Unassociated Document


    EXHIBIT
10.1

    


    OFFER
LETTER BETWEEN PERICOM SEMICONDUCTOR AND AARON TACHIBANA

    


    March 8,
2010

    


    Aaron
Tachibana

    


    Dear
Aaron:

    


    Thank you
for taking the time to meet with us and discuss our job opportunities here at
Pericom.  We are pleased to offer you a regular full-time exempt
employment opportunity as a Sr VP of Finance, Chief Financial Officer, reporting
to Alex Hui, CEO.  The terms of our offer of employment are outlined
below.

    


    
      	
              1.  

            	
              A
      base annual salary of $220,000

            


    

    


    
      	
              2.  

            	
              You
      will participate in an annual fiscal year bonus plan which can pay up to
      35% of base salary based on achievement of certain corporate goals and
      MBO’s related to your position. This bonus will be determined by a
      combination of company operations and individual performance. The bonus
      for fiscal year ending 2010 is guaranteed and will be prorated based on
      your date of hire.

            


    

    


    
      	
              3.  

            	
              Your
      first review will be done upon completion of fiscal year 2011, after the
      completion of the fiscal year audit.  Any cash compensation
      adjustment related to your review will be retroactive to the beginning of
      fiscal 2011.

            


    

    


    
      	
              4.  

            	
              We
      will recommend to the Board of Directors that you be granted an option to
      purchase 50,000 shares of common stock of Pericom Semiconductor
      Corporation.  The vesting schedule is 25% after one year of
      employment with the remaining shares to vest at the rate of 1/36th per
      month over the next three years of the option so that all options will
      vest in four years.  The options will expire ten years from date
      of grant.

            


    

    


    
      	
              5.  

            	
              We
      will also recommend to the Board of Directors that you be granted 25,000
      shares of Restricted Stock Units (RSU’s).  The RSU will vest in
      four years.

            


    

    


    We all
look forward to making Pericom a very successful company and know that you will
make a significant contribution toward that success.

    


    Sincerely,


    


    


    Alex
Hui

    President

    


    Acceptance:

    I accept
the above position.  I understand that employment with Pericom
Semiconductor Corporation is at will and can be terminated by either party, with
or without cause, at any time.  This at-will clause can only be
modified in writing and such modification must be signed by both
parties.  In accepting this position, I have not relied on any other
representations other than those contained in this offer
letter.  Please note that in the event that the background check
process generates a negative report, your employment may potentially be
terminated.   This offer expires on March
12, 2010.

    


    I hereby
accept this offer and I will start my employment on _______________,
2010.

    


    


    Signature
________________________________, Date______________.

    


    
      
         

      

      
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