ON Form 144: 90,000 Shares Listed for 10b5-1 Sales

Morgan Stanley Smith Barney LLC submitted a Form 144 notice relating to proposed sales of Common shares tied to previously issued Restricted Stock Units and Performance Stock Units.

Rhea-AI Filing Summary

Morgan Stanley Smith Barney LLC submitted a Form 144 notice relating to proposed sales of Common shares tied to previously issued Restricted Stock Units and Performance Stock Units. The filing lists a 30,000-share 10b5-1 sale on 04/16/2026 for $2,400,000.00 and a 60,000-share 10b5-1 sale on 02/12/2026 for $4,272,975.00.

Insights

Securities Compliance Attorney

Form 144 records proposed Rule 144 sales under 10b5-1 plans; this is an administrative notice of intended dispositions.

Form 144 provides notice of proposed securities sales by an affiliate or control person under Rule 144 procedures. The entries show two dated 10b5-1 sales with share counts and gross proceeds, which are disclosure-oriented rather than consummation confirmations.

Timing and settlement outcomes are not provided here; subsequent broker or Form 4/Form 5 filings may show completed transactions and resulting holdings.

Key Figures

Planned sale 1: 30,000 shares Proceeds 1: $2,400,000.00 Planned sale 2: 60,000 shares +3 more

6 metrics

Planned sale 1 30,000 shares 10b5-1 sale dated 04/16/2026

Proceeds 1 $2,400,000.00 Gross proceeds tied to the 30,000-share entry

Planned sale 2 60,000 shares 10b5-1 sale dated 02/12/2026

Proceeds 2 $4,272,975.00 Gross proceeds tied to the 60,000-share entry

Security type Common Securities to be sold listed as Common shares

Award origin 30,000 RSUs/PSUs Restricted Stock Units and Performance Stock Units dated 02/15/2022

Key Terms

Form 144, 10b5-1, Restricted Stock Units, Performance Stock Units

4 terms

Form 144 regulatory

"10b5-1 Sales for THAD TRENT 5701 N. Pima Road Scottsdale"

Form 144 is a document that investors must file with the government when they plan to sell a large number of shares of a company's stock. It helps ensure transparency so everyone knows how many shares are being sold and when, which can impact the stock's price.

10b5-1 regulatory

"10b5-1 Sales for THAD TRENT 5701 N. Pima Road Scottsdale"

A 10b5-1 plan is a pre-set schedule that lets company insiders buy or sell shares according to written instructions made when they do not possess material, nonpublic information. Think of it as a timed automatic payment for stock trades: it helps insiders avoid accusations of trading on secret information and gives outside investors a clearer signal about whether sales are routine or potentially informative about the company’s prospects.

Restricted Stock Units financial

"Restricted Stock Units and Performance Stock Units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Performance Stock Units financial

"Restricted Stock Units and Performance Stock Units"

Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the ON Form 144 filing disclose about planned sales?

The filing discloses proposed Rule 144 sales under 10b5-1 plans for Common shares. It lists a 30,000-share sale on 04/16/2026 and a 60,000-share sale on 02/12/2026, with gross proceeds shown for each transaction.

Who is listed as the intermediary on the Form 144 for ON?

The intermediary appears as Morgan Stanley Smith Barney LLC, Executive Financial Services at the address shown. The filing lists that broker-dealer as the selling intermediary for the proposed transactions.

Are the sales in the Form 144 completed or only proposed?

Form 144 provides notice of proposed sales, not confirmation of settlement. The document lists dates and sizes for 10b5-1 plan sales; it does not certify whether each sale was executed or settled.

What amounts are shown for the two 10b5-1 sales in the filing?

The filing shows gross proceeds of $2,400,000.00 for the 30,000-share sale on 04/16/2026 and $4,272,975.00 for the 60,000-share sale on 02/12/2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/23/2026 - 04:31 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001607990
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	ON SEMICONDUCTOR CORPORATION
SEC File Number	001-39317
Address of Issuer	5701 N. Pima Road Scottsdale ARIZONA 85250
Phone	6022446600
Name of Person for Whose Account the Securities are To Be Sold	THAD TRENT
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	30000	2669700.00	394020530	04/23/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/15/2022	Restricted Stock Units and Performance Stock Units	Issuer			30000	02/15/2022	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
10b5-1 Sales for THAD TRENT 5701 N. Pima Road Scottsdale AZ 85250	Common	04/16/2026	30000	2400000.00
10b5-1 Sales for THAD TRENT 5701 N. Pima Road Scottsdale AZ 85250	Common	02/12/2026	60000	4272975.00

144: Remarks and Signature

Remarks	The securities to be sold were acquired upon the vesting of restricted stock units and performance stock units during the period of 02/15/2022 through 02/21/2025.
Date of Notice	04/23/2026
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	11/07/2025
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Thad Trent
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)