Form 4: On Semiconductor Executive Sudhir Gopalswamy Reports Stock Transactions
SEC Form 4
Sudhir Gopalswamy, Group President at On Semiconductor, reports acquisition and disposal of common stock, including vesting of performance-based restricted stock units and shares withheld for taxes.
Summary
- Sudhir Gopalswamy, a Group President at On Semiconductor, filed a Form 4 detailing changes in beneficial ownership.
- On February 6, 2025, Gopalswamy acquired 28,329 shares of common stock at $0.00, representing performance-based restricted stock units earned based on the issuer's performance.
- He also acquired 5,463 shares, 2,477 shares, and 803 shares of common stock at $0.00 on the same date, also related to performance-based restricted stock units.
- On February 7, 2025, Gopalswamy disposed of 6,373 shares at $51.25 to cover taxes due upon the vesting of performance-based restricted stock units.
- Following these transactions, Gopalswamy beneficially owns 125,561 shares of On Semiconductor common stock.
- The report also mentions an additional 88 shares acquired under the Issuer's Employee Stock Purchase Plan since his last Section 16 filing.
Sentiment
Score: 6
Explanation: The sentiment is neutral. It's a routine filing showing stock transactions related to compensation. The vesting indicates performance targets were met, which is mildly positive, but the tax-related sale is neutral.
Positives
- The vesting of performance-based restricted stock units suggests that On Semiconductor met certain performance metrics.
Negatives
- The disposal of shares to cover taxes reduces Gopalswamy's overall holdings, although this is a common practice.
Future Outlook
The performance-based restricted stock units will vest in three annual installments beginning on February 11, 2025, subject to continued employment.
Industry Context
Form 4 filings are a routine part of executive compensation and provide transparency into insider transactions, which are closely monitored by investors.
Stakeholder Impact
- Shareholders can gain insight into executive compensation and alignment with company performance through this filing.
- Employees may be interested in the details of the Employee Stock Purchase Plan.
Key Dates
| Date | Description |
|---|---|
| 02/21/2024 | Original grant date of performance-based restricted stock units, a subset of which were earned and vested on February 6, 2025. |
| 03/07/2022 | Original grant date of performance-based restricted stock units, a subset of which were earned and vested on February 7, 2025. |
| 02/20/2023 | Original grant date of performance-based restricted stock units, a subset of which were earned and vested on February 7, 2025. |
| 05/26/2023 | Original grant date of performance-based restricted stock units, a subset of which were earned and vested on February 7, 2025. |
| 02/06/2025 | Acquisition of common stock due to vesting of performance-based restricted stock units. |
| 02/07/2025 | Disposal of shares to cover taxes due upon vesting of performance-based restricted stock units; vesting of performance-based restricted stock units. |
| 02/11/2025 | Beginning of the three annual installments vesting schedule for the performance-based restricted stock units granted on February 21, 2024. |
| 02/10/2025 | Date of signature for the Form 4 filing. |
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