PSEM (MM)

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): November 20, 2015

PERICOM SEMICONDUCTOR CORPORATION

(Exact Name of Registrant as Specified in Charter)

Registrant’s telephone number, including area code (408) 232-9100

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:

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the special meeting of shareholders held on November 20, 2015, the shareholders of Pericom Semiconductor Corporation (“Pericom” of the “Company”) voted on the proposals set forth below. The proposals are described in detail in the Company’s definitive proxy statement filed with the SEC on October 30, 2015. The preliminary voting results regarding each proposal, as determined by MacKenzie Partners, Inc., the Company’s proxy solicitor, are set forth below. There were 21,891,319 shares issued and outstanding on the record date for the special meeting and entitled to vote thereat, and 16,496,500 shares were represented in person or by proxy at the special meeting, which number constituted a quorum.

Proposal No. 1. Approval of the Agreement and Plan of Merger, dated as of September 2, 2015 (the “Merger Agreement”) by and among Pericom, Diodes Incorporated, a Delaware corporation, and PSI Merger Sub, Inc., a California corporation and a wholly owned subsidiary of Diodes Incorporated, and the merger of PSI Merger Sub, Inc. with and into Pericom (the “Merger”) with Pericom surviving the Merger as a direct wholly owned subsidiary of Diodes Incorporated pursuant thereto (the “Merger Proposal”).

This proposal was approved by the requisite vote of the Company’s shareholders.

Proposal No. 2. Approval to adjourn the special meeting to solicit additional votes to approve the Merger Proposal, if necessary or appropriate.

Adjournment of the special meeting was deemed not necessary or appropriate because there was a quorum present and there were sufficient votes at the time of the special meeting to approve the adoption of the Merger Agreement.

Proposal No. 3. Approval, on a non-binding, advisory basis, of certain compensation that will or may become payable to certain named executive officers of Pericom that is based on or otherwise relates to the Merger.

Item 8.01 Other Events.

On November 20, 2015, the Company issued a press release announcing the preliminary results of the special meeting held on November 20, 2015. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

SIGNATURES

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.

EXHIBIT INDEX

Exhibit 99.1

Pericom Shareholders Approve Merger with Diodes

Transaction Expected to Close as Early as Next Week Following Final Certification

of Results by Independent Inspector of Elections

Combination Will Broaden Pericom’s Diverse Range of Product Offerings

and Expand International Customer Base

Milpitas, CA – November 20, 2015 – Pericom Semiconductor Corporation (“Pericom” or the “Company”) (NASDAQ: PSEM) announced today that, based on a preliminary count of the votes cast at the Company’s Special Meeting of Shareholders held this morning, Pericom shareholders have approved the previously announced Agreement and Plan of Merger between Diodes Incorporated (“Diodes”) (NASDAQ: DIOD) and Pericom (the “Agreement”).

Based on the preliminary count by MacKenzie Partners, Inc., Pericom’s proxy solicitor, approximately 15.4 million shares were voted in favor of the Agreement, or 70.3% of the total shares outstanding and 93.2% of the total shares voted. As of September 22, 2015, the record date for the Special Meeting, there were approximately 21.9 million shares of Pericom common stock outstanding.

“We are extremely pleased with the outcome of today’s vote,” said Alex Hui, Chairman and CEO of Pericom. “The Pericom Board of Directors and management team recognize and appreciate the support and patience of our shareholders throughout this process, and we are eager to reward them with the value they deserve. We look forward to joining the Diodes family. The combined company’s expanded size and scale will enable us to offer a broader range of products to a larger customer base, driving higher levels of growth than Pericom would have been able to achieve as a standalone company.”

Pursuant to the terms of the Agreement and pending final certification of the voting results, Diodes will acquire Pericom for the agreed-upon purchase price of $17.75 per share. As the transaction is not subject to regulatory approval, it is expected to close shortly after the certification by the independent inspector of elections of the final results of today’s voting at the Special Meeting. Pericom expects final results to be announced early next week.

Cowen and Company is serving as independent financial advisor to Pericom, and Latham & Watkins LLP is serving as the Company’s outside legal counsel.

Forward Looking Statements

This document contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those indicated in such forward-looking statements, including, but not limited to, the ability of the parties to consummate the proposed transaction; satisfaction of closing conditions to the consummation of the proposed transaction; the impact of the announcement of the proposed transaction on Pericom’s relationships with its employees, existing customers or potential future customers; and such other risks and uncertainties pertaining to Pericom’s business as detailed in its

filings with the SEC on Forms 10-K and 10-Q, which are available on the SEC’s website at www.sec.gov. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date thereof. Pericom assumes no obligation to update any forward-looking statement contained in this document.

About Pericom

Pericom Semiconductor Corporation (NASDAQ: PSEM) enables serial connectivity with the industry’s most complete solutions for the computing, communications, consumer and embedded market segments. Pericom’s analog, digital and mixed-signal integrated circuits, along with its frequency control products are essential in the timing, switching, bridging and conditioning of high-speed signals required by today’s ever-increasing speed and bandwidth demanding applications. Company headquarters is in Milpitas, California, with design centers and technical sales and support offices globally.

Company Contact:

Pericom Semiconductor

Kevin Bauer, CFO

P: 408-232-9100

E: kbauer@pericom.com

Investor Contacts:

MacKenzie Partners, Inc.

Daniel Burch / Larry Dennedy

P: 212-929-5500

E: dburch@mackenziepartners.com or ldennedy@mackenziepartners.com

Media Contact:

Sard Verbinnen & Co

Steven Goldberg / John Christiansen

310-201-2040 / 415-618-8750

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