ON.NASDAQOn Semiconductor CORP

Form 4: On Semiconductor CEO Hassane El-Khoury Reports Changes in Beneficial Ownership

Sentiment:

SEC Form 4

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CEO Hassane El-Khoury reports acquisition and disposal of On Semiconductor shares, including vesting of performance-based restricted stock units and shares withheld for taxes.

Summary

  • On Semiconductor CEO Hassane El-Khoury reported changes in beneficial ownership of company stock.
  • On February 6, 2025, Mr. El-Khoury acquired 105,439 shares, 43,878 shares, and 24,404 shares of common stock related to performance-based restricted stock units vesting.
  • These units were granted on February 21, 2024, February 11, 2022, and February 21, 2023, respectively, and were earned based on the company's performance against underlying metrics.
  • On February 7, 2025, 56,302 shares were disposed of at $51.25 per share to cover taxes due upon the vesting of these restricted stock units.
  • Mr. El-Khoury also acquired an additional 88 shares under the Employee Stock Purchase Plan since his last Section 16 filing.
  • Following these transactions, Mr. El-Khoury beneficially owns 953,717 shares of On Semiconductor common stock.

Sentiment

Score: 6

Explanation: The sentiment is neutral. The filing reflects routine transactions related to executive compensation. The vesting of performance-based RSUs is a positive, but the tax-related sale is a neutral event.

Positives

  • The vesting of performance-based restricted stock units suggests that On Semiconductor has met certain performance metrics.
  • The CEO's continued holding of a significant number of shares (953,717) could be seen as a positive sign of confidence in the company's future.

Negatives

  • The disposal of 56,302 shares to cover taxes, while a normal occurrence, represents a reduction in the CEO's holdings.

Future Outlook

The performance-based restricted stock units will continue to vest in annual installments, subject to the CEO's continued employment.

Industry Context

Executive stock ownership and trading activity are closely watched by investors as indicators of management's confidence in the company's prospects. Form 4 filings provide transparency into these transactions.

Stakeholder Impact

  • Shareholders may view the vesting of performance-based RSUs as a sign that the company is meeting its performance goals.
  • The transactions have a minor impact on the overall shareholding structure.

Key Dates

DateDescription
February 11, 2022Original grant date of a subset of performance-based restricted stock units.
February 21, 2023Original grant date of a subset of performance-based restricted stock units.
February 21, 2024Original grant date of a subset of performance-based restricted stock units.
February 06, 2025Acquisition of shares related to vesting of performance-based restricted stock units.
February 07, 2025Disposal of shares to cover taxes due upon vesting of restricted stock units.
February 10, 2025Date of signature for the Form 4 filing.
February 11, 2025First annual installment vesting date for a subset of performance-based restricted stock units granted on February 21, 2024.

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