Statistik Asas
| LEI | ZV20P4CNJVT8V1ZGJ064 |
| CIK | 1097864 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to ON Semiconductor Corporation
SEC Filings (Chronological Order)
Halaman ini menyediakan senarai kronologi lengkap bagi Pemfailan SEC, tidak termasuk pemfailan pemilikan yang kami sediakan di tempat lain.
| August 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 4, 2025 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 00 |
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| August 4, 2025 |
Exhibit 99.1 onsemi Reports Second Quarter 2025 Results Returned over 100% of free cash flow year-to-date through share repurchases SCOTTSDALE, Ariz., – Aug. 4, 2025 – onsemi (the “Company”) (Nasdaq: ON) today announced its second quarter 2025 results with the following highlights: • Revenue of $1,468.7 million • GAAP gross margin and non-GAAP gross margin of 37.6% • GAAP operating margin and non- |
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| August 4, 2025 |
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 August 4, 2025 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commiss |
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| May 21, 2025 |
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 May 15, 2025 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| May 20, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 5701 N. Pima Road Scottsdale, Arizona 85250 (Address of principal exec |
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| May 20, 2025 |
Exhibit 1.01 This unaudited Conflict Minerals Report (this “CMR”) of ON Semiconductor Corporation (the “Company,” “onsemi,” “we” or “us”) for the year ended December 31, 2024 is attached as Exhibit 1.01 to the Company’s Specialized Disclosure Report on Securities and Exchange Commission Form SD (the “Form SD”). This CMR is also publicly available on the Company’s website: https://www.onsemi.com/co |
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| May 5, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 4, 2025 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 0 |
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| May 5, 2025 |
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 May 5, 2025 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commission |
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| May 5, 2025 |
Exhibit 99.1 onsemi Reports First Quarter 2025 Results Returned 66% of first quarter Free Cash Flow to stockholders through share repurchases SCOTTSDALE, Ariz., – May 5, 2025 – onsemi (the “Company”) (Nasdaq: ON) today announced its first quarter 2025 results with the following highlights: • Revenue of $1,445.7 million • GAAP gross margin and non-GAAP gross margin of 20.3% and 40.0%, respectively |
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| April 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| March 18, 2025 |
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 March 17, 2025 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commiss |
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| March 6, 2025 |
FILED BY ON SEMICONDUCTOR CORPORATION PURSUANT TO RULE 425 UNDER THE SECURITIES ACT OF 1933 UNDER THE SECURITIES EXCHANGE ACT OF 1934 SUBJECT COMPANY: ALLEGRO MICROSYSTEMS, INC. |
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| March 6, 2025 |
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 March 6, 2025 (March 5, 2025 ) Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorpo |
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| March 6, 2025 |
Exhibit 99.1 News Release onsemi Proposes to Acquire Allegro MicroSystems for $35.10 Per Share in Cash All-Cash Proposal Represents Attractive and Immediate Premium of 57% to Allegro’s Unaffected Closing Share Price on February 28, 2025 SCOTTSDALE, Ariz. – March 5, 2025 – onsemi (NASDAQ: ON) today disclosed details of a proposal submitted to the Board of Directors of Allegro MicroSystems, Inc. (“A |
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| February 25, 2025 |
Costs Associated with Exit or Disposal Activities 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 February 24, 2025 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Comm |
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| February 10, 2025 |
Exhibit 24.1 POWER OF ATTORNEY (Alan Campbell) I hereby appoint Thad Trent and Paul Dutton, and each of them, my attorneys-in-fact, each with full power of substitution, to sign for me as a Director of ON Semiconductor Corporation (the “Corporation”) and file with the Securities and Exchange Commission the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2024, and any amend |
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| February 10, 2025 |
Exhibit 107 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) ON SEMICONDUCTOR CORPORATION (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered (1) Proposed Maximum Offering Price Per Unit (1) Maximum Aggregate Offering Price (2) Fee Rate Amount of Registration Fee Debt Deferred Compensation Obligations Rule 457(h) $50,000,000 100% $50,000,000 $ 153. |
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| February 10, 2025 |
Exhibit 10.3(j) NOTICE OF GRANT OF RESTRICTED STOCK UNITS (Non-Employee Directors with Deferral Election) Congratulations! You have been granted an Award of Restricted Stock Units (the “Units” or the “Award”) by onsemi under the Amended and Restated Stock Incentive Plan (as it may be amended and in effect from time to time, the “Plan”) as follows: GRANTEE NAME: NUMBER OF UNITS GRANTED: Each Unit r |
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| February 10, 2025 |
onsemi Insider Trading Policy, as amended and restated as of November 16, 2023(1)† Exhibit 19.1 CERTAIN INFORMATION HAS BEEN REDACTED FROM THIS EXHIBIT PURSUANT TO RULE 601 OF REGULATION S-K. INFORMATION THAT HAS BEEN OMITTED HAS BEEN IDENTIFIED IN THIS DOCUMENT WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***]” Insider Trading Policy Purpose This Insider Trading Policy (the “Policy”) provides guidelines with respect to transactions in the securities of ON Semiconductor Corporati |
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| February 10, 2025 |
EX-99.1 Exhibit 99.1 News Release onsemi Reports Fourth Quarter and Full Year 2024 Results Returned 54% of 2024 Free Cash Flow through share repurchases SCOTTSDALE, Ariz. – Feb. 10, 2025 – onsemi (the “Company”) (Nasdaq: ON) today announced its fourth quarter and fiscal year 2024 results with the following highlights: • Fourth quarter revenue of $1,722.5 million • Fourth quarter GAAP gross margin |
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| February 10, 2025 |
List of Significant Subsidiaries(1) Exhibit 21.1 ON SEMICONDUCTOR CORPORATION List of Subsidiaries as of 12/31/2024 (1) AMI Semiconductor Canada Company {Nova Scotia, Canada} AMIS Foreign Holdings, Inc. {Delaware} Aptina (Mauritius) Limited {Mauritius} Aptina Holdings (Cayman) Inc. {Cayman Islands} Aptina Imaging Corporation {Cayman Islands} Aptina Pte. Ltd. {Singapore} Aptina, LLC {Delaware} Fairchild Semiconductor (Malaysia) Sdn. |
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| February 10, 2025 |
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 February 10, 2025 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Comm |
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| February 10, 2025 |
As filed with the Securities and Exchange Commission on February 10, 2025 As filed with the Securities and Exchange Commission on February 10, 2025 Registration No. |
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| February 10, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 001-39317 ON SEMICONDUC |
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| December 10, 2024 |
Exhibit 2.1 CERTAIN CONFIDENTIAL PORTIONS HAVE BEEN REDACTED FROM THIS EXHIBIT BECAUSE THEY ARE BOTH (i) NOT MATERIAL AND (ii) A TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. INFORMATION THAT HAS BEEN OMITTED HAS BEEN IDENTIFIED IN THIS DOCUMENT WITH A PLACEHOLDER IDENTIFIED BY THE MARK “[***]”. STOCK PURCHASE AGREEMENT by and among UNITED SILICON CARBIDE, INC., QORVO US, INC., SEMIC |
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| December 10, 2024 |
Exhibit 99.2 Safe Harbor Statement and Non-GAAP and Forecast Information This document includes “forward-looking statements,” as that term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts, included or incorporated in this document could be deemed forward |
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| December 10, 2024 |
Exhibit 99.1 News Release onsemi to Acquire Silicon Carbide JFET Technology to Enhance Its Power Portfolio for AI Data Centers Acquisition of SiC JFET business and United Silicon Carbide subsidiary from Qorvo expected to expand company’s market opportunity by $1.3 billion within 5 years SCOTTSDALE, Ariz. – Dec. 9, 2024 – onsemi (Nasdaq: ON) today announced that it has entered into an agreement to |
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| December 10, 2024 |
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 December 10, 2024 (December 9, 2024) Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of i |
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| October 28, 2024 |
Exhibit 99.1 onsemi Reports Third Quarter 2024 Results Revenue and earnings exceed expectations with Free Cash Flow increasing 41% sequentially SCOTTSDALE, Ariz., – Oct. 28, 2024 – onsemi (the “Company”) (Nasdaq: ON) today announced results for the third quarter of 2024 with the following highlights: • Revenue of $1,761.9 million • GAAP gross margin and non-GAAP gross margin of 45.4 percent and 45 |
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| October 28, 2024 |
Exhibit 10.1 ON SEMICONDUCTOR CORPORATION 2000 EMPLOYEE STOCK PURCHASE PLAN APPROVED BY STOCKHOLDERS: MAY 20, 2021 (AS AMENDED AND RESTATED EFFECTIVE AUGUST 16, 2024) 1.Purpose. (a)The purpose of this ON Semiconductor Corporation 2000 Employee Stock Purchase Plan (the “Plan”) is to encourage stock ownership by eligible employees of ON Semiconductor Corporation (the “Company”), its Subsidiaries and |
