Trusts tied to Diodes (NASDAQ: DIOD) director sell 111,000 shares

Rhea-AI Filing Summary

Diodes Incorporated director Lu Keh Shew reported significant insider sales through affiliated entities. On 2026-02-20, Lu Grandchildren's Trust sold 46,734 Diodes common shares at a weighted average price of $67.7846, and Texastac Investments, LP sold 64,266 shares at a weighted average price of $67.7381.

Footnotes state these were multiple open-market trades in a price range from $65.53 to $68.995. After these transactions, Lu Grandchildren's Trust held 225,152 shares and Texastac Investments, LP held 180,131 shares. Separately, Lu Keh Shew reported direct ownership of 92,275 common shares and 50,000 performance stock units, plus smaller indirect holdings of 6,000 shares in The Lu Family Foundation and 4,700 shares in The Lu 2017 Irrevocable Trust.

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

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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^*

LU KEH SHEW

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

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	02/20/2026		S		46,734	D	$67.7846(1)	225,152	I	Lu Grandchildren's Trust
Diodes Incorporated Common Stock	02/20/2026		S		64,266	D	$67.7381(2)	180,131	I	Texastac Investments, LP
Diodes Incorporated Common Stock								92,275	D
Diodes Incorporated Common Stock								6,000	I	The Lu Family Foundation
Diodes Incorporated Common Stock								4,700	I	The Lu 2017 Irrevocable Trust
Diodes Incorporated Common Stock - Performance Stock Units								50,000(3)	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 $65.53 to $68.995, 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 price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $65.53 to $68.995, 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 (2) to this Form 4.

3. The amount of securities beneficially owned was decreased by 42,000 because the 2023 PSU Award had no settlment of shares.

	Brett R. Whitmire as Power of Attorney for Keh-Shew Lu	02/24/2026
	** 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

Who is the insider in the DIOD Form 4 filing and what is their role?

The Form 4 identifies Lu Keh Shew as the reporting person and a director of Diodes Incorporated (DIOD). The filing details his direct and indirect holdings, as well as recent transactions by related entities that hold Diodes common stock on his behalf.

How many Diodes (DIOD) shares were sold in this Form 4 and by whom?

Entities associated with director Lu Keh Shew sold 111,000 Diodes shares on 2026-02-20. Lu Grandchildren's Trust sold 46,734 shares and Texastac Investments, LP sold 64,266 shares, all reported as open-market sales of Diodes Incorporated common stock.

At what prices were the DIOD shares sold in the reported insider transactions?

The Diodes (DIOD) shares were sold at weighted average prices of $67.7846 and $67.7381. Footnotes explain the trades occurred in multiple transactions within a price range from $65.53 to $68.995, with full breakdowns available on request.

What are Lu Keh Shew’s remaining direct Diodes (DIOD) holdings after the reported transactions?

After the reported transactions, Lu Keh Shew directly holds 92,275 shares of Diodes common stock and 50,000 performance stock units. These positions are reported separately from the larger indirect holdings maintained through trusts and investment entities disclosed in the Form 4.

What indirect Diodes (DIOD) holdings remain in the trusts and entities after the sales?

Following the sales, Lu Grandchildren's Trust holds 225,152 shares and Texastac Investments, LP holds 180,131 shares of Diodes common stock. Additional indirect holdings include 6,000 shares in The Lu Family Foundation and 4,700 shares in The Lu 2017 Irrevocable Trust.

What does the Form 4 say about the 2023 PSU Award for Diodes (DIOD)?

The Form 4 notes beneficial ownership decreased by 42,000 shares because the 2023 Performance Stock Unit (PSU) Award had no settlement of shares. This adjustment reflects unfulfilled PSUs rather than an open-market sale transaction in Diodes common stock.