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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):  August 12, 2021

Alpha and Omega Semiconductor Limited

(Exact name of registrant as specified in its charter)

Clarendon House

2 Church Street

Hamilton HM 11

Bermuda

(Address of principal registered offices)

(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):

Securities registered pursuant to Section 12(b) of the Act:

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. ☐

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 12, 2021, Alpha and Omega Semiconductor Limited (the “Company”) announced that the Board of Directors of the Company has appointed and promoted Dr. Wenjun Li, currently Executive Vice President of World-Wide Manufacturing, to be the Chief Operating Officer of the Company, effective August 12, 2021.

Dr. Li has been the Executive Vice President of World-Wide Manufacturing of the Company since January 2021. Dr. Li served in various management roles of the Company and Jireh Semiconductor, Inc., a wholly-owned subsidiary of the Company, including the Senior Vice President of World-Wide Manufacturing from October 2019 to December 2020, Vice President of Front-End Operation from October 2015 to October 2019, the Director of Process Integration from March 2014 to October 2015, and Senior Manager of Process Integration from February 2012 to July 2013.  Dr. Li holds a B.S. in Chemistry and a M.S. in Chemical Engineering from Taiyuan University of Technology, and a Ph.D. in Microelectronics & Solid-State Electronics from the Research Institute of Micro-Nanometer Technology at Shanghai Jiao Tong University.

On August 12, 2021, the Company issued a press release regarding the appointment of Dr. Li, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference to this Item 5.02.

On August 12, 2021, the Compensation Committee of the Company granted Dr. Bing Xue, Executive Vice President of Worldwide Sales and Business Development, 4,000 restricted stock units (the “RSUs”) as a special bonus in appreciation of Dr. Xue’s performance and contribution to the Company. The RSUs shall vest in equal annual installments over four (4) years from the date of grant, provided that Dr. Xue remains in service through each such vesting date.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

99.1  Press Release dated August 13, 2021

104       Cover Page Interactive Data File - the cover page XBRL tags are embedded within Inline XBRL document

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: August 13, 2021

Alpha and Omega Semiconductor Announces Appointment of Chief Operating Officer

SUNNYVALE, Calif.,--(BUSINESS WIRE)--August 13, 2021--Alpha and Omega Semiconductor Limited ("AOS") (Nasdaq: AOSL) today announced that its Board of Directors has appointed and promoted Dr. Wenjun Li, currently Executive Vice President of World-Wide Manufacturing, to be the Chief Operating Officer of AOS, effective August 12, 2021.

Dr. Li has held numerous management positions at AOS during his career, including managing AOS wafer foundries and serving various leadership roles at Jireh Semiconductors, AOS’s manufacturing facility located in Oregon. During the past 12 years, Dr. Li has made substantial contribution to the operational capabilities of AOS and played a critical role in achieving the success AOS enjoys today. Dr. Li has over 25 years of hands-on experience in the semiconductor field. He served in management positions in production and engineering divisions of other semiconductor companies before joining AOS. He holds a Ph.D. in Microelectronics & Solid-state Electronics from Shanghai Jiao Tong University.

“Dr. Li’s many years of leadership and diligent work have enabled AOS to achieve the strong operational and financial strength that are the core elements of our growth strategy,” said Dr. Mike Chang, CEO and Chairman of the Board. “I am confident that with his extensive skills and expertise in semiconductor operations, along with his depth of knowledge of AOS, Dr. Li is well-positioned to help lead the AOS through its next phase of business development and expansion.”

About Alpha and Omega Semiconductor Alpha and Omega Semiconductor Limited, or AOS, is a designer, developer and global supplier of a broad range of power semiconductors, including a wide portfolio of Power MOSFET, IGBT, IPM, TVS, HVIC, GaN/SiC, Power IC and Digital Power products. AOS has developed extensive intellectual property and technical knowledge that encompasses the latest advancements in the power semiconductor industry, which enables us to introduce innovative products to address the increasingly complex power requirements of advanced electronics. AOS differentiates itself by integrating its Discrete and IC semiconductor process technology, product design, and advanced packaging know-how to develop high performance power management solutions. AOS’ portfolio of products targets high-volume applications, including personal and portable computers, graphic cards, flat panel TVs, home appliances, smart phones, battery packs, quick chargers, home appliances, consumer and industrial motor controls and power supplies for TVs, computers, servers and telecommunications equipment. For more information, please visit www.aosmd.com.

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