110
      VP, Finance and CFO  

Signatures

/s/ Christine Russell 08/16/2018
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These shares represent an award of restricted stock units (Total RSU). 25% of the Total RSU will vest on August 1, 2019 and 12.5% of the Total RSU will vest each date that is 6 months thereafter until fully vested, subject to the Recipient's continued service through each applicable vest date.
(2) 25% of the Total Options will vest on the 1st anniversary of the grant date, which is August 1 2019 and 1/48th of the Total Options will vest on the 1st of each month thereafter through August 1, 2022, when the award will be fully vested, subject to the Recipient's continued service through each applicable vest date..

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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