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ON Semiconductor executive sells 15,578 shares

ON Semiconductor Corp reported that Sudhir Gopalswamy, its Group President, AMG & ISG, sold 15,578 common shares at $80 per share on October 1, 2026, under a Rule 10b5-1 trading plan.

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Form Type
4

Rhea-AI Filing Summary

ON Semiconductor Corp reported that Sudhir Gopalswamy, its Group President, AMG & ISG, sold 15,578 common shares at $80 per share on October 1, 2026, under a Rule 10b5-1 trading plan. His reported direct holdings afterward were 158,177 shares, including 167 shares acquired under the Employee Stock Purchase Plan since his last Section 16 filing.

Insights

Analyzing...

Insider GOPALSWAMY SUDHIR
Role Group President, AMG & ISG
Sold 15,578 shs ($1.25M)
Type Security Shares Price Value
Sale Common F1 15,578 $80.00 $1.25M
Holdings After Transaction: Common — 158,177 shares (Direct)
Footnotes (1)
  1. F1. Includes an additional 167 shares that were acquired by the Reporting Person under the Issuer's Employee Stock Purchase Plan since his last Section 16 filing.
Common shares sold 15,578 shares October 1, 2026
Sale price $80 per share Sale on October 1, 2026
Direct shares after transaction 158,177 shares Reported after the October 1, 2026 transaction
Employee Stock Purchase Plan shares acquired 167 shares Since his last Section 16 filing; included in the reported post-transaction amount
Rule 10b5-1 trading plan regulatory
"sale was made under a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Employee Stock Purchase Plan financial
"acquired under the Issuer's Employee Stock Purchase Plan"
An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.
Section 16 filing regulatory
"since his last Section 16 filing"

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How many shares did ON executive Sudhir Gopalswamy sell?

Sudhir Gopalswamy, Group President, AMG & ISG, sold 15,578 common shares at $80 per share on October 1, 2026, under a Rule 10b5-1 trading plan. His reported direct holdings afterward were 158,177 shares, including 167 shares acquired under the Employee Stock Purchase Plan since his last Section 16 filing.

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SEC Form 4
FORM 4UNITED 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).
X
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*
GOPALSWAMY SUDHIR

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Group President, AMG & ISG
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
10/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common10/01/2026S15,578D$80158,177(1)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Includes an additional 167 shares that were acquired by the Reporting Person under the Issuer's Employee Stock Purchase Plan since his last Section 16 filing.
/s/ Hope M. Spencer, Attorney-in-Fact10/02/2026
** Signature of Reporting PersonDate
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)

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