Diodes Incorporated (DIOD) CFO logs open‑market sale of 5,953 shares

Rhea-AI Filing Summary

Diodes Incorporated’s CFO Brett R. Whitmire reported an open‑market sale of 5,953 common shares at a weighted average price of $71.221 per share on February 13, 2026. After the transaction, he directly held 61,188 common shares and 36,100 performance stock units.

The sale was executed through multiple trades at prices ranging from $70.83 to $71.655. A separate adjustment reduced his reported beneficial ownership of performance stock units by 9,000 units because a 2023 PSU award had no settlement of shares.

Insider Trade Summary

Net Seller: 5,953 shares ($423,979)

Net Sell 2 txns

Insider Whitmire Brett R

Role CFO

Sold 5,953 shs ($424K)

Type	Security	Shares	Price	Value
Sale	Diodes Incorporated Common Stock	5,953	$71.221	$424K
holding	Diodes Incorporated Common Stock - Performance Stock Units	--	--	--

Holdings After Transaction: Diodes Incorporated Common Stock — 61,188 shares (Direct); Diodes Incorporated Common Stock - Performance Stock Units — 36,100 shares (Direct)

Footnotes (1)

1. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $70.83 to $71.655, inclusive. The reporting person undertakes to provide to Diodes Incorporated, any security holder of Diodes Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (1) to this Form 4. The amount of securities beneficially owned was decreased by 9,000 because the 2023 PSU Award had no settlement of shares.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Whitmire Brett R

(Last) (First) (Middle)

4949 HEDGCOXE ROAD

SUITE 200

(Street)

PLANO TX 75024

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DIODES INC /DEL/ [ DIOD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Diodes Incorporated Common Stock	02/13/2026		S		5,953	D	$71.221(1)	61,188	D
Diodes Incorporated Common Stock - Performance Stock Units								36,100(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $70.83 to $71.655, inclusive. The reporting person undertakes to provide to Diodes Incorporated, any security holder of Diodes Incorporated, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (1) to this Form 4.

2. The amount of securities beneficially owned was decreased by 9,000 because the 2023 PSU Award had no settlement of shares.

	Brett R. Whitmire	02/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Diodes (DIOD) report for CFO Brett Whitmire?

Diodes’ CFO Brett R. Whitmire reported selling 5,953 common shares in an open‑market transaction. The weighted average sale price was $71.221 per share, with multiple trades executed between $70.83 and $71.655, according to the Form 4 insider trading disclosure.

How many Diodes (DIOD) shares does the CFO own after the reported sale?

After the reported sale, Diodes’ CFO Brett R. Whitmire directly owns 61,188 common shares. He also reports holding 36,100 performance stock units, reflecting an adjustment where 9,000 units from a 2023 PSU award were removed because they did not result in any share settlement.

What was the sale price range in the Diodes (DIOD) CFO’s Form 4 transaction?

The CFO’s reported sale used a weighted average price of $71.221 per share. Individual trades took place at prices ranging from $70.83 to $71.655, and the insider committed to provide detailed trade‑level pricing information upon request to investors or regulators.

Did the Diodes (DIOD) CFO’s Form 4 include performance stock units (PSUs)?

Yes, the filing shows Brett R. Whitmire holding 36,100 Diodes performance stock units. The amount of securities beneficially owned was reduced by 9,000 PSUs because a 2023 PSU award had no settlement of shares, changing only the reported PSU balance, not common share count.

What transaction code was used in the Diodes (DIOD) CFO’s Form 4 filing?

The Form 4 lists transaction code “S” for the CFO’s trade in Diodes common stock. This code indicates an open‑market or private sale of 5,953 shares, with the transaction dated February 13, 2026, and reported as a direct ownership transaction by the executive.