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 *
PEARSON ROBERT C
  2. Issuer Name and Ticker or Trading Symbol
SIMTEK CORP [SRAM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
8080 N CENTRAL EXPWY, #210 LB-59
3. Date of Earliest Transaction (Month/Day/Year)
05/26/2006
(Street)

DALLAS, TX 75206
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 05/26/2006   J(1)(2)   11,596 A $ 0.37 4,687,257 I Held by Renaissance Capital Growth & Income Fund III, Inc. ("RENN III") (1) (3)
Common Stock 05/26/2006   J(1)(2)   22,161 A $ 0.37 22,161 I Held by RENN Capital Group, Inc. ("Group") (2) (3)

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
Warrant (Right to Buy) $ 0.33 05/26/2006   A   68,701   05/26/2006 05/26/2011 Common Stock 68,701 $ 0 68,701 I Held by RENN III (3)
Warrant (Right to Buy) $ 0.33 05/26/2006   A   17,175   05/26/2006 05/26/2011 Common Stock 17,175 $ 0 85,876 I Held by RENN III (3)
Warrant (Right to Buy) $ 0.33 05/26/2006   A   68,701   05/26/2006 05/26/2011 Common Stock 68,701 $ 0 68,701 I Held by Renaissance US Growth Investment Trust PLC ("RUSGIT") (3)
Warrant (Right to Buy) $ 0.33 05/26/2006   A   17,175   05/26/2006 05/26/2011 Common Stock 17,175 $ 0 85,876 I Held by RUSGIT (3)
Warrant (Right to Buy) $ 0.33 05/26/2006   A   62,598   05/26/2006 05/26/2011 Common Stock 62,598 $ 0 62,598 I Held by BFS US Special Opportunities Trust PLC ("BFS") (3)
Warrant (Right to Buy) $ 0.33 05/26/2006   A   15,650   05/26/2006 05/26/2011 Common Stock 15,650 $ 0 78,248 I Held by BFS (3)

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
PEARSON ROBERT C
8080 N CENTRAL EXPWY
#210 LB-59
DALLAS, TX 75206
  X      

Signatures

 Robert Pearson   05/31/2006
**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) Represents securities issued to the Reporting Person in connection with his service on the board of directors of the Issuer. The securities have been assigned to RENN III.
(2) Represents securities issued to the Reporting Person in connection with his service on the board of directors of the Issuer. The securities have been assigned to Group.
(3) The Reporting Person is an executive officer of Group which serves as the investment adviser to RENN III and BFS and investment manager to RUSGIT and may therefore be considered beneficial owner of such shares. The Reporting Person disclaims such beneficial ownership.

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