Sec Form 3 Filing - Tegarden Yukiko @ Techpoint, Inc. - 2017-09-19

FORM 3 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 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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1. Name and Address of Reporting Person Tegarden Yukiko 2. Issuer Name and Ticker or Trading Symbol Techpoint, Inc. [ M-6697] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chief Financial Officer (Last) (First) (Middle) C/O TECHPOINT, INC., 2550 N. FIRST STREET, #550 3. Date of Earliest Transaction (MM/DD/YY) 09/19/2017 (Street) SAN JOSE, CA95131 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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) Code V Amount (A) or (D) Price Common Stock ( 1 ) ( 2 ) 36,000 D

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (right to buy) $ 0.97 ( 3 ) 04/17/2026 Common Stock 54,000 D Stock Option (right to buy) $ 2.93 ( 4 ) 04/01/2027 Common Stock 30,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Tegarden Yukiko C/O TECHPOINT, INC. 2550 N. FIRST STREET, #550 SAN JOSE, CA95131 Chief Financial Officer Signatures /s/ YUKIKO TEGARDEN 10/27/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The issuer's common stock trades on the Tokyo Stock Exchange under the symbol referenced in the issuer's registration statement on Form S-1 (File No. 333-219992). ( 2 )Includes 7,500 shares of common stock that are subject to a right of repurchase by the issuer that lapses over time in accordance with the terms of a stock option award that was early exercised by the reporting person. ( 3 )The option vests over 5 years at the rate of 1/5th of the total number of shares on the 12 month anniversary from the vesting commencement date (March 21, 2016), and the remaining shares vesting equal monthly installments thereafter for the remaining four years. The vesting conditions of the award were subsequently amended to accelerate the vesting date to the first day of the month and year that such vesting date would have otherwise occurred. The option includes an early exercise provision that allows the reporting person to exercise the option as to the unvested shares (in addition to the vested shares), subject to the issuer's right of repurchase of any unvested shares that lapses over the vesting period. ( 4 )The option vests over 5 years at the rate of 1/60th of the total shares on each monthly anniversary from the vesting commencement date of April 1, 2017. The option includes an early exercise provision that allows the optionee to exercise the option as to the unvested shares (in addition to the vested shares), subject to the issuer's right of repurchase of any unvested shares that lapses over the vesting period.

Remarks: Exhibit List: Exhibit 24 - Power of Attorney

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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