Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Mr. Ram Krishnan, Vice President of Opereations of InvenSense, Inc. ("InvenSense"), intends to retire at the end of July 2012. Mr Krishnan has served in this capacity for five years and is one of InvenSense's named executive officers.

Mr. Mo Maghsoudnia began employment with InvenSense in June 2012 and will replace Mr. Krishnan upon his retirement in July 2012. Mr. Maghsoudnia has more than 25 years of operations, management, and process engineering experience. Most recently, Mr. Maghsoudnia was employed at NetLogic Microsystems Inc., a publicly held company with over $400 million in annual revenue, which was purchased earlier in the year. At NetLogic Microsystems Inc., he held the position of Vice President of World Wide Manufacturing. Prior to that, Mr. Maghsoudnia worked at other large semiconductor manufacturing companies. Mr. Maghsoudnia has a B.S. in Microelectronics from Rochester Institute of Technology and a Master's Degree in Electrical Engineering from Santa Clara University.

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