SEC Form 4 · accession 0001209191-17-014034
DIODES INC /DEL/ · DIOD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard Dallas White
Officer — CFO & Secretary
Period of report
Feb 21, 2017
Accepted (ET)
Feb 23, 2017 · 6:59 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000029002
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Diodes Incorporated Common StockF1,F2 | Feb 21, 2017 | A | 19,861 | $0.00 | A | 111,916 | D | |
| Diodes Incorporated Common Stock - Performance Stock UnitsF3,F4,F5 | Feb 21, 2017 | A | 19,861 | $0.00 | A | 19,861 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Restricted stock units vest in four equal installments beginning 02/21/2018.
- F2Granted under Rule 16b-3 Plan.
- F3Each 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.
- F4The PSUs vest in February 2020 upon the achievement of the 3-year financial performance measure of cumulative non-GAAP operating income for 2017 through 2019 of $204.6 million (Target Performance).
- F5This 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%.