Current Report Filing (8-k)
09 December 2022 - 08:03AM
Edgar (US Regulatory)
0001387467false00013874672021-02-252021-02-25
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): December 6,
2022
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Alpha and Omega Semiconductor Limited
(Exact name of registrant as specified in its charter)
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Bermuda |
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001-34717 |
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77-0553536 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(I.R.S. Employer
Identification No.) |
Clarendon House
2 Church Street
Hamilton HM 11
Bermuda
(Address of principal registered offices, including zip
code)
(408) 830-9742
(Registrant’s telephone number, including area code)
N/A
(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
Instruction A.2. below):
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☐ |
Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Shares |
AOSL |
The NASDAQ Global Select Market |
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933 (17
CFR §230.405) or Rule 12b-2 of the Securities Exchange
Act of 1934 (17 CFR §240.12b-2). 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.
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Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
On December 6, 2022, the Board of Directors (the “Board”) of Alpha
and Omega Semiconductor Limited (the “Company”), based on the
recommendation from a special committee established by the Board to
review and assess executive succession matters, approved an
executive transition plan under which Dr. Mike F. Chang, currently
Chief Executive Officer and Chairman of the Board, will be
appointed Executive Chairman of the Company and Mr. Stephen Chang,
currently President, will be appointed as Chief Executive Officer
(“CEO”), both effective as of March 1, 2023. Dr. Chang will
continue to serve as Chairman of the Board.
Dr. Mike Chang, age 77, is the founder of the Company and has
served as Chairman of the Board and CEO since the Company’s
incorporation. Prior to establishing the Company, Dr. Chang served
as the Executive Vice President at Siliconix Incorporated, a
subsidiary of Vishay Intertechnology Inc., a global manufacturer
and supplier of discrete and other power semiconductors, or
Siliconix, from 1998 to 2000. Dr. Chang also held various
management positions at Siliconix from 1987 to 1998. Earlier in his
career, Dr. Chang focused on product research and development in
various management positions at General Electric Company from 1974
to 1987.
Mr. Stephen Chang, age 45, serves as the Company’s President since
January 2021. Prior to that, he served in various management
positions, including Executive Vice President of Product Line
Management, Senior VP of Marketing, VP of the MOSFET Product Line,
and Senior Director of Product Marketing. Mr. Chang has over 20
years of industry experience and leads the Company’s business
strategies, product and technology development, sales and marketing
functions, manufacturing operation and supply-chain management, and
other managerial responsibilities. Mr. Stephen Chang is a son of
Dr. Mike Chang.
A copy of the Company’s press release dated December 6, 2022,
announcing the transition described above is attached hereto as
Exhibit 99.1.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit Number |
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Description |
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104 |
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Cover Page Interactive Data File (formatted as Inline
XBRL) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly
authorized.
Dated: December 8, 2022
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Alpha and Omega Semiconductor Limited |
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By: |
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/s/ Yifan Liang |
Name: |
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Yifan Liang |
Title: |
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Chief Financial Officer and Corporate Secretary |
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