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| October 28, 2024 |
Results of Operations and Financial Condition 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 October 28, 2024 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| October 28, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Numb |
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| October 3, 2024 |
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 October 1, 2024 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| July 29, 2024 |
loyee Director Stock Election and Deferr Exhibit 10.2 ON Semiconductor Corporation Non-Employee Director Stock Election and Deferral Plan 1.Purpose. The purpose of the ON Semiconductor Corporation Non-Employee Director Stock Election and Deferral Plan (as it may be amended from time to time, this “Plan”) is to aid ON Semiconductor Corporation (the “Company” and, together with its subsidiaries, “onsemi”) in attracting and retaining experi |
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| July 29, 2024 |
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 July 29, 2024 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissi |
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| July 29, 2024 |
onsemi Announces Second Quarter 2024 Results Free cash flow increase of ~$250 million year over year EX-99.1 Exhibit 99.1 onsemi Announces Second Quarter 2024 Results Free cash flow increase of ~$250 million year over year SCOTTSDALE, Ariz., – July 29, 2024 – onsemi (the “Company”) (Nasdaq: ON) today announced results for the second quarter of 2024 with the following highlights: • Revenue of $1,735.2 million • GAAP gross margin and non-GAAP gross margin of 45.2% and 45.3%, respectively • GAAP ope |
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| July 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 0 |
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| June 13, 2024 |
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 June 13, 2024 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissi |
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| May 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 5701 N. Pima Road Scottsdale, Arizona 85250 (Address of principal exec |
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| May 23, 2024 |
Exhibit 1.01 This unaudited Conflict Minerals Report (this “CMR”) of ON Semiconductor Corporation (the “Company,” “onsemi,” “we” or “us”) for the year ended December 31, 2023 is attached as Exhibit 1.01 to the Company’s Specialized Disclosure Report on Securities and Exchange Commission Form SD (the “Form SD”). This CMR is also publicly available on the Company’s website: https://www.onsemi.com/co |
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| May 22, 2024 |
onsemi Nonqualified Deferred Compensation Plan for senior officers Exhibit 10.1 onsemi Non-Qualified Deferred Compensation Plan Adoption Agreement May 2024 i Table of Contents 1.01 Preamble 1 1.02 Plan 1 1.03 Plan Sponsor 1 1.04 Employer 2 1.05 Administrator 2 1.06 Key Employee Determination Dates 2 2.01 Participation 3 3.01 Compensation 4 3.02 Bonuses 5 4.01 Participant Contributions 6 5.01 Employer Contributions 8 6.01 Distributions 11 7.01 Vesting 17 8.01 Unfo |
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| May 22, 2024 |
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 May 16, 2024 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| April 29, 2024 |
Results of Operations and Financial Condition 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 April 29, 2024 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commiss |
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| April 29, 2024 |
Exhibit 99.1 onsemi First Quarter 2024 Results Exceed Expectations Increased free cash flow approximately 3x year-over-year SCOTTSDALE, Ariz, – Apr 29, 2024 – onsemi (the “Company”) (Nasdaq: ON) today announced results for the first quarter of 2024 with the following highlights: • Revenue of $1,862.7 million • GAAP gross margin and non-GAAP gross margin of 45.8 percent and 45.9 percent, respective |
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| April 29, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2024 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) |
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| April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Proxy State |
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| April 4, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| April 2, 2024 |
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 April 2, 2024 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissi |
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| April 2, 2024 |
Exhibit 99.1 News Release onsemi Recommends Stockholders Reject Below-Market Mini-Tender Offer by TRC Capital Investment Corporation Scottsdale, Ariz. – April 2, 2024 – ON Semiconductor Corporation (Nasdaq: ON) (“onsemi”) disclosed today that it has received notice of an unsolicited mini-tender offer by TRC Capital Investment Corporation, an Ontario corporation (“TRC Capital Investment”). onsemi i |
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| March 4, 2024 |
Form of Employment Agreement for Executive Vice Presidents/Group Presidents Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of [EFFECTIVE DATE], 20[•] (the “Effective Date”), is entered into by and between Semiconductor Components Industries, LLC (the “Company”), a wholly-owned subsidiary of ON Semiconductor Corporation, a Delaware Corporation (the “Parent”), and [•] (the “Executive”). Executive and the Company are individually ref |
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| March 4, 2024 |
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 February 28, 2024 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Comm |
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| February 26, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) 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 18, 2023 ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of i |
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| February 13, 2024 |
ON / ON Semiconductor Corporation / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01608-onsemiconductorcorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: ON Semiconductor Corp Title of Class of Securities: Common Stock CUSIP Number: 682189105 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to d |
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| February 6, 2024 |
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 February 6, 2024 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| February 5, 2024 |
List of Significant Subsidiaries(1) Exhibit 21.1 ON SEMICONDUCTOR CORPORATION List of Subsidiaries as of 12/31/2023 (1) AMI Semiconductor Canada Company {Nova Scotia, Canada} AMIS Foreign Holdings, Inc. {Delaware} Aptina (Mauritius) Limited {Mauritius} Aptina Holdings (Cayman) Inc. {Cayman Islands} Aptina Imaging Corporation {Cayman Islands} Aptina India Private Limited {India} Aptina Pte. Ltd. {Singapore} Aptina, LLC {Delaware} Fai |
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| February 5, 2024 |
Exhibit 24.1 POWER OF ATTORNEY (Atsushi Abe) I hereby appoint Thad Trent and Pamela L. Tondreau, and each of them, my attorneys-in-fact, each with full power of substitution, to sign for me as a Director of ON Semiconductor Corporation (the “Corporation”) and file with the Securities and Exchange Commission the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2023, and any |
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| February 5, 2024 |
Form of Employment Agreement for Senior Vice Presidents (Direct Reports to Chief Executive Officer) Exhibit 10.14 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of [EFFECTIVE DATE], 20[●] (the “Effective Date”), is entered into by and between Semiconductor Components Industries, LLC (the “Company”), a wholly-owned subsidiary of ON Semiconductor Corporation, a Delaware Corporation (the “Parent”), and [●] (the “Executive”). Executive and the Company are individually re |
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| February 5, 2024 |
EX-99.1 Exhibit 99.1 onsemi Reports Fourth Quarter and Full Year 2023 Earnings Record automotive revenue in 2023 increased 29% year-over-year SCOTTSDALE, Ariz, – Feb. 5, 2024 – onsemi (the “Company”) (Nasdaq: ON) today announced its fourth quarter and fiscal year 2023 results with the following highlights: • Fourth quarter revenue of $2,018.1 million • Fourth quarter GAAP and non-GAAP gross margin |
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| February 5, 2024 |
onsemi Dodd-Frank Compensation Recovery Policy(1) Exhibit 97 DODD-FRANK COMPENSATION RECOVERY POLICY 1.Purpose. The purpose of this Dodd-Frank Compensation Recovery Policy (this “Policy”) is to describe the circumstances under which a current or former Executive Officer (as defined below) would be required to repay or return incentive-based compensation to onsemi following an accounting restatement. This Policy is intended to comply with, and wil |
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| February 5, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 001-39317 ON SEMICONDUC |
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| February 5, 2024 |
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 February 5, 2024 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| October 30, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Numb |
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| October 30, 2023 |
EX-99.1 Exhibit 99.1 onsemi Third Quarter 2023 Results Exceed Expectations Achieves record revenue in automotive and industrial end markets SCOTTSDALE, Ariz, – Oct 30, 2023 – onsemi (the “Company”) (Nasdaq: ON) today announced results for the third quarter of 2023 with the following highlights: • Revenue of $2,180.8 million; GAAP and non-GAAP gross margin of 47.3 percent • GAAP operating margin an |
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| October 30, 2023 |
