FORM 4 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 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 * WERTHEIZER GIDEON   2. Issuer Name and Ticker or Trading Symbol CEVA INC [CEVA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) 1943 LANDINGS DRIVE 3. Date of Earliest Transaction (Month/Day/Year) 02/09/2015 (Street) MOUNTAIN VIEW, CA 94043 4. If Amendment, Date Original Filed(Month/Day/Year) 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 (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 02/09/2015   M   37,917 A $ 9.8 37,917 D   Common Stock 02/09/2015   S   37,917 D $ 19.0018 0 D   Common Stock 02/09/2015   M   16,667 A $ 8.03 16,667 D   Common Stock 02/09/2015   S   16,667 D $ 19.0022 0 D   Common Stock 02/09/2015   S   1,147 (1) D $ 19.07 0 D   Common Stock 02/09/2015   S   481 (2) D $ 19.07 0 D

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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 (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

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 (Month/Day/Year)

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)

$ 9.8

02/09/2015

M

37,917

05/20/2009(3)

05/20/2015

Common Stock

37,917

$ 0

0

D

Stock Option (Right to Buy)

$ 8.03

02/09/2015

M

16,667

06/01/2010(3)

06/01/2016

Common Stock

16,667

$ 0

0

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
WERTHEIZER GIDEON 1943 LANDINGS DRIVE MOUNTAIN VIEW, CA 94043	X		Chief Executive Officer

Signatures

/s/ Gideon Wertheizer		02/11/2015
**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The shares sold were acquired on July 31, 2012 under the CEVA, Inc. 2002 Employee Stock Purchase Plan.
(2)	The shares sold were acquired on January 31, 2013 under the CEVA, Inc. 2002 Employee Stock Purchase Plan.
(3)	The stock option becomes exercisable as to 25% of the underlying shares on the first anniversary of the grant date, and 1/48th each month thereafter.

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