Termination of Registration of a Class of Security Under Section 12(b) (15-12b)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 15

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

001-35269

Commission File Number

InvenSense, Inc.

(Exact name of registrant as specified in its charter)

1745 Technology Drive #200

San Jose, California 95110

(408) 988-7339

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

Class A Common Stock

(Title of each class of securities covered by this Form)

None

(Titles of all other classes of securities for which a duty to file reports under section 13(a) or 15(d) remains)

Please place an X in the box(es) to designate the appropriate rule provision(s) relied upon to terminate or suspend the duty to file reports:


Rule 12g-4(a)(1)		☒
Rule 12g-4(a)(2)		☐
Rule 12h-3(b)(1)(i)		☒
Rule 12h-3(b)(1)(ii)		☐
Rule 15d-6		☐

Approximate number of holders of record as of the certification or notice date: One

Pursuant to the requirements of the Securities Exchange Act of 1934, InvenSense, Inc. has caused this certification/notice to be signed on its behalf by the undersigned duly authorized person.


		InvenSense, Inc.

Date:	30 May 2017	By:	/s/ Mark Dentinger
		Name:	Mark Dentinger, on behalf of InvenSense, Inc.
		Title:	Vice President and Chief Financial Officer