Results of Operations and Financial Condition 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 October 30, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| September 14, 2023 |
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 September 11, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Com |
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| September 11, 2023 |
ON Semiconductor Corporation 5701 N. Pima Road Scottsdale, Arizona 85250 ON Semiconductor Corporation 5701 N. Pima Road Scottsdale, Arizona 85250 September 11, 2023 Via EDGAR Submission U.S. Securities and Exchange Commission Division of Corporation Finance Office of Manufacturing 100 F. Street, NE Washington, D.C. 20549 Attn: Beverly Singleton and Claire Erlanger Re: ON Semiconductor Corporation Form 10-K for the Fiscal Year Ended December 31, 2022 Filed February 6, 2 |
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| August 23, 2023 |
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 August 18, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| August 23, 2023 |
onsemi Appoints Christina Lampe-Önnerud to the Board of Directors Exhibit 99.1 News Release onsemi Appoints Christina Lampe-Önnerud to the Board of Directors Scottsdale, Ariz. – Aug. 23, 2023 – onsemi (Nasdaq: ON) today announced that Christina Lampe-Önnerud was appointed to its board of directors, effective September 1, 2023. Lampe-Önnerud is a highly regarded founder and business leader, having served as chief executive officer of two separate companies, and i |
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| July 31, 2023 |
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 July 31, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissi |
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| July 31, 2023 |
EX-99.1 Exhibit 99.1 onsemi Second Quarter 2023 Results Exceed Expectations Automotive and Industrial end-markets drive growth, contribute 80% of revenue SCOTTSDALE, Ariz, – July 31, 2023 – onsemi (the “Company”) (Nasdaq: ON) today announced results for the second quarter of 2023 with the following highlights: • Revenue of $2,094.4 million, flat year-over-year • GAAP and non-GAAP gross margin of 4 |
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| July 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 0 |
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| June 26, 2023 |
EX-10.2 Exhibit 10.2 Execution Version GUARANTEE AGREEMENT made by the GUARANTORS in favor of JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of June 22, 2023 1 TABLE OF CONTENTS Page SECTION 1. DEFINED TERMS 1.1 Definitions 3 1.2 Other Definitional Provisions 4 SECTION 2. GUARANTEE 2.1 Guarantee 4 2.2 Right of Contribution 4 2.3 Postponement of Subrogation 5 2.4 Amendments, etc., with |
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| June 26, 2023 |
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 June 22, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissi |
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| June 26, 2023 |
EX-10.1 Exhibit 10.1 Execution Version CREDIT AGREEMENT dated as of June 22, 2023, among ON SEMICONDUCTOR CORPORATION, as the Borrower, THE LENDERS PARTY HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A., BANK OF AMERICA, N.A., BARCLAYS BANK PLC, BMO CAPITAL MARKETS, CORP., BNP PARIBAS SECURITIES CORP., CITIBANK, N.A., CREDIT AGRICOLE CORPORATE AND INVESTMENT |
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| June 26, 2023 |
EX-10.3 Exhibit 10.3 [FORM OF] SECURITY AGREEMENT By ON SEMICONDUCTOR CORPORATION, as Borrower and the Guarantors and JPMORGAN CHASE BANK, N.A., as Administrative Agent Dated as of June 22, 2023 TABLE OF CONTENTS Page ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1. Definitions 2 SECTION 1.2. Interpretation 7 SECTION 1.3. Perfection Certificate 7 ARTICLE II GRANT OF SECURITY AND OBLIGATIONS S |
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| May 22, 2023 |
EX-1.01 Exhibit 1.01 This unaudited Conflict Minerals Report (this “CMR”) of ON Semiconductor Corporation (the “Company,” “onsemi,” “we” or “us”) for the year ended December 31, 2022 is attached as Exhibit 1.01 to the Company’s Specialized Disclosure Report on Securities and Exchange Commission Form SD (the “Form SD”). This CMR is also publicly available on the Company’s website: https://www.onsem |
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| May 22, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 5701 N. Pima Road Scottsdale, Arizona 85250 (Address of principal exec |
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| May 19, 2023 |
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 May 18, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| May 16, 2023 |
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 May 16, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| May 1, 2023 |
EX-99.1 Exhibit 99.1 onsemi First Quarter 2023 Results Exceed Expectations Automotive and Industrial end-markets contribute record 79% of revenue Scottsdale, Ariz, – May 1, 2023 – onsemi (the “Company”) (Nasdaq: ON) today announced results for the first quarter of 2023 with the following highlights: • Revenue of $1,959.7 million, an increase of 1 percent year-over-year • GAAP and non-GAAP gross ma |
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| May 1, 2023 |
Exhibit 10.3 NOTICE OF GRANT OF PERFORMANCE-BASED RESTRICTED STOCK UNITS Congratulations! You have been granted an Award of Performance-Based Restricted Stock Units (the “Units” or the “Award”) by onsemi under the Amended and Restated Stock Incentive Plan (as it may be amended and in effect from time to time, the “Plan”) as follows: GRANTEE NAME: EMPLOYEE ID: TARGET NUMBER OF UNITS GRANTED: The nu |
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| May 1, 2023 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 May 1, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commission |
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| May 1, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) |
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| April 25, 2023 |
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 April 24, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commiss |
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| April 6, 2023 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Definitive Pro |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Definitive Proxy State |
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| March 6, 2023 |
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 March 1, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissi |
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| March 2, 2023 |
EX-4.1 Exhibit 4.1 Execution Version ON SEMICONDUCTOR CORPORATION, as Issuer AND THE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO, as Guarantors AND COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of February 28, 2023 0.50% Convertible Senior Notes due 2029 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 Section 1.02. References to Intere |
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| March 2, 2023 |
EX-10.1 Exhibit 10.1 [Dealer Address] [], 2023 To: ON Semiconductor Corporation Attention: VP Tax & Treasury Telephone No.: 602-244-3528 Facsimile No.: 602-244-5139 Address: 5005 E. McDowell Road Maildrop C250 Phoenix, AZ 85008 Re: [Base] [Additional] Call Option Transaction The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transac |
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| March 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 February 28, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Co |
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| March 2, 2023 |
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 February 28, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Comm |
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| March 2, 2023 |
EX-10.2 Exhibit 10.2 [Dealer Address] [ ⚫ ], 2023 To: ON Semiconductor Corporation Attention: VP Tax & Treasury Telephone No.: 602-244-3528 Facsimile No.: 602-244-5139 Address: 5005 E. McDowell Road Maildrop C250 Phoenix, AZ 85008 Re: [Base] [Additional] Warrants The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by ON Semicondu |
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| February 24, 2023 |
EX-99.1 Exhibit 99.1 News Release onsemi Announces Upsize and Pricing of Private Offering of $1.3 Billion of 0.50% Convertible Senior Notes PHOENIX – Feb. 24, 2023 – ON Semiconductor Corporation (Nasdaq: ON) (“onsemi”) announced today the pricing of its private offering of $1.3 billion aggregate principal amount of 0.50% Convertible Senior Notes due 2029 (the “notes”) at a 32.5% premium to the clo |
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| February 24, 2023 |
Financial Statements and Exhibits, Other Events 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 February 24, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Comm |
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| February 23, 2023 |
Financial Statements and Exhibits, Other Events 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 February 22, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Comm |
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| February 23, 2023 |
onsemi Announces Proposed Private Offering of $1.1 Billion of Convertible Senior Notes EX-99.1 Exhibit 99.1 News Release onsemi Announces Proposed Private Offering of $1.1 Billion of Convertible Senior Notes PHOENIX – Feb. 22, 2023 – ON Semiconductor Corporation (Nasdaq: ON) (“onsemi”) announced today that it intends to offer, subject to market and other conditions, $1.1 billion aggregate principal amount of Convertible Senior Notes due 2029 (the “notes”) in a private offering. The |
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| February 9, 2023 |
ON / ON Semiconductor Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SC 13G/A 1 tv01577-onsemiconductorcorp.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 11)* Name of issuer: ON Semiconductor Corp. Title of Class of Securities: Common Stock CUSIP Number: 682189105 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to |
