FORM 4
[ X ] 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
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Numann William
2. Issuer Name and Ticker or Trading Symbol

VOLTERRA SEMICONDUCTOR CORP [ VLTR ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
SVP Servers & Storage & Comm
(Last)          (First)          (Middle)

C/O VOLTERRA SEMICONDUCTOR CORPORATION, 47467 FREMONT BLVD.
3. Date of Earliest Transaction (MM/DD/YYYY)

10/1/2013
(Street)

FREMONT, CA 94538
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   10/1/2013     D    1712   D   (1) 0   D    
Common Stock   10/1/2013     D    23910   D   (1) 0   I   Held in Trust   (2)

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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)   $14.76   10/1/2013     D         45000      (3) 2/2/2015   Common Stock     (3) $0.00   0   D    
Stock Option (right to buy)   $19.09   10/1/2013     D         24000      (3) 2/3/2016   Common Stock     (3) $0.00   0   D    
Stock Option (right to buy)   $19.09   10/1/2013     D         26000      (3) 2/3/2016   Common Stock     (3) $0.00   0   D    
Stock Option (right to buy)   $13.45   10/1/2013     D         50000      (3) 2/2/2014   Common Stock     (3) $0.00   0   D    
Stock Option (right to buy)   $9.18   10/1/2013     D         50000      (3) 1/31/2015   Common Stock     (3) $0.00   0   D    
Stock Option (right to buy)   $7.16   10/1/2013     D         22000      (3) 1/29/2016   Common Stock     (3) $0.00   0   D    
Stock Option (right to buy)   $20.23   10/1/2013     D         22750      (3) 1/28/2017   Common Stock     (3) $0.00   0   D    
Stock Option (right to buy)   $15.12   10/1/2013     D         25000      (3) 1/27/2020   Common Stock     (3) $0.00   0   D    
Restricted Stock Unit     (4) 10/1/2013     D         20000      (4) 6/13/2020   Common Stock     (4) $0.00   0   D    

Explanation of Responses:
( 1)  Pursuant to the terms of the Plan of Merger Agreement by and between Maxim Integrated Products, Inc. and Volterra Semiconductor Corporation (the "Merger Agreement"), each share of Volterra common stock was validly tendered for $23.00 per share in cash, without interest, subject to any required witholding of taxes.
( 2)  Held by the Numann Revocable Trust, of which the reporting person is a co-trustee.
( 3)  Pursuant to the terms of the Merger Agreement, each stock option that was outstanding, whether vested or unvested, with an exercise price per share less than the Offer Price as of the Effective Time (as defined in the Merger Agreement) was substituted with a Substitute Option (as defined in the Merger Agreement).
( 4)  Pursuant to the terms of the Merger Agreement, each Restricted Stock Unit ("RSU") that was outstanding as of the Effective Time (as defined in the Merger Agreement) was substituted with a Substitute RSU (as defined in the Merger Agreement).

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Numann William
C/O VOLTERRA SEMICONDUCTOR CORPORATION
47467 FREMONT BLVD.
FREMONT, CA 94538


SVP Servers & Storage & Comm

Signatures
/s/David Oh, by Power of Attorney 10/1/2013
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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.
Volterra Semiconductor Corp. (MM) (NASDAQ:VLTR)
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