XASE:GIG GigOptix, Inc. Insider Activity 4 Filing - 5/10/2012

Effective Date 5/10/2012

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FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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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3235-0287

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January 31, 2005

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Betti-Berutto Andrea

2. Issuer Name and Ticker or Trading Symbol
GigOptix, Inc. [GIG]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

_____ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
CTO

(Last)

(First)

(Middle)

130 BAYTECH DRIVE

3. Date of Earliest Transaction (Month/Day/Year)
05/10/2012

(Street)

SAN JOSE, CA 95134

4. If Amendment, Date Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

(City)

(State)

(Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/10/2012		M		9,864⁽¹⁾	A	$ 0	9,864	D
Common Stock	05/10/2012		F		4,013⁽²⁾	D	$2.87⁽³⁾	5,851	D
Common Stock	05/10/2012		M		5,570⁽⁴⁾	A	$ 0	11,421	D
Common Stock	05/10/2012		F		2,047⁽⁵⁾	D	$2.87⁽³⁾	9,374	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
	Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.		SEC 1474 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Restricted Stock Units (RSUs)

$ 0

05/10/2012

9,864⁽¹⁾

⁽⁶⁾

Common Stock

9,864

$ 0

29,593

Restricted Stock Units (RSUs)

$ 0

05/10/2012

5,570⁽⁴⁾

⁽⁶⁾

Common Stock

5,570

$ 0

16,713

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Betti-Berutto Andrea 130 BAYTECH DRIVE SAN JOSE, CA 95134			CTO

Signatures

/s/ Andrea Betti-Berutto		05/14/2012
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	9,864 Restricted Stock Units ("RSUs") issued in the grant to Mr. Betti-Berutto on 3/27/2012 vested on 5/10/2012 according to the vesting schedule previously reported.
(2)	4,013 shares of Common Stock were withheld by the Company for the purposes of satisfying tax withholding obligations in connection with such vesting as previously reported by the Company.
(3)	The closing price of the Company's common stock on the vesting date.
(4)	5,570 RSUs issued in the grant to Mr. Betti-Berutto on 5/3/2012 vested on 5/10/2012 according to the vesting schedule previously reported.
(5)	2,047 shares of Common Stock were withheld by the Company for the purposes of satisfying tax withholding obligations in connection with such vesting as previously reported by the Company.
(6)	The RSUs vest in four quarterly installments over the next 12 months as previously reported; the remaining three-quarters will vest on August 10, 2012, November 9, 2012 and March 1, 2013.

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

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.

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