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| February 6, 2023 |
Exhibit 99.1 onsemi Exceeds Fourth Quarter Expectations and Announces $3 Billion Share Repurchase Program Achieved record annual revenue, gross margin, and free cash flow PHOENIX – Feb. 6, 2023 – onsemi (the “Company”) (Nasdaq: ON) today announced its fourth quarter and fiscal year 2022 results with the following highlights: • Fourth quarter revenue of $2,103.6 million increased by 14% year-over-y |
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| February 6, 2023 |
Exhibit 10.5(s) Execution Version TENTH AMENDMENT TO CREDIT AGREEMENT TENTH AMENDMENT TO CREDIT AGREEMENT, dated as of November 16, 2022 (the “Tenth Amendment”), among ON SEMICONDUCTOR CORPORATION, a Delaware corporation (the “Borrower”), the Subsidiary Guarantors party hereto, DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), as administrative agent (in such capacity, and together with its successors an |
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| February 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 001-39317 ON SEMICONDUC |
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| February 6, 2023 |
Exhibit 24.1 POWER OF ATTORNEY (Atsushi Abe) I hereby appoint Thad Trent and Pamela L. Tondreau, and each of them, my attorneys-in-fact, each with full power of substitution, to sign for me as a Director of ON Semiconductor Corporation (the “Corporation”) and file with the Securities and Exchange Commission the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2022, and any |
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| February 6, 2023 |
Exhibit 10.14 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (this “Agreement”), dated as of June 22, 2022 (the “Effective Date”), is entered into by and between Semiconductor Components Industries, LLC (the “Company”), a wholly owned subsidiary of ON Semiconductor Corporation, a Delaware Corporation (the “Parent”), and Robert Tong (“Executive”). Executive and the Company are individually referred |
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| February 6, 2023 |
Exhibit 4.5 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED Our common stock is registered under Section 12 of the Securities Exchange Act of 1934, as amended. References herein to “we,” “us,” “our” or the “Company” refer to ON Semiconductor Corporation. DESCRIPTION OF COMMON STOCK In the paragraphs below, we describe our co |
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| February 6, 2023 |
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 February 6, 2023 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| February 6, 2023 |
List of Significant Subsidiaries(1) Exhibit 21.1 ON SEMICONDUCTOR CORPORATION List of Subsidiaries as of 12/31/2022 (1) AMI Semiconductor Canada Company {Nova Scotia, Canada} AMIS Foreign Holdings, Inc. {Delaware} Aptina (Mauritius) Limited {Mauritius} Aptina Holdings (Cayman) Inc. {Cayman Islands} Aptina Imaging Corporation {Cayman Islands} Aptina India Private Limited {India} Aptina Pte. Ltd. {Singapore} Aptina, LLC {Delaware} Fai |
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| January 3, 2023 |
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 December 31, 2022 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Com |
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| October 31, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Numb |
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| October 31, 2022 |
onsemi Reports Record Third Quarter 2022 Results EX-99.1 Exhibit 99.1 onsemi Reports Record Third Quarter 2022 Results PHOENIX – Oct. 31, 2022 – onsemi (the “Company”) (Nasdaq: ON) today announced results for the third quarter of 2022 with the following highlights: • Record revenue of $2,192.6 million, an increase of 26 percent year-over-year • GAAP and non-GAAP gross margin of 48.3 percent and 49.3 percent, respectively • GAAP operating margin |
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| October 31, 2022 |
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 October 31, 2022 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Comm |
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| September 19, 2022 |
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 September 16, 2022 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Co |
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| August 25, 2022 |
Exhibit 3.1 BYLAWS OF ON SEMICONDUCTOR CORPORATION As Amended and Restated on August 19, 2022 ARTICLE I OFFICES SECTION 1. REGISTERED OFFICE. The registered office of ON Semiconductor Corporation (hereinafter referred to as the ?Corporation?) shall be established and maintained at the office of The Corporation Trust Company, in the City of Wilmington, in the County of New Castle, in the State of D |
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| August 25, 2022 |
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 August 19, 2022 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| August 11, 2022 |
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 August 11, 2022 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| August 1, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 1, 2022 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 00 |
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| August 1, 2022 |
Exhibit 10.1 NOTICE OF GRANT OF RESTRICTED STOCK FOR DIRECTORS Congratulations! You have been granted an award (an ?Award?) of shares of restricted stock (the ?Restricted Stock?) of ON Semiconductor Corporation (the ?Company?) under the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan (as amended and supplemented, the ?Plan?) as follows: GRANTEE NAME: NUMBER OF SHARES GRANTED |
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| August 1, 2022 |
onsemi Reports Record Second Quarter 2022 Results - Quarterly Revenue Exceeds $2B for the First Time Exhibit 99.1 onsemi Reports Record Second Quarter 2022 Results - Quarterly Revenue Exceeds $2B for the First Time PHOENIX ? Aug. 1, 2022 ? onsemi (the ?Company?) (Nasdaq: ON) today announced results for the second quarter of 2022 with the following highlights: ? Record revenue of $2,085.0 million, an increase of 25 percent year-over-year ? Record GAAP and non-GAAP gross margin of 49.7 percent ? GA |
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| August 1, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 August 1, 2022 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| July 11, 2022 |
ON / ON Semiconductor Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 10)* Name of issuer: ON Semiconductor Corp. Title of Class of Securities: Common Stock CUSIP Number: 682189105 Date of Event Which Requires Filing of this Statement: June 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ☒ |
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| June 2, 2022 |
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 May 26, 2022 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissi |
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| May 27, 2022 |
SD 1 d343250dsd.htm SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 5005 E. McDowell Road, Phoenix, Arizona 85008 ( |
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| May 27, 2022 |
Exhibit 1.01 This unaudited Conflict Minerals Report (this ?CMR?) of ON Semiconductor Corporation (the ?Company,? ?onsemi,? ?we? or ?us?) for the year ended December 31, 2021 is attached as Exhibit 1.01 to the Company?s Specialized Disclosure Report on Securities and Exchange Commission Form SD (the ?Form SD?). This CMR is also publicly available on the Company?s website: https://www.onsemi.com/co |
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| May 2, 2022 |
Exhibit 10.1 NOTICE OF GRANT OF RESTRICTED STOCK UNITS Congratulations! You have been granted an Award of Restricted Stock Units (the ?Units?) by onsemi under the Amended and Restated Stock Incentive Plan (as amended and supplemented, the ?Plan?) as follows: GRANTEE NAME: EMPLOYEE ID: NUMBER OF UNITS GRANTED UPON VESTING: Each Unit is equivalent to one share of common stock of ON Semiconductor Cor |
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| May 2, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 1, 2022 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 0 |
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| May 2, 2022 |
Exhibit 10.2 NOTICE OF GRANT OF PERFORMANCE-BASED RESTRICTED STOCK UNITS Congratulations! You have been granted an Award of Performance-Based Restricted Stock Units (the ?Units?) by onsemi under the Amended and Restated Stock Incentive Plan (as amended and supplemented, the ?Plan?) as follows: GRANTEE NAME: EMPLOYEE ID: TARGET NUMBER OF UNITS GRANTED UPON TARGET ACHIEVEMENT OF ALL PERFORMANCE CRIT |
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| May 2, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 May 2, 2022 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| May 2, 2022 |
onsemi Reports Record Revenue, Margins, and non-GAAP Earnings per Share for First Quarter 2022 Exhibit 99.1 onsemi Reports Record Revenue, Margins, and non-GAAP Earnings per Share for First Quarter 2022 PHOENIX ? May 2, 2022 ? onsemi (the ?Company?) (Nasdaq: ON) today announced results for the first quarter of 2022 with the following highlights: ? Record revenue of $1,945.0 million, an increase of 31 percent year-over-year ? GAAP diluted earnings per share of $1.18 as compared to $0.20 in t |
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| April 6, 2022 |
DEFA14A 1 d424856ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Prox |
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| April 6, 2022 |
DEF 14A 1 d424856ddef14a.htm DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as |
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| February 14, 2022 |
Exhibit 4.5 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED Our common stock is registered under Section 12 of the Securities Exchange Act of 1934, as amended. References herein to ?we,? ?us,? ?our? or the ?Company? refer to ON Semiconductor Corporation. DESCRIPTION OF COMMON STOCK In the paragraphs below, we describe our co |
