0001209191-23-007088.txt : 20230203 0001209191-23-007088.hdr.sgml : 20230203 20230203172448 ACCESSION NUMBER: 0001209191-23-007088 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230201 FILED AS OF DATE: 20230203 DATE AS OF CHANGE: 20230203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Yu Gary CENTRAL INDEX KEY: 0001848176 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 002-25577 FILM NUMBER: 23587471 MAIL ADDRESS: STREET 1: 4949 HEDGCOXE ROAD STREET 2: SUITE 200 CITY: PLANO STATE: TX ZIP: 75024 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DIODES INC /DEL/ CENTRAL INDEX KEY: 0000029002 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 952039518 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 4949 HEDGCOXE ROAD STREET 2: SUITE 200 CITY: PLANO STATE: TX ZIP: 75024 BUSINESS PHONE: 972-987-3900 MAIL ADDRESS: STREET 1: 4949 HEDGCOXE ROAD STREET 2: SUITE 200 CITY: PLANO STATE: TX ZIP: 75024 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2023-02-01 0 0000029002 DIODES INC /DEL/ DIOD 0001848176 Yu Gary 4949 HEDGCOXE ROAD SUITE 200 PLANO TX 75024 0 1 0 0 SVP, Business Groups Diodes Incorporated Common Stock 2023-02-01 4 F 0 218 93.35 D 39089 D Diodes Incorporated Common Stock 2023-02-01 4 A 0 13000 0.00 A 52089 D Diodes Incorporated Common Stock 2023-02-02 4 S 0 1275 93.72 D 50814 D Diodes Incorporated Common Stock - Performance Stock Units 2023-02-01 4 A 0 13000 0.00 A 30000 D Vested restricted stock unit shares were automatically withheld to cover income tax. Restricted stock units vest in four equal installments beginning 02/01/2024. Granted under Rule 16b-3 Plan. Vested restricted stock unit shares were automatically sold because the participant elected to participate in the Diodes Incorporated Deferred Compensation Plan. 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. 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). 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%. Brett R. Whitmire as Power of Attorney for Gary Yu 2023-02-03