Filing Details

Accession Number:
0001209191-23-007077
Form Type:
4
Zero Holdings:
No
Publication Time:
2023-02-03 17:22:05
Reporting Period:
2023-02-01
Accepted Time:
2023-02-03 17:22:05
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
29002 Diodes Inc L DIOD Semiconductors & Related Devices (3674) 952039518
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1196531 Shew Keh Lu 4949 Hedgcoxe Road
Suite 200
Plano TX 75024
President & Ceo Yes Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Diodes Incorporated Common Stock Acquisiton 2023-02-01 42,000 $0.00 108,188 No 4 A Direct
Diodes Incorporated Common Stock Disposition 2023-02-01 3,148 $93.35 105,040 No 4 F Direct
Diodes Incorporated Common Stock - Performance Stock Units Acquisiton 2023-02-01 42,000 $0.00 284,584 No 4 A Direct
Diodes Incorporated Common Stock Disposition 2023-02-01 16,000 $92.50 138,988 No 4 S Indirect Texastac Investments, LP
Diodes Incorporated Common Stock Disposition 2023-02-02 9,000 $95.00 129,988 No 4 S Indirect Texastac Investments, LP
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 A Direct
No 4 F Direct
No 4 A Direct
No 4 S Indirect Texastac Investments, LP
No 4 S Indirect Texastac Investments, LP
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Diodes Incorporated Common Stock 46,150 Indirect Custodial
Diodes Incorporated Common Stock 285,801 Indirect Lu Grandchildren's Trust
Diodes Incorporated Common Stock 51,183 Indirect The Lu Family Foundation
Diodes Incorporated Common Stock 4,700 Indirect The Lu 2017 Irrevocable Trust
Footnotes
  1. Restricted stock units vest in four equal installments beginning 02/01/2024.
  2. Granted under Rule 16b-3 Plan.
  3. Vested restricted stock unit shares were automatically withheld to cover income tax.
  4. Each PSU represents a contingent right granted under the companys 2022 Equity Incentive Plan, a Rule 16b-3 Plan, to receive 1 share of Diodes Incorporated Common Stock.
  5. The PSUs vest in February 2026 upon the achievement of the 3-year financial performance measure of cumulative non-GAAP operating income for 2023 through 2025 of $1,184.4 million (Target Performance).
  6. This number represents the target number of PSUs (Target Award) that will vest if the Target Performance is achieved. There is a threshold that provides for payment of 50% of the Target Award upon 80% achievement of the Target Performance and a maximum that provides for payment of 200% of the Target Award upon 120% achievement of the Target Performances. Between 80% and 100% and between 100% and 120% achievement of Target Performance, the Target Award will be decreased or increased on a pro rata basis, with no payout below 80% achievement and payout limited to 200% of the Target Award if the Target Performance exceeds 120%.
  7. Sold under a 10b5-1 plan.
  8. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $91.00 to $94.00, inclusive. The reporting person undertakes to provide to Diodes Incorporated, any security holder of Diodes Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (8) to this Form 4.
  9. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $94.20 to $95.80, inclusive. The reporting person undertakes to provide to Diodes Incorporated, any security holder of Diodes Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (9) to this Form 4.