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| February 14, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 001-39317 ON SEMICONDUC |
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| February 14, 2022 |
List of Significant Subsidiaries(1) Exhibit 21.1 ON SEMICONDUCTOR CORPORATION List of Subsidiaries as of 12/31/2021 (1) AMI Semiconductor Canada Company {Nova Scotia, Canada} AMIS Foreign Holdings, Inc. {Delaware} Aptina (Mauritius) Limited {Mauritius} Aptina Holdings (Cayman) Inc. {Cayman Islands} Aptina Imaging Corporation {Cayman Islands} Aptina India Private Limited {India} Aptina Pte. Ltd. {Singapore} Aptina, LLC {Delaware} Axs |
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| February 14, 2022 |
Exhibit 24.1 POWER OF ATTORNEY (Atsushi Abe) I hereby appoint Thad Trent and Pamela L. Tondreau, and each of them, my attorneys-in-fact, each with full power of substitution, to sign for me as a Director of ON Semiconductor Corporation (the ?Corporation?) and file with the Securities and Exchange Commission the Corporation?s Annual Report on Form 10-K for the year ended December 31, 2021, and any |
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| February 14, 2022 |
Exhibit 10.6(b) [Name of Dealer] [Address] Attn: [] Telephone: [] Facsimile: [] [], 2017 To: ON Semiconductor Corporation 5005 E. McDowell Road Phoenix, AZ 85008 Attention: [VP, Finance and Treasury and Corporate Controller] Telephone No.: [602-244-7291] Facsimile No.: [602-244-5139] Re: [Base]/[Additional] Warrants Transaction The purpose of this letter agreement (this ?Confirmation?) is to confi |
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| February 14, 2022 |
Exhibit 10.7(a) ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN (as amended and restated FEBRUARY 11, 2022) EFFECTIVE DATE: MARCH 17, 2021 APPROVED BY STOCKHOLDERS: MAY 20, 2021 EXPIRATION DATE: MARCH 17, 2031 ARTICLE 1 ESTABLISHMENT, PURPOSE, EFFECTIVE DATE, AND EXPIRATION DATE 1.1 Establishment. Subject to the approval of its stockholders, the Company originally establishe |
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| February 14, 2022 |
Exhibit 10.6(a) [Name of Dealer] [Address] Attn: [] Telephone: [] Facsimile: [] [], 2017 To: ON Semiconductor Corporation 5005 E. McDowell Road Phoenix, AZ 85008 Attention: [VP, Finance and Treasury and Corporate Controller] Telephone No.: [602-244-7291] Facsimile No.: [602-244-5139] Re: [Base]/[Additional] Call Option Transaction The purpose of this letter agreement (this ?Confirmation?) is to co |
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| February 10, 2022 |
ON / ON Semiconductor Corp / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 9)* Name of issuer: ON Semiconductor Corp. Title of Class of Securities: Common Stock CUSIP Number: 682189105 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is filed |
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| February 7, 2022 |
Exhibit 99.1 onsemi Reports Fourth Quarter and 2021 Financial Results Achieved record annual and quarterly revenue, gross margin, profit and cash flow PHOENIX, Ariz. ? Feb. 7, 2022 ? onsemi (the ?Company?) (Nasdaq: ON) today announced its fourth quarter and fiscal year 2021 results with the following highlights: ? Record fiscal year revenue of $6.74 billion representing 28.3 % year-over-year growt |
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| February 7, 2022 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 February 7, 2022 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| February 3, 2022 |
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 January 28, 2022 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| November 1, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 1, 2021 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) |
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| November 1, 2021 |
onsemi reports Record Revenue and Non-GAAP Earnings per Share for Third Quarter 2021 Exhibit 99.1 onsemi reports Record Revenue and Non-GAAP Earnings per Share for Third Quarter 2021 PHOENIX, Ariz. ? Nov. 1, 2021 ? ON Semiconductor Corporation (?onsemi?) (Nasdaq: ON) today announced results for the third quarter of 2021 with the following highlights: ? Record revenue of $1,742.1 million, an increase of 32 percent year-over-year ? GAAP diluted earnings per share of $0.70 as compare |
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| November 1, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 November 1, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| August 25, 2021 |
Exhibit 2.1 AGREEMENT AND PLAN OF MERGER DATED AS OF AUGUST 25, 2021 BY AND AMONG SEMICONDUCTOR COMPONENTS INDUSTRIES, LLC, TERRA MERGER SUB, INC., GT ADVANCED TECHNOLOGIES INC., PIRINATE CONSULTING GROUP 2 LLC, AND SOLELY FOR PURPOSES OF SECTION 5.19, ON SEMICONDUCTOR CORPORATION TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 2 1.1 Definitions 2 1.2 Construction 18 ARTICLE II MERGER 19 2.1 Merger 1 |
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| August 25, 2021 |
Exhibit 99.1 onsemi to Acquire GT Advanced Technologies Transaction accelerates onsemi?s mission to push innovation to create intelligent power and sensing technologies and build a sustainable future Expands onsemi?s silicon carbide capabilities & assures customer supply to meet the rapid ramp-up of the sustainable ecosystem, including electric vehicles (EVs), EV charging and energy infrastructure |
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| August 25, 2021 |
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 August 25, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| August 25, 2021 |
onsemi to Acquire GT Advanced Technologies (?GTAT?) August 25, 2021 Exhibit 99.2 Certain statements in this presentation, including, among others, the expected closing of the transactions and the potential effects thereof, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are often characterized by the use of words |
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| August 25, 2021 |
Form of Voting and Support Agreement. Exhibit 10.1 VOTING AND SUPPORT AGREEMENT THIS VOTING AND SUPPORT AGREEMENT (this ?Agreement?) is entered into as of August 25, 2021, by and between Semiconductor Components Industries, LLC, a Delaware limited liability company (?Parent?), and the undersigned equityholder (?Equityholder?) of GT Advanced Technologies inc., a Delaware corporation (the ?Company?). RECITALS WHEREAS, concurrently with |
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| August 20, 2021 |
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 August 20, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| August 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 8-A/A (Amendment No. 1) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 36-3840979 (State or other jurisdiction of incorporation) (IRS Employer Identificat |
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| August 20, 2021 |
Exhibit 3.1 CERTIFICATE OF ELIMINATION OF THE CERTIFICATE OF DESIGNATION OF SERIES B JUNIOR PARTICIPATING PREFERRED STOCK OF ON SEMICONDUCTOR CORPORATION ON Semiconductor Corporation, a corporation organized and existing under the laws of the State of Delaware (the ?Corporation?), in accordance with the provisions of Section 151(g) of the General Corporation Law of the State of Delaware (the ?DGCL |
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| August 5, 2021 |
2021 Analyst Day August 5, 2021 | New York City Enabling a Sustainable Ecosystem Follow Us @onsemi Exhibit 99. |
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| August 5, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 August 5, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| August 5, 2021 |
Significant gross margin expansion driven by manufacturing consolidation, portfolio optimization and mix New leadership with history of execution and driving transformation Significant growth in Free Cash Flow ? disciplined and shareholder-friendly investment policy Disciplined execution to drive sustainable results Aligned to fast-growing secular megatrends in automotive and industrial end markets Creating Shareholder Value Exhibit 99. |
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| August 2, 2021 |
As filed with the Securities and Exchange Commission on August 2, 2021 As filed with the Securities and Exchange Commission on August 2, 2021 Registration No. |
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| August 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 2, 2021 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 00 |
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| August 2, 2021 |
ON Semiconductor Reports Record Revenue and Non-GAAP Earnings per Share for Second Quarter 2021 EX-99.1 2 d188483dex991.htm EX-99.1 Exhibit 99.1 ON Semiconductor Reports Record Revenue and Non-GAAP Earnings per Share for Second Quarter 2021 PHOENIX, Ariz. – Aug. 2, 2021 – ON Semiconductor Corporation (Nasdaq: ON) today announced results for the second quarter of 2021 with the following highlights: • Record revenue of $1,669.9 million, an increase of 38 percent year-over-year • GAAP diluted e |
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| August 2, 2021 |
Exhibit 10.3 Execution Version NINTH AMENDMENT TO CREDIT AGREEMENT NINTH AMENDMENT TO CREDIT AGREEMENT, dated as of May 10, 2021 (the ?Ninth Amendment?), among ON SEMICONDUCTOR CORPORATION, a Delaware corporation (the ?Borrower?), the Subsidiary Guarantors party hereto, DEUTSCHE BANK AG NEW YORK BRANCH (?DBNY?), as administrative agent (in such capacity, and together with its successors and assign |
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| August 2, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 August 2, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| August 2, 2021 |
Exhibit 10.2 ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN EFFECTIVE DATE: MARCH 17, 2021 APPROVED BY STOCKHOLDERS: MAY 20, 2021 EXPIRATION DATE: MARCH 17, 2031 ARTICLE 1 ESTABLISHMENT, PURPOSE, EFFECTIVE DATE, AND EXPIRATION DATE 1.1 Establishment. Subject to the approval of its stockholders, the Company (as defined herein) originally established the ON Semiconductor Corp |
