SCHEDULE: FMR LLC & Abigail Johnson Boost ON Semi Stake to 13.5%
Beneficial Ownership Disclosure
FMR LLC and Abigail P. Johnson have increased their beneficial ownership in ON Semiconductor Corp to 13.5% of common stock, held for ordinary business purposes.
Summary
- FMR LLC and Abigail P. Johnson collectively beneficially own 56,578,980.76 shares of ON Semiconductor Corp common stock.
- This aggregate amount represents 13.5% of the total outstanding common stock of ON Semiconductor Corp.
- FMR LLC holds sole voting power over 54,625,588.92 shares and sole dispositive power over 56,578,980.76 shares.
- Abigail P. Johnson holds sole dispositive power over 56,578,980.76 shares, with no sole or shared voting power.
- The shares were acquired and are held in the ordinary course of business, not for the purpose of changing or influencing control of the issuer, except for activities solely in connection with a nomination under Rule 14a-11.
- Select Semiconductors Portfolio is known to have the right to receive dividends or proceeds from 22,467,790.00 shares, representing 5.4% of the total outstanding common stock as of June 30, 2025.
Sentiment
Score: 6
Explanation: The filing is a factual disclosure of a significant beneficial ownership stake by a major institutional investor. While not explicitly positive news, a large, passive institutional stake can be viewed as a vote of confidence, leading to a slightly positive sentiment.
Positives
- The significant beneficial ownership stake of 13.5% by a major institutional investor like FMR LLC and its CEO, Abigail P. Johnson, may signal confidence in ON Semiconductor Corp's long-term prospects.
- The filing explicitly states that the shares are held in the ordinary course of business and not for the purpose of changing or influencing control, indicating a passive investment approach.
Risks
- While the filing states no intent to influence control, the large stake could still be perceived as a potential influence on corporate decisions, even if passive.
- The possibility of activities solely in connection with a nomination under Rule 14a-11, though limited, indicates a potential for future engagement in governance matters.
Future Outlook
NA
Industry Context
NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Internal Control Structure Disclosure | Abigail P. Johnson, as Director, Chairman, and CEO of FMR LLC, along with other Johnson family members, are predominant owners of Series B voting common shares of FMR LLC (49% voting power). They have a shareholders' voting agreement to vote Series B shares in accordance with the majority, forming a controlling group with respect to FMR LLC. | NA | This details the internal control structure of the reporting entity (FMR LLC) and its affiliates, clarifying the ultimate control over the reported beneficial ownership of ON Semiconductor Corp shares. |
Stakeholder Impact
- Shareholders: The disclosure of a significant, passive stake by a prominent institutional investor like FMR LLC may instill confidence among existing and potential shareholders, suggesting institutional belief in the company's value.
Key Dates
| Date | Description |
|---|---|
| 2023-05-23 | Effective date of Power of Attorney for Richard Bourgelas to sign on behalf of FMR LLC and Abigail P. Johnson. |
| 2023-08-08 | Date of previous Schedule 13G filing by FMR LLC, referenced for Power of Attorney accession number. |
| 2025-06-30 | Date of event which requires filing of this statement, reflecting the beneficial ownership. |
| 2025-08-05 | Date of filing of this Schedule 13G. |
Recommendation
holdThe filing indicates a significant, passive ownership stake by a major institutional investor, FMR LLC, and its CEO, Abigail P. Johnson. This suggests confidence in the company's long-term prospects without intent to influence control, which can be a positive signal for stability. However, the filing itself does not contain new operational or financial performance data to warrant a change in investment thesis, thus a 'hold' recommendation is appropriate for existing investors.
Keywords
ON Semiconductor, FMR LLC, Abigail Johnson, Beneficial Ownership, Schedule 13G, Semiconductor, Institutional Investor, Common Stock
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