0001209191-19-013372.txt : 20190226 0001209191-19-013372.hdr.sgml : 20190226 20190226133703 ACCESSION NUMBER: 0001209191-19-013372 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190218 FILED AS OF DATE: 20190226 DATE AS OF CHANGE: 20190226 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Whitmire Brett R CENTRAL INDEX KEY: 0001768901 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 002-25577 FILM NUMBER: 19632758 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 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2019-02-18 0 0000029002 DIODES INC /DEL/ DIOD 0001768901 Whitmire Brett R 4949 HEDGCOXE ROAD SUITE 200 PLANO TX 75024 0 1 0 0 CFO, Effective 3/1/2019 Diodes Incorporated Common Stock 18750 D Diodes Incorporated Common Stock - Performance Stock Units 12000 D The amount of securities beneficially owned includes a Restricted Stock Unit award of 12,000 shares approved by the Board of Directors on 2/18/2019 and were granted on 2/21/2019 that will vest in four equal installments beginning 2/21/2020. Each PSU represents a contingent right granted under the companys 2013 Equity Incentive Plan, a Rule 16b-3 Plan, to receive 1 share of Diodes Incorporated Common Stock. The PSUs were granted on 2/21/2019 and vest in February 2022 upon the achievement of the 3-year financial performance measure of cumulative non-GAAP operating income for 2019 through 2021 of $568.7 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 2019-02-26