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| August 2, 2021 |
Exhibit 10.1 ON SEMICONDUCTOR CORPORATION 2000 EMPLOYEE STOCK PURCHASE PLAN APPROVED BY STOCKHOLDERS: MAY 20, 2021 (AS AMENDED BY THE AMENDMENT EFFECTIVE MARCH 17, 2021) 1. PURPOSE. The purpose of this ON Semiconductor Corporation 2000 Employee Stock Purchase Plan (the ?Plan?) is to encourage stock ownership by eligible employees of ON Semiconductor Corporation (formerly known as SCG Holding Corpo |
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| August 2, 2021 |
As filed with the Securities and Exchange Commission on August 2, 2021 S-8 1 d189755ds8.htm S-8 As filed with the Securities and Exchange Commission on August 2, 2021 Registration No. UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 ON SEMICONDUCTOR CORPORATION (Exact name of registrant as specified in its charter) Delaware 36-3840979 (State or other jurisdiction of incorporation |
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| June 17, 2021 |
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 June 16, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commiss |
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| May 21, 2021 |
Exhibit 1.01 This unaudited Conflict Minerals Report (this ?CMR?) of ON Semiconductor Corporation (the ?Company,? ?ON Semiconductor,? ?we? or ?us?) for the year ended December 31, 2020 is attached as Exhibit 1.01 to the Company?s Specialized Disclosure Report on Securities and Exchange Commission Form SD (the ?Form SD?). This CMR is also publicly available on the Company?s website: http://www.onse |
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| May 21, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 5005 E. McDowell Road, Phoenix, Arizona 85008 (Address of principal ex |
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| May 21, 2021 |
Submission of Matters to a Vote of Security Holders 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 May 20, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissi |
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| May 19, 2021 |
EX-4.1 2 d178031dex41.htm INDENTURE DATED AS OF MAY 14, 2021 Exhibit 4.1 EXECUTION VERSION ON SEMICONDUCTOR CORPORATION, as Issuer AND THE GUARANTORS NAMED ON THE SIGNATURE PAGES HERETO, as Guarantors AND WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of May 14, 2021 0% Convertible Senior Notes due 2027 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS Section 1.01. Definitions 1 |
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| May 19, 2021 |
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 May 14, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| May 19, 2021 |
Form of Confirmation for Warrants EX-10.2 4 d178031dex102.htm FORM OF CONFIRMATION FOR WARRANTS Exhibit 10.2 [Dealer Address] May [ 🌑 ], 2021 To: ON Semiconductor Corporation [ } Re: [Base] [Additional] Warrants The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by ON Semiconductor Corporation (“Company”) to [Dealer] (“Dealer”) as of the Trade Date specified be |
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| May 19, 2021 |
Form of Confirmation for Convertible Note Hedges Exhibit 10.1 [Dealer Address] May [ ], 2021 To: ON Semiconductor Corporation [ ] Re: [Base] [Additional] Call Option Transaction The purpose of this letter agreement (this ?Confirmation?) is to confirm the terms and conditions of the call option transaction entered into between [Dealer] (?Dealer?) and ON Semiconductor Corporation (?Counterparty?) as of the Trade Date specified below (the ?Transact |
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| May 12, 2021 |
EX-99.1 2 d59237dex991.htm EX-99.1 Exhibit 99.1 News Release ON Semiconductor Announces Pricing of Private Offering of $700 Million of 0% Convertible Senior Notes PHOENIX, Ariz. – May 11, 2021 – ON Semiconductor Corporation (Nasdaq: ON) (“ON Semiconductor”) announced today the pricing of its previously announced private offering of $700 million aggregate principal amount of 0% Convertible Senior N |
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| May 12, 2021 |
Financial Statements and Exhibits, Other Events 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 May 11, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| May 10, 2021 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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 May 10, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| May 10, 2021 |
ON Semiconductor Announces Proposed Private Offering of $700 Million of Convertible Senior Notes EX-99.1 2 d86496dex991.htm EX-99.1 Exhibit 99.1 News Release ON Semiconductor Announces Proposed Private Offering of $700 Million of Convertible Senior Notes PHOENIX, Ariz. – May 10, 2021 – ON Semiconductor Corporation (Nasdaq: ON) (“ON Semiconductor”) announced today that it intends to offer, subject to market and other conditions, $700 million aggregate principal amount of 0% Convertible Senior |
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| May 3, 2021 |
EX-10.4 5 exhibit1042021formofonrsua.htm EX-10.4 Exhibit 10.4 ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN RESTRICTED STOCK UNITS AWARD AGREEMENT (Senior Employee Group) ON Semiconductor Corporation, a Delaware Corporation (the “Company”), hereby grants to (the “Grantee”), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amen |
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| May 3, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 2, 2021 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 0 |
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| May 3, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 May 3, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| May 3, 2021 |
Exhibit 10.5 ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT ON Semiconductor Corporation, a Delaware Corporation (the ?Company?), hereby grants to (the ?Grantee?), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (the ?Plan?), a Performance-Based |
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| May 3, 2021 |
ON Semiconductor Reports First Quarter 2021 Results EX-99.1 2 d175220dex991.htm EX-99.1 Exhibit 99.1 ON Semiconductor Reports First Quarter 2021 Results PHOENIX, Ariz. – May 3, 2021 – ON Semiconductor Corporation (Nasdaq: ON) today announced results for the first quarter of 2021 with following highlights: • Revenue of $1,481.7 million increased 16 percent year-over-year • GAAP diluted earnings per share of $0.20 as compared to $(0.03) in the quarte |
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| May 3, 2021 |
Exhibit 10.2 ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN RESTRICTED STOCK UNITS AWARD AGREEMENT ON Semiconductor Corporation, a Delaware Corporation (the ?Company?), hereby grants to Thad Trent (the ?Grantee?), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (the ?Plan?), a Restricted Stock Units A |
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| May 3, 2021 |
Exhibit 10.3 ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT ON Semiconductor Corporation, a Delaware Corporation (the ?Company?), hereby grants to Thad Trent (the ?Grantee?), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (the ?Plan?), a Perfor |
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| May 3, 2021 |
Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement, dated as of February 16, 2021 (the ?Agreement?), is made and entered into by and between Semiconductor Components Industries, LLC (the ?Company?), a wholly-owned subsidiary of ON Semiconductor Corporation, a Delaware Corporation (the ?Parent?), with offices at 5005 East McDowell Road, Phoenix, Arizona 85008, and Thad Trent (the ?Executiv |
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| April 6, 2021 |
DEFA14A 1 d848112ddefa14a.htm DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commissi |
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| April 6, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitte |
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| March 25, 2021 |
11-K 1 onsemiconductor11k2020-nex.htm 11-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2020 Commission File Number 001-39317 ON SEMICONDUCTOR CORPORATION 2000 EMPLOYEE STOCK PURCHASE PLAN (Name of plan) ON SEMICONDUCTOR CORPORATION 5005 E. McDowell Road Ph |
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| March 9, 2021 |
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 March 5, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commissi |
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| March 4, 2021 |
Costs Associated with Exit or Disposal Activities 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 March 4, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commiss |
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| February 19, 2021 |
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 February 12, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Com |
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| February 16, 2021 |
Exhibit 10.16 EMPLOYMENT AGREEMENT This Employment Agreement, dated as of December 7, 2020 (the ?Agreement?), is made and entered into by and between Semiconductor Components Industries, LLC (the ?Company?), a wholly-owned subsidiary of ON Semiconductor Corporation, a Delaware Corporation (the ?Parent?), with offices at 5005 East McDowell Road, Phoenix, Arizona 85008, and Hassane El-Khoury (the ?E |
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| February 16, 2021 |
Exhibit 10.7(s) ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN PERFORMANCE-BASED RESTRICTED STOCK UNITS AWARD AGREEMENT ON Semiconductor Corporation, a Delaware Corporation (the ?Company?), hereby grants to Hassane El-Khoury (the ?Grantee?), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (the ?Plan?) |
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| February 16, 2021 |
