Filing Details
- Accession Number:
- 0001225208-11-013643
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2011-05-09 20:21:21
- Reporting Period:
- 2011-05-05
- Filing Date:
- 2011-05-09
- Accepted Time:
- 2011-05-09 20:21:21
- 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 |
|---|---|---|---|---|---|---|---|
| 1228890 | D Keith Jackson | 5005 East Mcdowell Road Phoenix AZ 85008 | Ceo & Pres. | Yes | 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 | 2011-05-05 | 250,000 | $5.93 | 1,160,950 | No | 4 | M | Direct | |
| Common | Disposition | 2011-05-05 | 225,000 | $11.00 | 935,950 | No | 4 | S | Direct | |
| Common | Acquisiton | 2011-05-06 | 140,551 | $11.24 | 1,076,501 | No | 4 | A | Direct | |
| Common | Disposition | 2011-05-06 | 58,400 | $11.24 | 1,018,101 | No | 4 | F | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | S | Direct | |
| No | 4 | A | Direct | |
| No | 4 | F | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common | Stock Option (right to buy) | Disposition | 2011-05-05 | 250,000 | $5.93 | 250,000 | $5.93 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 500,000 | 2009-03-03 | 2018-03-03 | No | 4 | M | Direct |
Footnotes
- This transaction was 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).
- This transaction reports the acquisition, effective May 6, 2011 of 140,551 shares of common stock resulting from the attainment of a performance goal under an earlier award of Performance Based Restricted Stock Units ("PBRSU Award") as described in further detail below. The Compensation Committee of the Issuer originally awarded 1,686,609 PBRSUs to the Reporting Person with an effective grant date of March 2, 2009 subject to the Issuer's 2000 Stock Incentive Plan and a related award agreement. The PBRSU Award vests generally over a three-year (twelve quarter) period but only upon the Issuer achieving certain adjusted non-GAAP earnings before interest, taxes, depreciation and amortization ("EBITDA") base and target performance measurements as set forth in the PBRSU Award agreement.
- This disposition transaction represents shares withheld by the Issuer pursuant to the Reporting Person's March 2, 2009 award of Performance Based Restricted Stock Units ("PBRSUs"). On May 6, 2011 certain of these units vested. 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.
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