Director at ON Semiconductor (ON) receives 116 shares in lieu of cash fees

Rhea-AI Filing Summary

MASCARENAS PAUL ANTHONY reported acquisition or exercise transactions in this Form 4 filing.

ON Semiconductor director Paul Anthony Mascarenas received 116 fully vested common shares as part of his board compensation. The shares were issued in lieu of a portion of his quarterly cash retainers for the second quarter of 2026, based on his prior election. Following this grant, he directly holds 57,590 common shares of ON Semiconductor.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider MASCARENAS PAUL ANTHONY

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common	116	$91.22	$11K

Holdings After Transaction: Common — 57,590 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares granted: 116 shares Reference price per share: $91.22 per share Shares held after transaction: 57,590 shares +1 more

4 metrics

Shares granted 116 shares Fully vested common stock issued as Q2 2026 retainers

Reference price per share $91.22 per share Valuation used for the 116-share compensation award

Shares held after transaction 57,590 shares Total direct ON Semiconductor common shares after the grant

Acquire transactions in this filing 1 transaction Form 4 transaction summary for grant/award acquisition

Key Terms

grant/award acquisition, fully-vested shares, quarterly cash retainers, Form 4

4 terms

grant/award acquisition financial

"transaction_action: "grant/award acquisition""

fully-vested shares financial

"Represents fully-vested shares of common stock issued to the Reporting Person"

quarterly cash retainers financial

"issued ... in lieu of a portion of his quarterly cash retainers"

Form 4 regulatory

"INSIDER FILING DATA (Form 4)"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/02/2026 - 06:41 PM Accepted by SEC EDGAR 07/02/2026 - 06:40 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

MASCARENAS PAUL ANTHONY

(Last) (First) (Middle)

5701 NORTH PIMA ROAD

(Street)

SCOTTSDALE ARIZONA 85250

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ON SEMICONDUCTOR CORP [ ON ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/02/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common	07/02/2026		A		116(1)	A	$91.22	57,590	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents fully-vested shares of common stock issued to the Reporting Person in lieu of a portion of his quarterly cash retainers for the second quarter of 2026 based on his previously-submitted election.

	/s/ Hope M. Spencer, Attorney-in-Fact	07/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did ON (ON) director Paul Anthony Mascarenas report in this Form 4?

Paul Anthony Mascarenas reported receiving 116 fully vested ON Semiconductor common shares. These shares were issued as part of his board compensation, replacing a portion of his second-quarter 2026 cash retainers according to a previously submitted election.

Was the ON Semiconductor Form 4 transaction a purchase or a grant?

The Form 4 shows a grant or award acquisition, not an open-market purchase. Code “A” indicates shares were issued as compensation rather than bought, with 116 common shares granted in lieu of some director cash fees.

How many ON Semiconductor shares does Paul Anthony Mascarenas hold after this transaction?

After the grant, Paul Anthony Mascarenas directly holds 57,590 ON Semiconductor common shares. This total includes the 116 fully vested shares issued in lieu of part of his second-quarter 2026 quarterly cash retainers as a director.

What is the reference price per share in this ON Semiconductor Form 4?

The Form 4 reports a reference price of $91.22 per ON Semiconductor common share for this award. This price is used for reporting and valuation of the 116 fully vested shares granted as director compensation in place of cash.

Why did ON Semiconductor issue shares instead of cash to this director?

ON Semiconductor issued shares instead of cash because the director elected equity in lieu of part of his quarterly retainers. The 116 fully vested common shares represent compensation for the second quarter of 2026, based on his previously submitted election.