Exhibit 24.1 POWER OF ATTORNEY (Atsushi Abe) I hereby appoint Bernard Gutmann and George H. Cave, and each of them, my attorneys-in-fact, each with full power of substitution, to sign for me as a Director of ON Semiconductor Corporation (the ?Corporation?) and file with the Securities and Exchange Commission the Corporation?s Annual Report on Form 10-K for the year ended December 31, 2020, and any |
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| February 16, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 Or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 001-39317 ON SEMICONDUC |
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| February 16, 2021 |
Exhibit 10.7(r) ON SEMICONDUCTOR CORPORATION AMENDED AND RESTATED STOCK INCENTIVE PLAN RESTRICTED STOCK UNITS AWARD AGREEMENT ON Semiconductor Corporation, a Delaware Corporation, (the ?Company?) hereby grants to Hassane El-Khoury (the ?Grantee?), a Participant in the ON Semiconductor Corporation Amended and Restated Stock Incentive Plan, as amended from time-to-time (the ?Plan?), a Restricted Sto |
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| February 16, 2021 |
EX-4.4 2 exhibit44descriptionofsecu.htm EX-4.4 Exhibit 4.4 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED UNDER SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED Our common stock and our Preferred Stock, Series B Junior Participating, Purchase Rights are registered under Section 12 of the Securities Exchange Act of 1934, as amended. References herein to “we,” “us,” “our” or the |
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| February 16, 2021 |
List of Significant Subsidiaries(1) Exhibit 21.1 ON SEMICONDUCTOR CORPORATION List of Subsidiaries as of 12/31/2020 (1) AMI Semiconductor Canada Company {Nova Scotia, Canada} AMIS Foreign Holdings, Inc. {Delaware} Aptina (Mauritius) Limited {Mauritius} Aptina Holdings (Cayman) Inc. {Cayman Islands} Aptina Imaging Corporation {Cayman Islands} Aptina India Private Limited {India} Aptina Pte. Ltd. {Singapore} Aptina, LLC {Delaware} Axs |
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| February 16, 2021 |
Exhibit 10.17 Confidential Communication KEY OFFICER SEVERANCE AND CHANGE IN CONTROL AGREEMENT This Key Officer Severance and Change in Control Agreement, dated as of October 1, 2020 (the ?Agreement?), is made and entered into between Semiconductor Components Industries, LLC (the ?Company?), with offices at 5005 East McDowell Road, Phoenix, Arizona 85008, and Ross Jatou (the ?Executive?). RECITALS |
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| February 12, 2021 |
SC 13G/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* ON SEMICONDUCTOR CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 682189105 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant |
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| February 12, 2021 |
EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G Amendment No. 1 filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of Common Stock, $0.01 par value per share, of ON Semiconductor Corporation (this “Agreement”), is being |
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| February 10, 2021 |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 8)* Name of issuer: ON Semiconductor Corp. Title of Class of Securities: Common Stock CUSIP Number: 682189105 Date of Event Which Requires Filing of this Statement: December 31, 2020 Check the appropriate box to designate the rule pursuant to which this Schedule is filed |
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| February 1, 2021 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 February 1, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Comm |
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| February 1, 2021 |
ON Semiconductor Reports Fourth Quarter and 2020 Annual Results EX-99.1 Exhibit 99.1 ON Semiconductor Reports Fourth Quarter and 2020 Annual Results PHOENIX, Ariz. – Feb. 1, 2021 – ON Semiconductor Corporation (Nasdaq: ON) today announced financial results for the fourth quarter of 2020 and the fiscal year 2020 with the following highlights: • Fourth Quarter revenue of $1,446.3 million, up three percent year-over-year • Fourth Quarter GAAP diluted earnings per |
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| January 28, 2021 |
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 January 22, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| January 28, 2021 |
EX-99.1 2 d64938dex991.htm EX-99.1 Exhibit 99.1 News Release Thad Trent appointed ON Semiconductor’s Executive Vice President and Chief Financial Officer Bernard Gutmann, executive vice president and chief financial officer will retire after a nearly four decade career in finance PHOENIX, Ariz. – Jan. 28, 2021 – ON Semiconductor (Nasdaq: ON) announced today that Thad Trent will join ON Semiconduct |
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| January 15, 2021 |
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 January 11, 2021 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| December 16, 2020 |
EX-99.1 Exhibit 99.1 News Release Gregory L. Waters and Bruce E. Kiddoo Join the ON Semiconductor Board of Directors; Emmanuel T. “Manny” Hernandez to Retire PHOENIX, Ariz. – Dec. 16, 2020 – ON Semiconductor Corporation (Nasdaq: ON), driving energy-efficient innovations, today announced that Gregory L. Waters and Bruce E. Kiddoo were appointed to its Board of Directors, effective as of December 17 |
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| December 16, 2020 |
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 December 16, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Com |
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| December 7, 2020 |
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 December 3, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| December 7, 2020 |
EX-99.1 Exhibit 99.1 News Release ON Semiconductor Names Hassane El-Khoury as Next CEO El-Khoury Joins as President, Chief Executive Officer and Member of the Board of Directors Following his Successful Tenure as President and CEO at Cypress Semiconductor PHOENIX, Ariz. – Dec. 7, 2020 – ON Semiconductor Corporation (Nasdaq: ON) (“ON Semiconductor”) announced today that Hassane El-Khoury has been n |
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| November 20, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 October 3, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of i |
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| November 2, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 2, 2020 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) |
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| November 2, 2020 |
ON Semiconductor Reports Third Quarter 2020 Results EX-99.1 2 d63090dex991.htm EX-99.1 Exhibit 99.1 ON Semiconductor Reports Third Quarter 2020 Results • Revenue of $1,317.3 million • GAAP and non-GAAP gross margin of 33.5 percent • GAAP operating margin of 9.0 percent and non-GAAP operating margin of 12.0 percent • GAAP diluted earnings per share of $0.38 and non-GAAP diluted earnings per share of $0.27 PHOENIX, Ariz. – Oct 31, 2020 – ON Semicondu |
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| November 2, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 October 31, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Comm |
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| October 28, 2020 |
Susan K. Carter Joins the ON Semiconductor Board of Directors EX-99.1 Exhibit 99.1 News Release Susan K. Carter Joins the ON Semiconductor Board of Directors PHOENIX, Ariz. – Oct. 28, 2020 – ON Semiconductor Corporation (Nasdaq: ON), driving energy-efficient innovations, today announced that Susan K. Carter was appointed to its board of directors and as a member of the board’s audit committee. “We are excited to welcome Susan to the ON Semiconductor board,” |
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| October 28, 2020 |
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 October 26, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Comm |
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| October 7, 2020 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K 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 October 1, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| October 7, 2020 |
EX-10.1 Exhibit 10.1 AMENDMENT NO. 1 TO ASSET PURCHASE AGREEMENT This Amendment No. 1 (this “Amendment”) to the Asset Purchase Agreement, dated as of April 22, 2019 (the “Purchase Agreement”), by and among GLOBALFOUNDRIES U.S. Inc., a Delaware corporation (“Seller”), Semiconductor Components Industries, LLC, a Delaware limited liability company (“Buyer”), and, solely for the purposes of Section 6. |
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| October 5, 2020 |
Thomas L. Deitrich Joins the ON Semiconductor Board of Directors EX-99.1 2 d91715dex991.htm EX-99.1 Exhibit 99.1 News Release Thomas L. Deitrich Joins the ON Semiconductor Board of Directors PHOENIX, Ariz. – Oct. 5, 2020 – ON Semiconductor Corporation (Nasdaq: ON), driving energy-efficient innovations, today announced that Thomas L. Deitrich was appointed to its board of directors. “We are thrilled to welcome Tom as our newest board member,” said Alan Campbell, |
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| October 5, 2020 |
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 October 3, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commi |
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| September 30, 2020 |
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 September 24, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Co |
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| September 4, 2020 |
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 August 31, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| September 4, 2020 |
EX-99.1 Exhibit 99.1 News Release Keith D. Jackson Announces Plans to Retire as President and CEO of ON Semiconductor Effective May 2021 PHOENIX, Ariz. – Sept. 4, 2020 – ON Semiconductor Corporation (Nasdaq: ON) (“ON Semiconductor”) announced today that Keith D. Jackson, the Company’s President and Chief Executive Officer, intends to retire from ON Semiconductor in May 2021. To ensure an orderly t |
