UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): January 17, 2024 |
DIODES INCORPORATED
(Exact name of Registrant as Specified in Its Charter)
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Delaware | 002-25577 | 95-2039518 |
(State or Other Jurisdiction
of Incorporation) | (Commission File Number) | (IRS Employer
Identification No.) |
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4949 Hedgcoxe Road, Suite 200 | |
Plano, Texas | | 75024 |
(Address of Principal Executive Offices) | | (Zip Code) |
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Registrant’s Telephone Number, Including Area Code: 972 987-3900 |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
| | Trading
Symbol(s) | |
Name of each exchange on which registered
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Common Stock, Par Value $0.66 2/3 | | DIOD | | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
(e)
On January 17, 2024, Diodes Incorporated (the “Company”) and Dr. Keh-Shew Lu, the Company’s Chairman and Chief Executive Officer (the "Employee), entered into Amendment No. 3 ("Amendment") to the Employment Agreement between the Company and the Employee dated as of July 21, 2015 ("Employment Agreement"), with an effective date of January 2, 2024.
The Amendment amended the Employment Agreement to reflect, among other things, the following changes:
a)In Section 1.1, of the Employment Agreement, reference to Employee’s role as President was stricken.
b)Section 2.1(i) of the Employment Agreement was amended to reflect a revised annual base salary for the Employee of $740,000.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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Dated: January 22, 2024 |
| DIODES INCORPORATED |
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| By |
| /s/ Brett R. Whitmire |
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| Brett R. Whitmire |
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| Chief Financial Officer |
