0001225208-16-037703.txt : 20160810 0001225208-16-037703.hdr.sgml : 20160810 20160810164248 ACCESSION NUMBER: 0001225208-16-037703 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160808 FILED AS OF DATE: 20160810 DATE AS OF CHANGE: 20160810 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: Rolls Paul E CENTRAL INDEX KEY: 0001482082 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-30419 FILM NUMBER: 161821974 MAIL ADDRESS: STREET 1: C/O ON SEMICONDUCTOR STREET 2: 5005 E MCDOWELL RD MD A700 CITY: PHOENIX STATE: AZ ZIP: 85008 4 1 doc4.xml X0306 4 2016-08-08 0001097864 ON SEMICONDUCTOR CORP ON 0001482082 Rolls Paul E 5005 EAST MCDOWELL ROAD PHOENIX AZ 85008 1 Exec VP Sales & Marketing Common 2016-08-08 4 A 0 29056.0000 0.0000 A 266917.0000 D Common 2016-08-08 4 F 0 4715.0000 10.1100 D 262202.0000 D This Form 4 reports the acquisition on August 8, 2016 of 29,056 units from the attainment of a performance goal under an earlier Performance Based Restricted Stock Units (PBRSU) Award. The original award of 43,694 PBRSUs to the Reporting Person was made on March 2, 2015 (the "2015 PBRSU Award"). The 2015 PBRSU Award covered a performance period of six consecutive fiscal quarters beginning with the quarter commencing January 1, 2015 (the "Performance Measurement Period"), and the number of shares eligible for vesting was based upon the Issuer achieving certain adjusted non-GAAP EBITDA. Based on the determined achievement of the adjusted non-GAAP EBITDA metric for the Performance Measurement Period, the acquired units will vest in two equal tranches, with the first tranche having vested on August 8, 2016. This disposition transaction represents shares withheld by the Issuer pursuant to the Reporting Person's 2015 PBRSU Award and related award agreements. On August 8, 2016, certain of these units vested. The 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. Mark N. Rogers, Attorney-in-Fact 2016-08-10