DEFA14A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No.     )

Filed by the Registrant  ☒                              Filed by a Party other than the Registrant  ☐

Check the appropriate box:

 

☐

  

Preliminary Proxy Statement

☐

   Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☐

  

Definitive Proxy Statement

☒

  

Definitive Additional Materials

☐

  

Soliciting Material under Rule 14a-12

DIODES INCORPORATED

(Name of registrant as specified in its charter)

 

(Name of person(s) filing proxy statement, if other than the registrant)

Payment of Filing Fee (Check the appropriate box):

☒

  

No fee required.

☐

  

Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

 

(1)

  

Title of each class of securities to which transaction applies:

 

     

 

(2)

  

Aggregate number of securities to which transaction applies:

 

     

 

(3)

  

Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

 

     

 

(4)

  

Proposed maximum aggregate value of transaction:

 

     

 

(5)

  

Total fee paid:

 

     

☐

  

Fee paid previously with preliminary materials.

☐

  

Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

(1)

  

Amount Previously Paid:

 

     

 

(2)

  

Form, Schedule or Registration Statement No.:

 

     

 

(3)

  

Filing Party:

 

     

 

(4)

  

Date Filed:

 

     

 

 

 

LOGO

DIODES INCORPORATED Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to be held on May 22, 2018 You this notice are receiving to vote this your communication shares. This communication because you hold presents shares only in an Diodes overview Incorporated of the more . This complete is not aproxy ballot materials . You cannot that use are available materials to before you on voting the .Internet To view. We the encourage proxy materials you to online, access go and to www review .proxydocs all of the. com/diod important . To information submit your contained proxy while in the visiting proxy this site, you will need the 12 digit control number in the box below. Commission Under United rules, States proxy Securities materials and do not Exchange have to be distributed delivered by in making paper them form .available Proxy materials on the Internet can be. We have chosen to use these procedures for our 2018 Annual Meeting and need YOUR participation. of If you the want proxy to materials, receive a you paper must or request e-mail copy one. In There order is no to charge receive to the you proxy for requesting materials in a copy time. request for this year’s on or annual before meeting, May 11, 2018 please to make facilitate this timely delivery. For a Convenient Way to VIEW Proxy Materials _ and _ VOTE Online go to: www.proxydocs.com/diod Proxy Materials Available to View or Receive: 1. Notice and Proxy Statement 2. Annual Report Printed materials may be requested by one of the following methods: INTERNET TELEPHONE *E-MAIL www.investorelections.com/diod (866) 648-8133 paper@investorelections.com * If e -requesting mail with the material 12 digit by e -mail, control please number send (located a blank You must use the 12 digit control number located in the shaded gray box below. below) instructions in the or other subject inquiries line. No should other be requests, included with your e-mail requesting material. ACCOUNT NO. SHARES Diodes Incorporated Notice of Annual Meeting Date: Tuesday, May 22, 2018 Time: 10:00 a.m., Central Time Place: 4949 Hedgcoxe Road Plano, Texas 75024 The purpose of the Annual Meeting is to take action on the following proposals: The Board of Directors recommends that you vote “FOR” the following: 1. Election of Directors Nominees: 01 C.H. Chen 03 Keh-Shew Lu 05 Peter M. Menard 07 Michael K.C. Tsai 02 Michael R. Giordano 04 Raymond Soong 06 Christina Wen-chi Sung The Board of Directors recommends that you vote “FOR” proposals 2 and 3: 2. Approval of Executive Compensation. To approve, on an advisory basis, the Company’s executive compensation. 3. Ratification of Appointment of Independent Registered Public Accounting Firm. To ratify the appointment of Moss Adams LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2018. To transact such other business as may properly come before the annual meeting of the stockholders of Diodes Incorporated or any adjournment or postponement thereof. For information on the requirements for attending the Annual Meeting in person and voting your shares, please see the information on pages 2 to 3 of the Proxy Statement. You must bring this communication and a photo identification with you if you plan to attend in person.