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
Date of Report (Date of earliest event reported): February 28, 2019
DIODES INCORPORATED
(Exact name of Registrant as Specified in Its Charter)
|
Delaware |
002-25577 |
95-2039518 |
|
(State or Other Jurisdiction |
(Commission |
(IRS Employer |
|
|
|
|
|
4949 Hedgcoxe Road, Suite 200, Plano, TX
|
75024 |
|
|
(Address of Principal Executive Offices)
|
(Zip Code) |
|
Registrant’s Telephone Number, Including Area Code: (972) 987-3900
Not Applicable
(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 (see General Instructions A.2. below):
|
☐ |
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)) |
|
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. ☐ |
|
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On February 28, 2019, Diodes Incorporated (the “Company”) entered into a Transition Agreement (the “Agreement”) with Richard White, the Company’s Chief Financial Officer and Corporate Secretary. Pursuant to the Agreement, effective at the close of business on February 28, 2019, Mr. While will no longer serve as Chief Financial Officer of the Company, but will continue to serve on a part-time basis as the Company’s Corporate Secretary and Special Assistant to the Chief Executive Officer. The initial term of the Agreement is for a period of one year, with automatic one-year renewals. Mr. White will no longer serve as an executive officer of the Company. Mr. White will continue to serve in officer and director positions of Company subsidiaries or affiliated companies which he presently occupies, but agrees he shall voluntarily and promptly resign from any or all of them at any time upon the Company's request. A copy of the Transition Agreement is filed as Exhibit 10.1 to this report and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
|
Exhibit No. |
|
Description |
|
10.1 |
|
Transition agreement between Diodes Incorporated and Richard White |
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.
|
|
DIODES INCORPORATED |
|
|
|
|
|
|
Dated: March 6, 2019 |
By |
/s/ Brett R. Whitmire |
|
|
|
BRETT R. WHITMIRE |
|
|
|
Chief Financial Officer |