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| August 21, 2020 |
EX-4.1 2 d26820dex41.htm EX-4.1 EXHIBIT 4.1 ON SEMICONDUCTOR CORPORATION as Issuer, the GUARANTORS named herein as Guarantors, and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee, INDENTURE Dated as of August 21, 2020 $700,000,000 3.875% Senior Notes Due 2028 TABLE OF CONTENTS PAGE ARTICLE 1 DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.01. Rules of Construction 1 Section 1.0 |
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| August 21, 2020 |
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 August 21, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| August 19, 2020 |
EX-99.1 Exhibit 99.1 News Release ON Semiconductor Announces Upsize and Pricing of Private Offering of $700 Million of 3.875% Senior Notes PHOENIX, Ariz. – Aug. 18, 2020 – ON Semiconductor Corporation (Nasdaq: ON) (“ON Semiconductor”) announced today the pricing of its previously announced private offering of $700 million aggregate principal amount of 3.875% Senior Notes due 2028 (the “notes”), wh |
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| August 19, 2020 |
Financial Statements and Exhibits, Other Events 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 August 18, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 001-39317 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| August 17, 2020 |
Financial Statements and Exhibits, Other Events 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 August 17, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 000-30419 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| August 17, 2020 |
ON Semiconductor Announces Proposed Private Offering of $500 Million of Senior Unsecured Notes EX-99.1 Exhibit 99.1 News Release ON Semiconductor Announces Proposed Private Offering of $500 Million of Senior Unsecured Notes PHOENIX, Ariz. – Aug. 17, 2020 – ON Semiconductor Corporation (Nasdaq: ON) (“ON Semiconductor”), announced today that it intends to offer, subject to market and other conditions, $500 million aggregate principal amount of Senior Unsecured Notes due 2028 (the “notes”) in |
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| August 10, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 3, 2020 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 00 |
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| August 10, 2020 |
ON Semiconductor Reports Second Quarter 2020 Results EX-99.1 Exhibit 99.1 ON Semiconductor Reports Second Quarter 2020 Results • Revenue of $1,213.5 million • GAAP and non-GAAP gross margin of 30.8 percent • GAAP operating margin of 3.6 percent and non-GAAP operating margin of 7.4 percent • GAAP diluted loss per share of $0.00 and non-GAAP diluted earnings per share of $0.12 PHOENIX, Ariz. – Aug 8, 2020 – ON Semiconductor Corporation (Nasdaq: ON) to |
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| August 10, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 August 8, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 000-30419 36-3840979 (State or other jurisdiction of incorporation) (Commis |
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| June 24, 2020 |
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 June 23, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 000-30419 36-3840979 (State or other jurisdiction of incorporation) (Commissi |
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| June 24, 2020 |
EX-10.1 Exhibit 10.1 EXECUTION VERSION EIGHTH AMENDMENT TO CREDIT AGREEMENT EIGHTH AMENDMENT TO CREDIT AGREEMENT, dated as of June 23, 2020 (the “Eighth Amendment”), among ON SEMICONDUCTOR CORPORATION, a Delaware corporation (the “Borrower”), the Subsidiary Guarantors party hereto, DEUTSCHE BANK AG NEW YORK BRANCH (“DBNY”), as administrative agent (in such capacity, and together with its successor |
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| June 8, 2020 |
EX-4.1 Exhibit 4.1 ON SEMICONDUCTOR CORPORATION and COMPUTERSHARE TRUST COMPANY, N.A., as Rights Agent RIGHTS AGREEMENT Dated as of June 8, 2020 TABLE OF CONTENTS Page Section 1. Certain Definitions 1 Section 2. Appointment of Rights Agent 10 Section 3. Issuance of Rights Certificates 10 Section 4. Form of Rights Certificates 12 Section 5. Countersignature and Registration 13 Section 6. Transfer, |
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| June 8, 2020 |
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 June 7, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 000-30419 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| June 8, 2020 |
EX-3.1 Exhibit 3.1 CERTIFICATE OF DESIGNATIONS OF THE SERIES B JUNIOR PARTICIPATING PREFERRED STOCK OF ON SEMICONDUCTOR CORPORATION ON Semiconductor Corporation, Inc. (the “Corporation”), organized and existing under the Delaware General Corporate Law, in accordance with Section 151 thereof DOES HEREBY CERTIFY: The Board of Directors of the Corporation (the “Board of Directors”), in accordance wit |
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| June 8, 2020 |
8-A12B 1 d936071d8a12b.htm 8-A12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 36-3840979 (State or Other Jurisdiction of incorporation) (IRS Employe |
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| June 8, 2020 |
ON Semiconductor Adopts Short-Term Stockholder Rights Plan EX-99.1 4 d938291dex991.htm EX-99.1 Exhibit 99.1 ON Semiconductor Adopts Short-Term Stockholder Rights Plan PHOENIX, Ariz. – June 8, 2020 – ON Semiconductor (Nasdaq: ON) (“ON” or the “Company”) announced today that its board of directors (the “Board”) has adopted a short-term stockholder rights plan (the “Rights Plan”). The Rights Plan is designed to protect stockholder interests by reducing the l |
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| May 22, 2020 |
SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 000-30419 36-3840979 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) ON Semiconductor Corporation 5005 East McDowell Road Phoenix, Arizo |
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| May 22, 2020 |
EX-1.01 2 d910098dex101.htm EX-1.01 Exhibit 1.01 This unaudited Conflict Minerals Report (this “Report”) of ON Semiconductor Corporation (the “Company,” “ON Semiconductor,” “we,” or “us”) for the year ended December 31, 2019 is attached as Exhibit 1.01 to the Form SD. This Report is also publicly available on the Company’s website: http://www.onsemi.com/social-responsibility. The content of any we |
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| May 21, 2020 |
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 May 20, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 000-30419 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| May 21, 2020 |
ON Semiconductor Appoints Bernie Colpitts, Jr. as Chief Accounting Officer EX-99.1 Exhibit 99.1 News Release ON Semiconductor Appoints Bernie Colpitts, Jr. as Chief Accounting Officer PHOENIX, Ariz., - May 21, 2020 – ON Semiconductor (NASDAQ: ON), driving energy efficient innovations, today announced the appointment of Bernard (“Bernie”) R. Colpitts, Jr. as chief accounting officer of ON Semiconductor Corporation and its wholly-owned subsidiary, Semiconductor Components |
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| May 18, 2020 |
EX-99.1 EXHIBIT 99.1 JOINT FILING AGREEMENT This will confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on or about the date hereof with respect to the beneficial ownership by the undersigned of the shares of Common Stock, $0.01 par value per share, of ON Semiconductor Corporation (this “Agreement”), is being filed, and all a |
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| May 18, 2020 |
ON / ON Semiconductor Corporation / SPRING CREEK CAPITAL LLC - SC 13G Passive Investment SC 13G 1 d934856dsc13g.htm SC 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* ON SEMICONDUCTOR CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 682189105 (CUSIP Number) May 6, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate |
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| May 11, 2020 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 May 9, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 000-30419 36-3840979 (State or other jurisdiction of incorporation) (Commissio |
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| May 11, 2020 |
ON Semiconductor Reports First Quarter 2020 Results EX-99.1 Exhibit 99.1 ON Semiconductor Reports First Quarter 2020 Results • Revenue of $1,277.9 million • GAAP and non-GAAP gross margin of 31.5 percent • GAAP operating margin of 1.5 percent and non-GAAP operating margin of 6.6 percent • GAAP diluted loss per share of $0.03 and non-GAAP diluted earnings per share of $0.10 PHOENIX, Ariz. – May 9, 2020 – ON Semiconductor Corporation (Nasdaq: ON) tod |
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| May 11, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 3, 2020 Or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to (Commission File Number) 0 |
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| April 9, 2020 |
Costs Associated with Exit or Disposal Activities 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 April 3, 2020 Date of Report (Date of earliest event reported) ON Semiconductor Corporation (Exact name of registrant as specified in its charter) Delaware 000-30419 36-3840979 (State or other jurisdiction of incorporation) (Commiss |
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| April 6, 2020 |
ON / ON Semiconductor Corporation DEFA14A - - DEFA14A DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule |
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| April 6, 2020 |
ON / ON Semiconductor Corporation DEF 14A - - DEF 14A DEF 14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 26, 2020 |
ON / ON Semiconductor Corporation 11-K - - 11-K 11-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K ☒ ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended December 31, 2019 Commission File Number 000-30419 ON SEMICONDUCTOR CORPORATION 2000 EMPLOYEE STOCK PURCHASE PLAN (Name of plan) ON SEMICONDUCTOR CORPORATION 5005 E. McDowell Road Phoenix, Arizona 85008 (Name of issuer o |
