Item 8.01 Other Events.

On January 26, 2022, Chongqing Alpha and Omega Semiconductor Limited ("JV") completed a financing transaction pursuant to a corporate investment agreement (the "Investment Agreement") between the JV and certain third-party investors (the "New Investors"). Under the Investment Agreement, the New Investors purchased newly issued equity interest of JV, representing approximately 7.82% of post-transaction outstanding equity interests of the JV, for a total purchase price of RMB 509 million (or approximately USD 80 million based on the currency exchange rate as of January 26, 2022) (the "Investment"). Following the closing of the Investment and as of the date of this report, the percentage of outstanding JV equity interest beneficially owned by Alpha and Omega Semiconductor Limited (the "Company") was reduced to 42.2%. Such reduction reflects (i) previous sale by the Company of approximately 2.1% of the outstanding JV equity interest announced on December 7, 2021, which resulted in the deconsolidation of the JV as disclosed in Current Report on Form 8-K filed on December 7, 2021, (ii) additional sale by the Company of approximately 1.1% of outstanding JV equity interest on or about December 27, 2021, and (iii) the recent adoption of an employee equity incentive plan by the JV on or about December 30, 2021.

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