0000950170-25-014720.txt : 20250205 0000950170-25-014720.hdr.sgml : 20250205 20250205174038 ACCESSION NUMBER: 0000950170-25-014720 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20250203 FILED AS OF DATE: 20250205 DATE AS OF CHANGE: 20250205 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: LU KEH SHEW CENTRAL INDEX KEY: 0001196531 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 002-25577 FILM NUMBER: 25594690 MAIL ADDRESS: STREET 1: C/O DIODES INC STREET 2: 3050 E HILLCREST DR CITY: WESTLAKE STATE: CA ZIP: 91362 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: DIODES INC /DEL/ CENTRAL INDEX KEY: 0000029002 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] ORGANIZATION NAME: 04 Manufacturing 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 ownership.xml 4 X0508 4 2025-02-03 0000029002 DIODES INC /DEL/ DIOD 0001196531 LU KEH SHEW 4949 HEDGCOXE ROAD SUITE 200 PLANO TX 75024 true true false false CEO false Diodes Incorporated Common Stock 2025-02-03 4 A false 25000 0 A 116756 D Diodes Incorporated Common Stock 2025-02-03 4 F false 9817 56.45 D 106939 D Diodes Incorporated Common Stock - Performance Stock Units 2025-02-03 4 A false 25000 0 A 124000 D Diodes Incorporated Common Stock 46150 I Custodial Diodes Incorporated Common Stock 275791 I Lu Grandchildren's Trust Diodes Incorporated Common Stock 6000 I The Lu Family Foundation Diodes Incorporated Common Stock 4700 I The Lu 2017 Irrevocable Trust Diodes Incorporated Common Stock 246492 I Texastac Investments, LP Restricted stock units vest in four equal installments beginning 02/01/2026. Granted under Rule 16b-3 Plan. Vested restricted stock unit shares were automatically withheld to cover income tax. 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 2028 upon the achievement of the 3-year financial performance measure of cumulative non-GAAP operating income for 2025 through 2027 of $170.415 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%. The amount of securities beneficially owned was decreased by 32,000 shares due to the 2021 PSU Award vesting on 2/14/2024. Brett R. Whitmire as Power of Attorney for Keh-Shew Lu 2025-02-05