Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Lazovsky David E
   2. Issuer Name and Ticker or Trading Symbol
INTERMOLECULAR INC [IMI] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President & CEO
(Last)
(First)
(Middle)
INTERMOLECULAR, INC., 3011 NORTH FIRST STREET		 3. Date of Earliest Transaction (Month/Day/Year)
03/04/2013
(Street)

SAN JOSE, CA 95134-2004		 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, $0.001 par value 03/04/2013 03/06/2013(1) S(2)   1,681 D $ 9.6434 (3) 3,135,190 D  
Common Stock, $0.001 par value 03/06/2013   S(4)   38,500 D $ 9.6729 (5) 3,096,690 D  
Common Stock, $0.001 par value               45,882 I By Children's Trust (6)
Common Stock, $0.001 par value               35,487 I By Wife
Common Stock, $0.001 par value               189,513 I By GRAT (7)
Common Stock, $0.001 par value               189,513 I By Wife's GRAT (8)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Lazovsky David E
INTERMOLECULAR, INC.
3011 NORTH FIRST STREET
SAN JOSE, CA 95134-2004		   X     President & CEO  

Signatures

 /s/Sandeep Jaggi as Attorney-in-Fact for Mr. Lazovsky   03/07/2013
**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) This sale was conducted as described in Footnote 2. The shares were sold by the executing broker over a period of three business days - March 4-6, 2013. The Reporting Person was informed by the broker of the total number of shares sold on March 6, 2013. Accordingly, pursuant to Rule 16a-3(g)(2),the deemed execution date was March 6, 2013.
(2) This sale was made as part of a "sell to cover taxes" arrangement in connection with the March 1, 2013 vesting of certain shares of restricted stock that the Reporting Person acquired pursuant to a restricted stock grant dated March 29, 2012. The sale was made pursuant to a 10b5-1 plan entered into by the Reporting Person. No shares were withheld by or surrendered to the issuer.
(3) The transaction was executed in multiple trades in prices ranging from $9.6201 to $10.00, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.
(4) The sale reported was effected pursuant to a Rule 10b5-1 Sales Plan adopted by Mr. Lazovsky on May 14, 2012.
(5) The transaction was executed in multiple trades in prices ranging from $9.55 to $9.76, inclusive. The price reported in Column 4 above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the Issuer, or a stockholder of the Issuer, information regarding the number of shares and prices at which the transaction was effected.
(6) These shares are held by The Lazovsky 2010 Irrevocable Children's Trust.
(7) These shares are held by The David E. Lazovsky 2010 Annuity Trust.
(8) These shares are held by The Juel D. Lazovsky 2010 Annuity Trust.

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