0001225208-16-029250.txt : 20160304 0001225208-16-029250.hdr.sgml : 20160304 20160304175912 ACCESSION NUMBER: 0001225208-16-029250 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160302 FILED AS OF DATE: 20160304 DATE AS OF CHANGE: 20160304 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ON SEMICONDUCTOR CORP CENTRAL INDEX KEY: 0001097864 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 363840979 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5005 EAST MCDOWELL ROAD CITY: PHOENIX STATE: AZ ZIP: 85008 BUSINESS PHONE: 6022446600 MAIL ADDRESS: STREET 1: 5005 EAST MCDOWELL ROAD CITY: PHOENIX STATE: AZ ZIP: 85008 FORMER COMPANY: FORMER CONFORMED NAME: SCG HOLDING CORP DATE OF NAME CHANGE: 19991027 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CAVE GEORGE H CENTRAL INDEX KEY: 0001184583 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30419 FILM NUMBER: 161486406 MAIL ADDRESS: STREET 1: C O ON SEMICONDUCTOR ATTN M ROGERS STREET 2: 5005 E MCDOWELL RD MDA700 CITY: PHOENIX STATE: AZ ZIP: 85008 4 1 doc4.xml X0306 4 2016-03-02 0001097864 ON SEMICONDUCTOR CORP ON 0001184583 CAVE GEORGE H 5005 EAST MCDOWELL ROAD PHOENIX AZ 85008 1 EVP, Gen Cnsl, CC&EO, & Sec Common 2016-03-02 4 F 0 3316.0000 8.8200 D 298467.0000 D Common 2016-03-03 4 F 0 4628.0000 8.9400 D 293839.0000 D Common 2016-03-03 4 F 0 9255.0000 8.9400 D 284584.0000 D This disposition transaction represents shares withheld by the Issuer in connection with the March 2, 2015 restricted stock units award to the Reporting Person under the Issuer's Amended and Restated Stock Incentive Plan. On March 2, 2016, certain of these units vested. These shares were withheld to satisfy the Reporting Person's tax withholding obligations. The Issuer will pay these taxes on behalf of the Reporting Person. Includes an aggregate of 1,500 shares acquired by Reporting Person under the Issuer's Employee Stock Purchase Plan for the quarters ended July 3, 2015, October 2, 2015 and December 31, 2015. This disposition transaction represents shares withheld by the Issuer in connection with the March 3, 2014 restricted stock units award to the Reporting Person under the Issuer's Amended and Restated Stock Incentive Plan. On March 3, 2016, certain of these units vested. These shares were withheld to satisfy the Reporting Person's tax withholding obligations. The Issuer will pay these taxes on behalf of the Reporting Person. This disposition transaction represents shares withheld by the Issuer in connection with Reporting Person's 2014 PBRSU Award and related award agreements. On March 3, 2016, certain of these units vested. These shares were withheld to satisfy the Reporting Person's tax withholding obligations. The Issuer will pay these taxes on behalf of the Reporting Person. Mark N. Rogers is signing on behalf of Reporting Person pursuant to a Power of Attorney, attached hereto as an exhibit. Mark N. Rogers, Attorney-in-Fact 2016-03-04 EX-24 2 cave2016poa.txt POWER OF ATTORNEY (George H. Cave) I hereby appoint Mark N. Rogers and Bernard Gutmann, and each of them, attorney-in-fact for me, each with full power of substitution, to prepare, execute and deliver on my behalf reports required to be filed by me pursuant to Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), and Rule 144 and Rule 145 under the Securities Act of 1933 (singly or collectively ("Rule 144")), and any and all related documents and instruments. Among other things, each attorney-in-fact is authorized to file original reports (either electronically or otherwise), signed by me or on my behalf, on Forms 3, 4 and 5, and Form 144 with the Securities and Exchange Commission, any and all related documents and instruments, and to provide any necessary copies of such signed forms, documents and instruments to The NASDAQ Stock Market and ON Semiconductor Corporation as required by the rules under Section 16 and Rule 144 as in effect from time to time. This power of attorney is effective from the date hereof and shall remain in effect until revoked or terminated. Dated: February 19, 2016 /s/ George H. Cave George H. Cave