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Form 8-K · Current Report · Filed 2026-05-11

ON Semiconductor Completes $1.5 Billion Convertible Senior Notes Offering

ON Semiconductor Corporation has completed a private offering of $1.5 billion aggregate principal amount of its 0% Convertible Senior Notes due 2031.

Filer
On Semiconductor Corporation ON · NASDAQ
Filed
Accession
0001140361-26-020642
CIK
0001097864
Signal
Medium impactTechnology

Details

The Company received net proceeds of approximately $1.4729 billion after deducting initial purchasers' discounts and offering expenses. The net proceeds will be used to pay the cost of Convertible Note Hedges, repurchase shares of the Company's common stock, and for general corporate purposes including the repayment of outstanding indebtedness. The offering also involved convertible note hedge transactions and warrant transactions with certain initial purchasers and other financial institutions.

Items reported

Item events

Reported Item

New Debt Issued Convertible Note Offering Securities Purchase Agreement Financial Instrument Agreement

Market reaction

Close before filing

$103.20

Next session

+0.9%

Since filing

-20.9%

Latest close

$81.61

What happened, not what will happen — closing prices around the filing date.

Precedent

Previous filings from ON reporting the same item, with the next session's move:

Insider tape

Within 45 days of this filing, ON insiders reported 7 Form 4 transactions — net selling of $60K.

Full ON insider history →

About On Semiconductor Corporation

On Semiconductor Corporation, commonly known as onsemi, is a leading semiconductor supplier focused on complete intelligent sensing and energy-efficient solutions. The company provides innovative and reliable products that improve energy efficiency and enable the latest green technologies. onsemi's portfolio includes power management, analog, sensors, connectivity, custom, and system-on-chip (SoC) solutions. It serves a variety of markets, such as automotive, industrial, communications, and consumer electronics. The primary function of onsemi is to enhance the performance and efficiency of electronic products used in everyday life and in critical applications ranging from smart grids to advanced driver-assistance systems (ADAS). With a strong emphasis on research and development, onsemi is dedicated to driving advancements in technology that facilitate cleaner energy consumption and smarter electronic systems. Within the financial markets, onsemi plays a significant role given its strategic position in key growth sectors like electric vehicles and smart infrastructure. By leveraging cutting-edge technologies, the corporation continually contributes to the advancement of semiconductor technologies, reinforcing its relevance as a pivotal entity in the evolving landscape of global electronics and electrification initiatives.

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