Filing Details

Accession Number:
0001225208-13-022809
Form Type:
4
Zero Holdings:
No
Publication Time:
2013-11-04 16:59:54
Reporting Period:
2013-10-31
Filing Date:
2013-11-04
Accepted Time:
2013-11-04 16:59:54
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1097864 On Semiconductor Corp ONNN Semiconductors & Related Devices (3674) 363840979
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1558921 Bernard Gutmann 5005 East Mcdowell Road
Phoenix AZ 85008
Exec Vp & Cfo No Yes No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Acquisiton 2013-10-31 417 $0.00 127,523 No 4 A Direct
Common Disposition 2013-10-31 132 $7.06 127,391 No 4 F Direct
Common Acquisiton 2013-11-01 10,000 $7.02 137,391 No 4 M Direct
Common Disposition 2013-11-01 10,000 $7.75 127,391 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 A Direct
No 4 F Direct
No 4 M Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Option (right to buy) Disposition 2013-11-01 10,000 $7.02 10,000 $7.02
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
25,000 2005-02-05 2014-02-05 No 4 M Direct
Footnotes
  1. This transaction reports the acquisition, effective October 31, 2012, of 417 shares of common stock resulting from the attainment of a performance goal under an earlier Performance Based Restricted Stock Units Award ("PBRSU Award"), as described more below. The Compensation Committee of the Issuer originally awarded 3,333 PBRSUs to the Reporting Person with an effective grant date of March 5, 2012, subject to the Issuers Amended and Restated Stock Incentive Plan and a related award agreement. The PBRSU Award, which vests generally over a three-year period upon the Issuer achieving certain adjusted non-GAAP earnings before interest, taxes, depreciation and amortization ("EBITDA"), contains threshold and target performance measurements as set forth in the PBRSU Award agreement.
  2. This disposition transaction represents shares withheld by the Issuer pursuant to the Reporting Person's March 5, 2012 PBRSU Award. On October 31, 2013, certain of these units vested as described above. These shares were withheld to satisfy the Reporting Person's withholding obligations for various taxes and similar items. The Issuer will pay these taxes on behalf of the Reporting Person.
  3. These transactions were made pursuant to the Reporting Person's existing Rule 10b5-1 plan (i.e. a stock trading plan designed to comply with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended).