Tsong Andy 4

4 · DIODES INC /DEL/ · Filed Feb 5, 2025

Form 4

Period: 2025-02-03

SVP Worldwide Products Group

Transactions

Award
Diodes Incorporated Common Stock
2025-02-03+8,000→ 40,909 total
Tax Payment
Diodes Incorporated Common Stock
2025-02-03$56.45/sh−1,047$59,103→ 39,862 total
Award
Diodes Incorporated Common Stock - Performance Stock Units
2025-02-03+8,000→ 23,100 total

Footnotes (6)

[F1]Restricted stock units vest in four equal installments beginning 02/01/2026.
[F2]Granted under Rule 16b-3 Plan.
[F3]Vested restricted stock unit shares were automatically withheld to cover income tax.
[F4]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.
[F5]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).
[F6]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%.

Documents

1 file